AMERICAN CENTURY WORLD MUTUAL FUNDS INC, 485BPOS, 1998-03-30

AMERICAN CENTURY WORLD MUTUAL FUNDS INC
485BPOS, 1998-03-30

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As filed with the Securities and Exchange Commission on March 30, 1998

1933 Act File No. 33-39242; 1940 Act File No. 811-6247
- --------------------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-1A

REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933 _X__

Pre-Effective Amendment No.____ ____

Post-Effective Amendment No._9__ _X__

and/or

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 _X__

Amendment No._9__

(Check appropriate box or boxes)

American Century World Mutual Funds, Inc.
--------------------------------------------
(Exact Name of Registrant as Specified in Charter)

American Century Tower, 4500 Main Street, Kansas City, MO 64111
----------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code: 816-531-5575

James E. Stowers, III
American Century Tower, 4500 Main Street, Kansas City, MO 64111
----------------------------------------------------------------
(Name and address of Agent for service)

Approximate Date of Proposed Public Offering: April 1, 1998

It is proposed that this filing become effective:

_____ immediately upon filing pursuant to paragraph (b) of Rule 485
__X__ on April 1, 1998 pursuant to paragraph (b) of Rule 485
_____ 60 days after filing pursuant to paragraph (a) of Rule 485
_____ on [date] pursuant to paragraph (a)(1) of Rule 485
_____ 75 days afer filing pursuant to paragraph (a)(2) of Rule 485
_____ on [date] pursuant to paragraph (a)(2) of Rule 485

The Registrant has registered an indefinite number or amount of securities under
the Securities Act of 1933 pursuant to Rule 24f-2. The Rule 24f-2 notice for the
fiscal year ended November 30, 1997, was filed on January 23, 1998.
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<PAGE>
================================================================================
CROSS REFERENCE SHEET

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N-1A Item No. Location
------------- --------
PART A

Item 1. Cover Page Cover Page
Item 2. Synopsis Transaction and Operating
Expense Table
Item 3. Condensed Financial Financial Highlights
Information
Item 4. General Description Investment Policies of
Registrant the Funds; Risk Factors;
Other Investment
Practices, Their Characteristics
and Risks; Performance
Advertising; Distribution
of Fund Shares; Further
Information About
American Century
Item 5. Management of the Management
Fund
Item 6. Capital Stock and Further Information About
Other Securities American Century
Item 7. Purchase of Securities How to Open An Account;
Being Offered How to Exchange From One
Account to Another;
Share Price; Distributions;
Item 8. Redemption How to Redeem Shares;
Signature Guarantee
Item 9. Pending Legal N/A
Proceedings

- --------------------------------------------------------------------------------
PART B
- --------------------------------------------------------------------------------

Item 10. Cover Page Cover Page
Item 11. Table of Contents Table of Contents
Item 12. General Information N/A
Item 13. Investment Objectives Investment Objectives of
and Policies the Funds; Investment Restrictions;
Forward Currency Exchange
Contracts; An Explanation of
Fixed Income Securities Ratings;
Short Sales; Portfolio Lending;
Portfolio Turnover
Item 14. Management of the Officers and Directors;
Registrant Management;
Custodians
Item 15. Control Persons Capital Stock
and Principal
Holders of Securities
Item 16. Investment Advisory Management;
and Other Services Custodians
Item 17. Brokerage Allocation Brokerage;
Performance Advertising
Item 18. Capital Stock and Capital Stock;
Other Securities Multiple Class Structure
Item 19. Purchase, Redemption N/A
and Pricing of
Securities Being
Offered
Item 20. Tax Status N/A
Item 21. Underwriters N/A
Item 22. Calculation of Yield Performance Advertising
Quotations of Money
Market Funds
Item 23. Financial Statements Financial Statements

<PAGE>
PROSPECTUS

[american century logo(reg.sm)]
American
Century(reg.tm)

APRIL 1, 1998

TWENTIETH
CENTURY
GROUP

International Growth
International Discovery
Emerging Markets

INVESTOR CLASS

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

American Century Investments offers you nearly 70 fund choices covering
stocks, bonds, money markets, specialty investments and blended portfolios. To
help you find the funds that may meet your investment needs, American Century
funds have been divided into three groups based on investment style and
objectives. These groups, which appear below, are designed to help simplify your
fund decisions.

AMERICAN CENTURY INVESTMENTS
- -------------------------------------------------------------------------------
Benham American Century Twentieth Century
Group Group Group
- -------------------------------------------------------------------------------
MONEY MARKET FUNDS ASSET ALLOCATION & GROWTH FUNDS
GOVERNMENT BOND FUNDS BALANCED FUNDS INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS
- -------------------------------------------------------------------------------
International Growth
International Discovery
Emerging Markets

PROSPECTUS
APRIL 1, 1998

International Growth * International
Discovery * Emerging Markets
INVESTOR CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc., is a part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. Three of the funds from our
Twentieth Century Group of funds are described in this Prospectus. Their
investment objectives are listed on page 2 of this Prospectus. The other funds
are described in separate prospectuses.

The funds described in this Prospectus invest primarily in equity securities
of foreign issuers. Investment in securities of foreign issuers typically
involves a greater degree of risk than investment in domestic securities. Please
read "Risk Factors," page 11.

Through its Investor Class of shares, American Century offers investors a
full line of no-load funds, investments that have no sales charges or
commissions.

This Prospectus gives you information about the funds that you should know
before investing. Please read this Prospectus carefully and retain it for future
reference. Additional information is included in the Statement of Additional
Information dated April 1, 1998, and filed with the Securities and Exchange
Commission. It is incorporated into this Prospectus by reference. To obtain a
copy without charge, call or write:

AMERICAN CENTURY INVESTMENTS
4500 Main Street * P.O. Box 419200
Kansas City, Missouri 64141-6200 * 1-800-345-2021
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-634-4113 * In Missouri: 816-444-3485
www.americancentury.com

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

PROSPECTUS 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL GROWTH FUND

The investment objective of International Growth is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities that are considered
by the investment manager to have prospects for appreciation. The fund will
invest primarily in securities of issuers in developed markets. This fund has no
minimum investment requirements. However, if the value of the shares held in any
one fund account is less than $2,500 ($1,000 for UGMA/UTMA accounts), you must
establish an automatic investment program of $50 or more per month in each such
account. See "Automatic Investment Plan," page 18 and "Redemption of Shares in
Low-Balance Accounts," page 21.

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL DISCOVERY FUND

The investment objective of International Discovery is capital growth. The
fund will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers having
comparatively smaller market capitalizations (less than U.S. $1 billion in
market capitalization or less than U.S. $500 million in public float). The fund
may invest up to 50% of its assets in securities of issuers in emerging market
countries. All such investments will be considered by the investment manager to
have prospects for appreciation. Due to the risks associated with such
investments, an investment in this fund may be considered speculative. The
minimum investment amount for this fund is $10,000.

SHARES OF INTERNATIONAL DISCOVERY EXCHANGED OR REDEEMED WITHIN 180 DAYS OF
THEIR PURCHASE ARE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE
SHARES EXCHANGED OR REDEEMED. This redemption fee is retained by the fund and is
intended to discourage shareholders from exchanging or redeeming their shares
shortly after their purchase, as well as minimize the impact such exchanges and
redemptions have on fund performance and, hence, on the other shareholders of
the fund.

AMERICAN CENTURY -- TWENTIETH CENTURY
EMERGING MARKETS FUND

The investment objective of Emerging Markets is capital growth. The fund
will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities of issuers in
emerging market countries that are considered by the investment manager to have
prospects for appreciation. Due to the risks associated with such investments,
an investment in this fund may be considered speculative. The minimum investment
amount for this fund is $10,000.

There is no assurance that the funds will achieve
their respective investment objectives.

NO PERSON IS AUTHORIZED BY THE FUNDS TO GIVE ANY INFORMATION OR MAKE ANY
REPRESENTATION OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS OR IN OTHER PRINTED
OR WRITTEN MATERIAL ISSUED BY OR ON BEHALF OF THE FUNDS, AND YOU SHOULD NOT RELY
ON ANY OTHER INFORMATION OR REPRESENTATION.

2 INVESTMENT OBJECTIVES AMERICAN CENTURY INVESTMENTS

TABLE OF CONTENTS
Investment Objectives of the Funds ....................................... 2
Transaction and Operating Expense Table .................................. 4
Financial Highlights ..................................................... 5

INFORMATION REGARDING THE FUNDS
Investment Policies of the Funds ......................................... 8
International Growth .................................................. 8
International Discovery ............................................... 8
Emerging Markets ...................................................... 9
Policies Applicable to All Funds ...................................... 9
Risk Factors ............................................................. 11
Investing in Foreign Securities Generally ............................. 11
Investing in Smaller Companies ........................................ 12
Investing in Emerging Market Countries ................................ 12
Investing in Lower-Quality Debt Instruments ........................... 13
Other Investment Practices, Their Characteristics
and Risks ................................................................ 13
Forward Currency Exchange Contracts ................................... 13
Indirect Foreign Investment ........................................... 14
Sovereign Debt Obligations ............................................ 14
Portfolio Turnover .................................................... 14
Repurchase Agreements ................................................. 14
Futures and Options ................................................... 14
When-Issued Securities ................................................ 15
Short Sales ........................................................... 15
Rule 144A Securities .................................................. 15
Investments in Companies with
Limited Operating History .......................................... 16
Performance Advertising .................................................. 16

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS
American Century Investments .............................................. 17
Investing in American Century ............................................ 17
How to Open an Account ................................................... 17
By Mail ....................................................... 17
By Wire ....................................................... 17
By Exchange ................................................... 18
In Person ..................................................... 18
Subsequent Investments ............................................. 18
By Mail ....................................................... 18
By Telephone .................................................. 18
By Online Access .............................................. 18
By Wire ....................................................... 18
In Person ..................................................... 18
Automatic Investment Plan .......................................... 18
How to Exchange from One Account to Another ............................. 19
By Mail ....................................................... 19
By Telephone .................................................. 19
By Online Access .............................................. 19
How to Redeem Shares ..................................................... 19
By Mail ....................................................... 20
By Telephone .................................................. 20
By Check-A-Month .............................................. 20
Other Automatic Redemptions ................................... 20
Redemption Proceeds ................................................ 20
By Check ...................................................... 20
By Wire and ACH ............................................... 20
Special Requirements for Large Redemptions ......................... 20
Redemption of Shares in Low-Balance Accounts ....................... 21
Signature Guarantee ..................................................... 21
Special Shareholder Services ............................................ 21
Automated Information Line .................................... 22
Online Account Access ......................................... 22
Open Order Service ............................................ 22
Tax-Qualified Retirement Plans ................................ 22
Important Policies Regarding Your Investments ........................... 22
Reports to Shareholders ................................................. 23
Employer-Sponsored Retirement Plans and
Institutional Accounts ................................................ 24

ADDITIONAL INFORMATION YOU SHOULD KNOW
Share Price .............................................................. 25
When Share Price Is Determined ............................................ 25
How Share Price Is Determined ......................................... 25
Where to Find Information About Share Price ........................... 26
Distributions ............................................................ 26
Taxes .................................................................... 27
Tax-Deferred Accounts ................................................. 27
Taxable Accounts ...................................................... 27
Management ............................................................... 28
Investment Management ................................................. 28
Code of Ethics ........................................................ 29
Transfer and Administrative Services .................................. 30
Distribution of Fund Shares .............................................. 30
Further Information About American Century ............................... 30

PROSPECTUS TABLE OF CONTENTS 3

<TABLE>
<CAPTION>
TRANSACTION AND OPERATING EXPENSE TABLE

International International Emerging
Growth Discovery Markets
SHAREHOLDER TRANSACTION EXPENSES:
<S> <C> <C> <C>
Maximum Sales Load Imposed on Purchases ............................ none none none
Maximum Sales Load Imposed on Reinvested Dividends ................. none none none
Deferred Sales Load ................................................ none none none
Redemption Fee(1) .................................................. none none(2) none
Exchange Fee ....................................................... none none none

ANNUAL FUND OPERATING EXPENSES (as a percentage of net assets):
Management Fees(3) ................................................. 1.37%(4) 1.68%(4) 2.00%(4)
12b-1 Fees ......................................................... none none none
Other Expenses(5) .................................................. 0.00% 0.00% 0.00%
Total Fund Operating Expenses(3) ................................... 1.37%(4) 1.68%(4) 2.00%(4)

EXAMPLE:
You would pay the following expenses on a 1 year $14 $17 $20
$1,000 investment, assuming a 5% annual return and 3 years 43 53 62
redemption at the end of each time period(3): 5 years 75 91 107
10 years 164 197 231
- ----------
</TABLE>
(1) Redemption proceeds sent by wire are subject to a $10 processing fee.

(2) Shares of International Discovery exchanged or redeemed within 180 days of
their purchase are subject to a redemption fee of 2.0% of the value of the
shares exchanged or redeemed. This redemption fee is retained by the fund.
See "How to Exchange from One Account to Another," page 19 and "How to
Redeem Shares," page 19.

(3) Assumes, in accordance with Securities and Exchange Commission guidelines,
that the assets of International Growth, International Discovery and
Emerging Markets remain constant at $1,756,574,349, $626,326,600 and
$11,829,515, respectively, the assets of the funds as of November 30, 1997.
A portion of the management fee may be paid by the funds' manager to
unaffiliated third parties who provide recordkeeping and administrative
services that would otherwise be performed by an affiliate of the manager.
See "Management-Transfer and Administrative Services," page 30.

(4) International Growth pays an annual management fee of 1.50% of the first $1
billion of average net assets, 1.20% of the next $1 billion of average net
assets, and 1.10% of average net assets over $2 billion; International
Discovery pays an annual management fee of 1.75% of the first $500 million
of average net assets, 1.40% of the next $500 million average net assets,
and 1.20% of average net assets over $1 billion; and Emerging Markets pays
an annual management fee equal to 2.00% of the first $500 million of
average net assets, 1.50% of the next $500 million of average net assets,
and 1.25% of average next assets over $1 billion.

(5) Other expenses, which includes the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as
defined in the Investment Company Act, were less than 0.01 of 1% of average
net assets for the most recent fiscal year.

The purpose of this table is to help you understand the various costs and
expenses that you, as a shareholder, will bear directly or indirectly in
connection with an investment in the class of shares of the funds offered by
this Prospectus. The example set forth above assumes reinvestment of all
dividends and distributions and uses a 5% annual rate of return as required by
SEC regulations.

NEITHER THE 5% RATE OF RETURN NOR THE EXPENSES SHOWN ABOVE SHOULD BE
CONSIDERED INDICATIONS OF PAST OR FUTURE RETURNS AND EXPENSES. ACTUAL RETURNS
AND EXPENSES MAY BE GREATER OR LESS THAN THOSE SHOWN.

The shares offered by this Prospectus are Investor Class shares and have no
up-front or deferred sales charges, commissions, or 12b-1 fees. The funds offer
three other classes of shares, primarily to institutional investors, that have
different fee structures than the Investor Class. The difference in the fee
structures among the classes is the result of their separate arrangements for
shareholder and distribution services and not the result of any difference in
amounts charged by the manager for core investment advisory services.
Accordingly, the core investment advisory expenses do not vary by class. A
difference in fees will result in different performance for the other classes.
For additional information about the various classes, see "Further Information
About American Century," page 30.

4 TRANSACTION AND OPERATING EXPENSE TABLE AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
INTERNATIONAL GROWTH

The Financial Highlights for the fiscal year ended November 30, 1997, have
been audited by Deloitte & Touche LLP, independent auditors, whose report
thereon appears in the fund's annual report, which is incorporated by reference
into the Statement of Additional Information. The annual report contains
additional performance information and will be made available upon request and
without charge. The Financial Highlights for the periods ended on or before
November 30, 1996, have been audited by other independent auditors. The
information presented is for a share outstanding throughout the years ended
November 30, except as noted.

1997 1996 1995 1994 1993 1992 1991(1)
PER-SHARE DATA
<S> <C> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ....... $8.73 $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
----- ----- ----- ----- ----- ----- -----

Income From Investment Operations
Net Investment Income (Loss) ............. -- (0.01)(2) 0.01 (0.04) (0.04) 0.06 0.01

Net Realized and Unrealized Gain
on Investment Transactions ............... 1.41 1.24 0.40 0.57 1.78 0.41 0.22
----- ----- ----- ----- ----- ----- -----
Total From Investment Operations ......... 1.41 1.23 0.41 0.53 1.74 0.47 0.23
----- ----- ----- ----- ----- ----- -----
Distributions
From Net Investment Income ............... -- (0.01) -- -- (0.04) (0.01) --

In Excess of Net Investment Income ....... -- -- -- -- (0.15) --(3) --

From Net Realized Gains
on Investment Transactions ............... (0.92) -- (0.37) (0.40) -- -- --
----- ----- ----- ----- ----- ----- -----
Total Distributions ...................... (0.92) (0.01) (0.37) (0.40) (0.19) (0.01) --
----- ----- ----- ----- ----- ----- -----
Net Asset Value, End of Period ............. $9.22 $8.73 $7.51 $7.47 $7.34 $5.79 $5.33
===== ===== ===== ===== ===== ===== =====

TOTAL RETURN(4) .......................... 18.12% 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ...................... 1.38%(5) 1.65%(5) 1.77% 1.84% 1.90% 1.91% 1.93%(6)

Ratio of Net Investment Income (Loss)
to Average Net Assets ...................... 0.04% (0.07)% 0.25% (0.53)% (0.34)% 0.95% 0.26%(6)

Portfolio Turnover Rate .................... 163% 158% 169% 242% 255% 180% 84%

Average Commission Paid per
Share of Equity Security Traded ............ $0.0069 $0.0195 $0.0020 --(7) --(7) --(7) --(7)

Net Assets, End of Period
(in thousands) ............................. $1,728,617 $1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076
</TABLE>
- ----------
(1) May 9, 1991 (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

(3) Amount was less than $0.01 per share.

(4) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(5) The manager had voluntarily waived a portion of its management fee
effective August 1, 1996 through July 31, 1997. In absence of the
management fee waiver, the ratio of operating expenses to average net
assets would have been 1.56% and 1.76% for the years ended November 30,
1997 and November 30, 1996, respectively.

(6) Annualized.

(7) Disclosure of average commission paid per share of equity security traded
was not required prior to the year ended November 30, 1995.

PROSPECTUS FINANCIAL HIGHLIGHTS 5

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
INTERNATIONAL DISCOVERY

1997 1996 1995 1994(1)

PER-SHARE DATA
<S> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ................ $7.60 $5.70 $5.39 $5.00
----- ----- ----- -----

Income From Investment Operations
Net Investment Income (Loss) ..................... (0.03) (0.02)(2) 0.03 (0.02)

Net Realized and Unrealized Gain
on Investment Transactions ....................... 1.31 1.95 0.28 0.41
----- ----- ----- -----
Total From Investment Operations ................. 1.28 1.93 0.31 0.39
----- ----- ----- -----
Distributions
From Net Investment Income ....................... (0.02) (0.01) -- --

In Excess of Net Investment Income ............... -- (0.02) -- --

From Net Realized Gains
on Investment Transactions ....................... (0.32) -- -- --
----- ----- ----- -----
Total Distributions .............................. (0.34) (0.03) -- --
----- ----- ----- -----
Net Asset Value, End of Period ...................... $8.54 $7.60 $5.70 $5.39
===== ===== ===== =====

TOTAL RETURN(3) .................................. 17.76% 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses to Average Net Assets ... 1.70%(4) 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income
(Loss) to Average Net Assets ........................ (0.37)% (0.31)% 0.27% (0.48)%(5)

Portfolio Turnover Rate ............................. 146% 130% 168% 56%

Average Commission Paid per
Share of Equity Security Traded ..................... $0.0054 $0.0054 $0.0040 --(6)

Net Assets, End of Period (in thousands) ............ $626,327 $377,128 $114,579 $111,202
</TABLE>
- ----------
(1) April 1, 1994 (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) The manager had voluntarily waived a portion of its management fee
effective August 1, 1996 through July 31, 1997. In absence of the
management fee waiver, the ratio of operating expenses to average net
assets would have been 1.87% and 1.99% for the years ended November 30,
1997 and November 30,1996, respectively.

(5) Annualized.

(6) Disclosure of average commission paid per share of equity security traded
was not required prior to the year ended November 30, 1995.

6 FINANCIAL HIGHLIGHTS AMERICAN CENTURY INVESTMENTS

FINANCIAL HIGHLIGHTS
EMERGING MARKETS

The Financial Highlights for the period ended November 30, 1997, have been
audited by Deloitte & Touche LLP, independent auditors, whose report thereon
appears in the fund's annual report, which is incorporated by reference into the
Statement of Additional Information. The annual report contains additional
performance information and will be made available upon request and without
charge. The information presented is for a share outstanding throughout the
period ended November 30.

1997(1)
PER-SHARE DATA
Net Asset Value, Beginning of Period .............................. $5.00
-----

Loss From Investment Operations
Net Investment Loss(2) ........................................... (0.01)

Net Realized and Unrealized Loss on Investment Transactions ...... (0.84)
-----

Total From Investment Operations ................................. (0.85)
-----

Net Asset Value, End of Period .................................... $4.15
=====

Total Return(3) .................................................. (17.00)%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses to Average Net Assets ................. 2.00%(4)

Ratio of Net Investment Loss to Average Net Assets ................ (0.74)%(4)

Portfolio Turnover Rate ........................................... 36%

Average Commission Paid per Share of Equity Security Traded ....... $0.0012

Net Assets, End of Period (in thousands) .......................... $11,830
- ----------
(1) September 30, 1997 (inception) through November 30, 1997.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns are not annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 7

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

The funds have adopted certain investment restrictions that are set forth in
the Statement of Additional Information. Those restrictions, as well as the
investment objectives of the funds identified on page 2 of this Prospectus, and
any other investment policies designated as "fundamental" in this Prospectus or
in the Statement of Additional Information, cannot be changed without
shareholder approval. The funds have implemented additional investment policies
and practices to guide their activities in the pursuit of their respective
investment objectives. These policies and practices, which are described
throughout this Prospectus, are not designated as fundamental policies and may
be changed without shareholder approval.

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK FACTORS,"
PAGE 11, BEFORE MAKING AN INVESTMENT IN THE FUNDS.

INTERNATIONAL GROWTH

The investment objective of the International Growth Fund is capital growth.
The fund will seek to achieve its investment objective by investing primarily in
securities of foreign issuers that meet certain fundamental and technical
standards of selection (relating primarily to acceleration of earnings and
revenues) and have, in the opinion of the manager, potential for appreciation.
The fund will invest primarily in issuers in developed markets. The fund will
invest primarily in equity securities (defined to include equity equivalents) of
such issuers and will attempt to stay fully invested in such securities,
regardless of the movement of stock prices generally.

Although the primary investment of the fund will be equity securities, the
fund may also invest in other types of securities consistent with the
accomplishment of the fund's objectives. When the manager believes that the
total return potential of other securities equals or exceeds the potential
return of equity securities, the fund may invest up to 35% in such other
securities.

The other securities the fund may invest in are bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will limit its purchases of debt securities to
investment-grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with
higher-quality debt securities. See "An Explanation of Fixed Income Securities
Ratings" in the Statement of Additional Information.

INTERNATIONAL DISCOVERY

The investment objective of the International Discovery Fund is capital
growth. The fund will seek to achieve its investment objective by investing
primarily in an internationally diversified portfolio of equity securities of
issuers that meet certain fundamental and technical standards of selection
(relating primarily to acceleration of earnings and revenues). The fund will
invest its assets primarily in equity securities of smaller foreign issuers
(those issuers having, at the time of investment, a market capitalization of
less than U.S. $1 billion or a public float of less than U.S. $500 million). The
"public float" of an issuer is defined as the aggregate market value of the
issuer's outstanding securities held by non-affiliates of the issuer. The fund
may invest up to 50% of its assets in securities of issuers in emerging market
countries.

DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH THE FUND'S INVESTMENT STRATEGY,
AN INVESTMENT IN THE FUND MAY NOT BE APPROPRIATE FOR ALL INVESTORS. See "Risk
Factors," page 11.

8 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested regardless of the
movement of stock and bond prices generally.

There are no credit quality or maturity restrictions with regard to the
bonds, corporate debt securities, and government obligations in which the fund
may invest, although less than 35% of the fund's assets will be invested in
below-investment-grade fixed income securities. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

To enhance the fund's liquidity, at least 50% of the fund's assets will be
invested in developed market countries at all times. However, the percentage of
the assets of the fund invested in developed and emerging markets will vary as,
in the opinion of the manager, market conditions warrant. No more than 15% of
the fund's assets may be invested in illiquid investments at any time.

EMERGING MARKETS

The investment objective of the Emerging Markets Fund is capital growth. The
fund will seek to achieve its investment objective by investing primarily in an
internationally diversified portfolio of equity securities that meet certain
fundamental and technical standards of selection (relating primarily to
acceleration of earnings and revenues). The fund will invest its assets
primarily in the securities of issuers in emerging market countries. The
securities in which the fund may invest include not only the securities of
issuers located or principally traded in emerging market countries, but also
include the securities of issuers which derive a significant portion of their
business from emerging market countries. DUE TO THE SIGNIFICANT RISKS ASSOCIATED
WITH INVESTING IN EMERGING MARKETS, AN INVESTMENT IN THE FUND MAY NOT BE
APPROPRIATE FOR ALL INVESTORS. See "Risk Factors," page 11.

The fund may invest in securities of any type of issuer, including
closed-end investment companies, governments and governmental entities, as well
as corporations, partnerships and other business organizations. The manager
believes that common stocks and other equity and equity equivalent securities
ordinarily offer the greatest potential for capital appreciation and will
constitute the majority of the fund's investments. The fund may invest, however,
in any security the manager believes has the potential for capital appreciation.
The other securities the fund may invest in include bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will attempt to stay fully invested regardless of the
movement of stock and bond prices generally.

POLICIES APPLICABLE TO ALL FUNDS

Under normal conditions, each fund will invest at least 65% of its assets in
equity and equity equivalent securities of issuers from at least three countries
outside of the United States. While securities of U.S. issuers may be included
in the portfolio from time to time, it is the primary intent of the manager to
diversify investments in a fund across a broad range of foreign issuers. The
manager defines "foreign issuer" as an issuer of securities that is domiciled
outside the United States, derives at least 50% of its total revenue from
production or sales outside the United States, or whose principal trading market
is outside the United States.

The funds may make foreign investments either directly in foreign
securities, or indirectly by

PROSPECTUS INFORMATION REGARDING THE FUNDS 9

purchasing depositary receipts or depositary shares or similar instruments (DRs)
for foreign securities. DRs are securities that are listed on exchanges or
quoted in over-the-counter markets in one country but represent shares of
issuers domiciled in another country. The funds may also purchase securities of
such issuers in foreign markets, either on foreign securities exchanges or in
the over-the-counter markets.

The funds may also invest in other equity securities and equity equivalents.
Other equity securities and equity equivalents include securities that permit
the funds to receive an equity interest in an issuer, the opportunity to acquire
an equity interest in an issuer, or the opportunity to receive a return on its
investment that permits the fund to benefit from the growth over time in the
equity of an issuer. Examples of other equity securities and equity equivalents
are preferred stock, convertible preferred stock and convertible debt
securities. Equity equivalents may also include securities whose value or return
is derived from the value or return of a different security. An example of one
type of derivative security in which the funds might invest is a depositary
receipt.

Notwithstanding the funds' respective investment objectives of capital
growth, under exceptional market or economic conditions, each fund may
temporarily invest all or a substantial portion of its assets in cash or
investment-grade short-term securities (denominated in U.S. dollars or foreign
currencies).

To the extent a fund assumes a defensive position, it will not be pursuing
its investment objective of capital growth.

In addition to other factors that will affect their value, the value of a
fund's investments in fixed income securities will change as prevailing interest
rates change. In general, the prices of such securities vary inversely with
interest rates. As prevailing interest rates fall, the prices of bonds and other
securities that trade on a yield basis rise. When prevailing interest rates
rise, bond prices generally fall. These changes in value may, depending upon the
particular amount and type of fixed income securities holdings of a fund, impact
the net asset value of that fund's shares. See "How Share Price Is Determined,"
page 25.

In order to achieve maximum investment flexibility, the funds have not
established geographic limits on asset distribution, on either a
country-by-country or region-by-region basis. The manager expects to invest both
in issuers in developed markets (such as Germany, the United Kingdom and Japan)
and in issuers in emerging market countries.

The funds consider "emerging market countries" to include all countries that
are generally considered to be developing or emerging countries by the
International Bank for Reconstruction and Development (commonly referred to as
the World Bank) and the International Finance Corporation (IFC), as well as
countries that are classified by the United Nations as developing. Currently,
the countries not included in this category are the United States, Canada,
Japan, the United Kingdom, Germany, Austria, France, Italy, Ireland, Spain,
Belgium, the Netherlands, Switzerland, Sweden, Finland, Norway, Denmark,
Australia and New Zealand. In addition, as used in this Prospectus, "securities
of issuers in emerging market countries" means (i) securities of issuers the
principal securities trading market for which is an emerging market country,
(ii) securities, regardless of where traded, of issuers that derive 50% or more
of their total revenue from either goods or services produced in emerging market
countries or sales made in emerging market countries, or (iii) securities of
issuers having their principal place of business or principal office in emerging
market countries.

The principal criteria for inclusion of a security in a fund's portfolio is
its ability to meet the fundamental and technical standards of selection and, in
the opinion of the manager, to achieve better-than-average appreciation. If, in
the opinion of the manager, a particular security satisfies these principal
criteria, the security may be included in the fund's portfolio, regardless of
the location of the issuer or the percentage of the fund's investments in the
issuer's country (subject to the investment policies of the particular fund) or
region.

At the same time, however, the manager recognizes that both the selection of
a fund's individual securities and the allocation of the portfolio's assets
across different countries and regions are important factors in managing an
international portfolio. For this reason, the manager will also consider a
number of other factors in making investment selections including: the prospects
for relative economic growth among countries or regions, economic and political
conditions, expected inflation rates, currency exchange fluctuations and tax
considerations.

10 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Investing in securities of foreign issuers generally involves greater risks
than investing in the securities of domestic companies. As with any investment
in securities, the value of an investment in the funds can decrease as well as
increase, depending upon a variety of factors which may affect the values and
income generated by the funds' portfolio securities. Potential investors should
carefully consider the following factors:

Currency Risk. The value of the foreign investments held by the funds may be
significantly affected by changes in currency exchange rates. The dollar value
of a foreign security generally decreases when the value of the dollar rises
against the foreign currency in which the security is denominated and tends to
increase when the value of the dollar falls against such currency. In addition,
the value of fund assets may be affected by losses and other expenses incurred
in converting between various currencies in order to purchase and sell foreign
securities and by currency restrictions, exchange control regulation, currency
devaluations and political developments.

Political and Economic Risk. The economies of many of the countries in which
the funds invest are not as developed as the economy of the United States and
may be subject to significantly different forces. Political or social
instability, expropriation, nationalization, or confiscatory taxation, and
limitations on the removal of funds or other assets, could also adversely affect
the value of investments. Further, the funds may encounter difficulties or be
unable to enforce ownership rights, pursue legal remedies or obtain judgments in
foreign courts.

Regulatory Risk. Foreign companies are generally not subject to the
regulatory controls imposed on U.S. issuers and, in general, there is less
publicly available information about foreign securities than is available about
domestic securities. Many foreign companies are not subject to uniform
accounting, auditing and financial reporting standards, practices and
requirements comparable to those applicable to domestic companies. Income from
foreign securities owned by the funds may be reduced by a withholding tax at the
source which would reduce dividend income payable to shareholders. See "Taxes,"
page 27.

Market and Trading Risk. Brokerage commission rates in foreign countries,
which are generally fixed rather than subject to negotiation as in the United
States, are likely to be higher. The securities markets in many of the countries
in which the funds invest will have substantially less trading volume than the
principal U.S. markets. As a result, the securities of some companies in these
countries may be less liquid and more volatile than comparable U.S. securities.
Furthermore, one securities broker may represent all or a significant part of
the trading volume in a particular country, resulting in higher trading costs
and decreased liquidity due to a lack of alternative trading partners. There is
generally less government regulation and supervision of foreign stock exchanges,
brokers and issuers which may make it difficult to enforce contractual
obligations.

Clearance and Settlement Risk. Foreign securities markets also have
different clearance and settlement procedures, and in certain markets there have
been times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions.
Delays in clearance and settlement could result in temporary periods when assets
of the funds are uninvested and no return is earned thereon. The inability of
the funds to make intended security purchases due to clearance and settlement
problems could cause the funds to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to clearance and settlement
problems could result either in losses to the funds due to subsequent declines
in value of the portfolio security or, if the fund has entered into a contract
to sell the security, liability to the purchaser.

Ownership Risk. Evidence of securities ownership may be uncertain in many
foreign countries. In many of these countries, the most notable of which is the
Russian Federation, the ultimate evidence of securities ownership is the share
register held by the issuing company or its registrar. While some companies may
issue share certificates or provide extracts of the company's share register,
these are not negotiable instruments and are not effective evidence of
securities ownership. In an ownership dispute, the company's share register is
controlling. As a result, there is a risk that a fund's trade details could be
incorrectly or fraudulently entered on the issuer's share register at the time
of the transaction, or that a fund's

PROSPECTUS INFORMATION REGARDING THE FUNDS 11

ownership position could thereafter be altered or deleted entirely resulting in
a loss to the fund. While the funds intend to invest directly in Russian
companies which utilize an independent registrar, there can be no assurance that
such investments will not result in a loss to the funds.

As a result, these funds are intended for aggressive investors seeking
significant gains through investments in foreign securities. Those investors
must be willing and able to accept the significantly greater risks associated
with the investment strategy that the funds will pursue. An investment in the
funds should not be considered a complete investment program and is not
appropriate for individuals with limited investment resources or who are unable
to tolerate fluctuations in the value of their investment.

INVESTING IN SMALLER COMPANIES

International Discovery will invest primarily in securities of companies
having, at the time of investment, a market capitalization of less than U.S. $1
billion or a public float of less than U.S. $500 million. These smaller
companies may present greater opportunities for capital appreciation, but may
also involve greater risks than large, mature issuers. Such companies may have
limited product lines, markets or financial resources, and their securities may
trade less frequently and in more limited volume than the securities of larger
companies. In addition, available information regarding these smaller companies
may be less available and, when available, may be incomplete or inaccurate. The
securities of such companies may also be more likely to be delisted from trading
on their primary domestic exchange. As a result, the securities of smaller
companies may experience significantly more price volatility and less liquidity
than securities of larger companies, and this volatility and limited liquidity
may be reflected in the net asset value of the fund.

INVESTING IN EMERGING MARKET COUNTRIES

Each of the funds included in this Prospectus may invest in securities of
issuers in emerging market countries. Investing in emerging market countries
involves exposure to significantly higher risk than investing in countries with
developed markets. Emerging market countries may have economic structures that
are generally less diverse and mature and political systems that can be expected
to be less stable than those of developed countries.

Securities prices in emerging market countries can be significantly more
volatile than in developed countries, reflecting the greater uncertainties of
investing in lesser developed markets and economies. In particular, emerging
market countries may have relatively unstable governments, and may present the
risk of nationalization of businesses, expropriation, confiscatory taxation or,
in certain instances, reversion to closed market, centrally planned economies.
Such countries may also have restrictions on foreign ownership or prohibitions
on the repatriation of assets, and may have less protection of property rights
than developed countries.

The economies of emerging market countries may be predominantly based on
only a few industries or dependent on revenues from particular commodities or on
international aid or development assistance, may be highly vulnerable to changes
in local or global trade conditions, and may suffer from extreme and volatile
debt burdens or inflation rates. In addition, securities markets in emerging
market countries may trade a small number of securities and may be unable to
respond effectively to increases in trading volume, potentially resulting in a
lack of liquidity and greater volatility in the price of securities traded on
those markets.

The funds may not always purchase securities on the principal market.
Depositary receipts, depositary shares, or other equity equivalents (DRs) may be
purchased if considered to be more attractive than the underlying securities.
DRs are typically issued by a bank or trust company evidencing ownership of an
underlying foreign security. In emerging markets countries, the funds may invest
in DRs which are structured by a bank or trust company without the sponsorship
of the underlying foreign issuer. In addition to the risks of foreign investment
applicable to the underlying securities, such unsponsored DRs may also be
subject to the risks that the foreign issuer may not be obliged to cooperate
with the bank, may not provide financial or other information to the bank, or
may dispute or refuse to recognize the ownership of the underlying securities
which may result in a loss of the fund's investment.

12 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

INVESTING IN LOWER-QUALITY DEBT INSTRUMENTS

There are no credit, maturity or investment amount restrictions on the
bonds, corporate debt securities, and government obligations in which
International Discovery and Emerging Markets may invest. Debt securities,
especially those in emerging market countries, may be of poor quality, unrated
and speculative in nature. Debt securities rated lower than Baa by Moody's or
BBB by S&P or their equivalent, sometimes referred to as junk bonds, are
considered by many to be predominately speculative. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Changes
in economic conditions or other circumstances are more likely to lead to a
weakened capacity to make principal and interest payments on such securities
than is the case with higher-quality debt securities. Regardless of rating
levels, all debt securities considered for purchase by the fund are analyzed by
the manager to determine, to the extent reasonably possible, that the planned
investment is sound given the investment objective of the fund.

OTHER INVESTMENT PRACTICES, THEIR
CHARACTERISTICS AND RISKS

For additional information, see "Additional Investment Restrictions" in the
Statement of Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

Some of the foreign securities held by the funds may be denominated in
foreign currencies. Other securities, such as depositary receipts, may be
denominated in U.S. dollars, but have a value that is dependent on the
performance of a foreign security, as valued in the currency of its home
country. As a result, the value of a fund's portfolio may be affected by changes
in the exchange rates between foreign currencies and the U.S. dollar, as well as
by changes in the market values of the securities themselves. The performance of
foreign currencies relative to the U.S. dollar may be a factor in the overall
performance of a fund.

To protect against adverse movements in exchange rates between currencies,
the funds may, for hedging purposes only, enter into forward currency exchange
contracts. A forward currency exchange contract obligates the fund to purchase
or sell a specific currency at a future date at a specific price.

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

By entering into a forward currency exchange contract with respect to the
specific purchase or sale of a security denominated in a foreign currency, a
fund can "lock in" an exchange rate between the trade and settlement dates for
that purchase or sale. This practice is sometimes referred to as "transaction
hedging." Each fund may enter into transaction hedging contracts with respect to
all or a substantial portion of its foreign securities trades.

When the manager believes that a particular currency may decline in value
compared to the U.S. dollar, a fund may enter into forward currency exchange
contracts to sell the value of some or all of the fund's portfolio securities
either denominated in, or whose value is tied to, that currency. This practice
is sometimes referred to as "portfolio hedging." A fund may not enter into a
portfolio hedging transaction where it would be obligated to deliver an amount
of foreign currency in excess of the aggregate value of its portfolio securities
or other assets denominated in, or whose value is tied to, that currency.

Each fund will make use of portfolio hedging to the extent deemed
appropriate by the manager. However, it is anticipated that a fund will enter
into portfolio hedges much less frequently than transaction hedges.

If a fund enters into a forward currency exchange contract, the fund, when
required, will instruct its custodian bank to segregate cash or liquid
high-grade securities in a separate account in an amount sufficient to cover its
obligation under the contract. Those assets will be valued at market daily, and
if the value of the segregated securities declines, additional cash or
securities will be added so that the value of the account is not less than the
amount of the fund's commitment. At any given time, no more than 10% of a fund's
assets will be committed to a segregated account in connection with portfolio
hedging transactions.

PROSPECTUS INFORMATION REGARDING THE FUNDS 13

limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

INDIRECT FOREIGN INVESTMENT

Subject to certain restrictions contained in the Investment Company Act,
each fund may invest up to 10% of its assets in certain foreign countries
indirectly through investment funds and registered investment companies
authorized to invest in those countries. If the funds invest in investment
companies, the funds will bear their proportionate shares of the costs incurred
by such companies, including investment advisory fees, if any.

SOVEREIGN DEBT OBLIGATIONS

The funds may purchase sovereign debt instruments issued or guaranteed by
foreign governments or their agencies, including debt of emerging market
countries. Sovereign debt may be in the form of conventional securities or other
types of debt instruments such as loans or loan participations. Sovereign debt
of emerging market countries may involve a high degree of risk and may present a
risk of default or renegotiation or rescheduling of debt payments.

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial
information of this Prospectus.

Investment decisions to purchase and sell securities are based on the
anticipated contribution of the security in question to a fund's objectives. The
manager believes that the rate of portfolio turnover is irrelevant when it
determines a change is in order to achieve those objectives and, accordingly,
the annual portfolio turnover rate cannot be anticipated.

The portfolio turnover of a fund may be higher than other mutual funds with
similar investment objectives. Higher turnover would generate correspondingly
greater brokerage commissions that the funds pay directly. Higher portfolio
turnover may also increase the likelihood of realized capital gains, if any,
distributed by the fund. See" Taxes," page 27.

REPURCHASE AGREEMENTS

Each fund may invest in repurchase agreements when such transactions present
an attractive short-term return on cash that is not otherwise committed to the
purchase of securities pursuant to the investment policies of that fund.

A repurchase agreement occurs when, at the time the fund purchases an
interest-bearing obligation, the seller (a bank or a broker-dealer registered
under the Securities Exchange Act of 1934) agrees to repurchase it on a
specified date in the future at an agreed-upon price. The repurchase price
reflects an agreed-upon interest rate during the time the fund's money is
invested in the security.

Since the security purchased constitutes security for the repurchase
obligation, a repurchase agreement can be considered a loan collateralized by
the security purchased. The fund's risk is the ability of the seller to pay the
agreed-upon repurchase price on the repurchase date. If the seller defaults, the
fund may incur costs in disposing of the collateral, which would reduce the
amount realized thereon. If the seller seeks relief under the bankruptcy laws,
the disposition of the collateral may be delayed or limited. To the extent the
value of the security decreases, the fund could experience a loss.

The funds will limit repurchase agreement transactions to securities issued
by the U.S. government, its agencies and instrumentalities, and will enter into
such transactions only with those banks and securities dealers who are deemed
creditworthy pursuant to criteria adopted by the funds' Board of Directors.

FUTURES AND OPTIONS

The funds may invest in financial futures contracts and options thereon. A
financial futures contract is an agreement to take or make delivery of a
financial asset or an amount of cash, as specified in the applicable contract,
at some time in the future. The value of the asset or cash to be delivered at
the end of the contract period is calculated based upon the difference in value
between the making of the contract and the end of the contract period of a
financial index, indicator or security underlying the futures contract.

14 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

securities increases or decreases during the contract period of an S&P 500
futures contract, the amount of cash to be paid to the contractholder at the end
of the period would correspondingly increase or decrease. As a result, the
manager is able to expose to the market cash that is held by the funds to meet
anticipated redemptions or for future investment opportunities. Because futures
contracts generally settle more quickly than their underlying securities, the
manager believes that the use of futures and options thereon allows the funds to
be fully invested while maintaining the needed liquidity.

The funds will not purchase leveraged futures. When a fund enters into a
futures contract, it must make a deposit of cash or high-quality debt
securities, known as "initial margin," as partial security for its performance
under the contract. As the value of the contract fluctuates, a party to the
contract may be required to make additional margin payments, known as "variation
margin," to cover a portion of such fluctuation. A fund will also deposit in a
segregated account with its custodian bank cash or high-quality debt securities
in an amount equal to the fund's payment obligation under the futures contract,
less any initial or variation margin. For options sold, a fund will segregate
cash or high-quality debt securities equal to the value of the securities
underlying the option unless the option is otherwise covered.

WHEN-ISSUED SECURITIES

Each fund may purchase new issues of securities on a when-issued basis
without limit when, in the opinion of the manager, such purchases will further
the investment objectives of the fund. The price of when-issued securities is
established at the time the commitment to purchase is made. In developed
markets, delivery of and payment for these securities typically occur 15 to 45
days after the commitment to purchase. In emerging markets, delivery and payment
may take significantly longer.

Market rates of interest on debt securities at the time of delivery may be
higher or lower than those contracted for on the when-issued security.
Accordingly, the value of such security may decline prior to delivery, which
could result in a loss to the fund. A separate account for each fund consisting
of cash or high-quality liquid debt securities in an amount at least equal to
the when-issued commitments will be established and maintained with the
custodian. No income will accrue to the fund prior to delivery.

SHORT SALES

A fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire securities equivalent in kind and amount to the
securities being sold short. Such transactions allow the fund to hedge against
price fluctuations by locking in a sale price for securities it does not wish to
sell immediately.

A fund may make a short sale when it wants to sell the security it owns at a
current attractive price, but also wishes to defer recognition of gain or loss
for federal income tax purposes and for purposes of satisfying certain tests
applicable to regulated investment companies under the Internal Revenue Code and
Regulations.

RULE 144A SECURITIES

The funds may, from time to time, purchase Rule 144A securities when they
present attractive investment opportunities that otherwise meet the funds'
criteria for selection. Rule 144A securities are securities that are privately
placed with and traded among qualified institutional investors rather than the
general public. Although Rule 144A securities are considered "restricted
securities," they are not necessarily illiquid.

With respect to securities eligible for resale under Rule 144A, the staff of
the SEC has taken the position that the liquidity of such securities in the
portfolio of a fund offering redeemable securities is a question of fact for the
Board of Directors to determine, such determination to be based upon a
consideration of the readily available trading markets and the review of any
contractual restrictions. The staff also acknowledges that, while the Board
retains ultimate responsibility, it may delegate this function to the manager.
Accordingly, the Board has established guidelines and procedures for determining
the liquidity of Rule 144A securities and has delegated the day-to-day function
of determining the liquidity of Rule 144A securities to the manager. The Board
retains the responsibility to monitor the implementation of the guidelines and
procedures it has adopted.

PROSPECTUS INFORMATION REGARDING THE FUNDS 15

Since the secondary market for such securities is limited to certain
qualified institutional investors, the liquidity of such securities may be
limited accordingly and a fund may, from time to time, hold a Rule 144A security
that is illiquid. In such an event, the fund's manager will consider appropriate
remedies to minimize the effect on such fund's liquidity. No fund may invest
more than 15% of its assets in illiquid securities (securities that may not be
sold within seven days at approximately the price used in determining the net
asset value of fund shares).

INVESTMENTS IN COMPANIES WITH LIMITED OPERATING HISTORIES

The funds may invest in the securities of issuers with limited operating
histories. The manager considers an issuer to have a limited operating history
if that issuer has a record of less than three years of continuous operation.

Investments in securities of issuers with limited operating histories may
involve greater risks than investments in securities of more mature issuers. By
their nature, such issuers present limited operating history and financial
information upon which the manager may base its investment decision on behalf of
the funds. In addition, financial and other information regarding such issuers,
when available, may be incomplete or inaccurate.

International Growth will not invest more than 5% of its total assets in the
securities of issuers with less than a three-year operating history.
International Discovery and Emerging Markets will not invest more than 10% of
their total assets in the securities of issuers with less than a three-year
operating history. The manager will consider periods of capital formation,
incubation, consolidation, and research and development in determining whether a
particular issuer has a record of three years of continuous operation.

PERFORMANCE ADVERTISING

From time to time, the funds may advertise performance data. Fund
performance may be shown by presenting one or more performance measurements,
including cumulative total return or average annual total return. Performance
data may be quoted separately for the Investor Class and for the other classes.

Cumulative total return data is computed by considering all elements of
return, including reinvestment of dividends and capital gains distributions,
over a stated period of time. Average annual total return is determined by
computing the annual compound return over a stated period of time that would
have produced the fund's cumulative total return over the same period if the
fund's performance had remained constant throughout.

The funds may also include in advertisements data comparing performance with
the performance of non-related investment media, published editorial comments
and performance rankings compiled by independent organizations (such as Lipper
Analytical Services, Inc.) and publications that monitor the performance of
mutual funds. Performance information may be quoted numerically or may be
presented in a table, graph or other illustration. In addition, fund performance
may be compared to well-known indices of market performance including the
Standard & Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite
Index and the Morgan Stanley Capital International Europe, Australia, Far East
Index (EAFE Index). Fund performance may also be compared, on a relative basis,
to other funds in our fund family. This relative comparison, which may be based
upon historical fund performance or historical or expected volatility or other
fund characteristics, may be presented numerically, graphically or in text. Fund
performance may also be combined or blended with other funds in our fund family,
and that combined or blended performance may be compared to the same indices to
which individual funds may be compared.

All performance information advertised by the funds is historical in nature
and is not intended to represent or guarantee future results. The value of fund
shares when redeemed may be more or less than their original cost.

16 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

The funds offered by this Prospectus are a part of the American Century
Investments family of mutual funds. Our family provides a full range of
investment opportunities, from the aggressive equity growth funds in our
Twentieth Century Group, to the fixed income funds in our Benham Group, to the
moderate risk and specialty funds in our American Century Group. Please call
1-800-345-2021 for a brochure or prospectuses for the other funds in the
American Century Investments family.

To reduce expenses and demonstrate respect for our environment, we have
initiated a project through which we will eliminate duplicate copies of most
financial reports and prospectuses to most households and deliver account
statements to most households in a single envelope, even if they have more than
one account. If you would like additional copies of financial reports and
prospectuses or separate mailing of account statements, please call us.

INVESTING IN AMERICAN CENTURY

The following sections explain how to invest in American Century funds,
including purchases, redemptions, exchanges and special services. You will find
more detail about doing business with us by referring to the Investor Services
Guide that you will receive when you open an account.

If you own or are considering purchasing fund shares through an
employer-sponsored retirement plan or through a bank, broker-dealer or other
financial intermediary, the following sections, as well as the information
contained in our Investor Services Guide, may not apply to you. Please read
"Employer-Sponsored Retirement Plans and Institutional Accounts," page 24.

HOW TO OPEN AN ACCOUNT

To open an account, you must complete and sign an application, furnishing
your taxpayer identification number. (You must also certify whether you are
subject to withholding for failing to report income to the IRS.) Investments
received without a certified taxpayer identification number will be returned.

The minimum investment in International Growth is $2,500 [$1,000 for IRA and
Uniform Gifts/Transfers to Minors Acts (UGMA/UTMA) accounts]. These minimums
will be waived if you establish an automatic investment plan to your account
that is the equivalent of at least $50 per month. See "Automatic Investment
Plan," page 18.

The minimum investment in International Discovery and Emerging Markets is
$10,000. To keep an International Discovery or Emerging Markets account open, a
minimum share value of $10,000 must be maintained. If the share value of your
account falls below $10,000, the shares in your account will be subject to
automatic redemption. See "Redemption of Shares in Low-Balance Accounts," on
page 21.

The minimum investment requirements may be different for some types of
retirement accounts. Call one of our Investor Services Representatives for
information on our retirement plans, which are available for individual
investors or for those investing through their employers.

Please note: If you register your account as belonging to multiple owners
(e.g., as joint tenants), you must provide us with specific authorization on
your application in order for us to accept written or telephone instructions
from a single owner. Otherwise, all owners will have to agree to any
transactions that involve the account (whether the transaction request is in
writing or over the telephone).

You may invest in the following ways:

BY MAIL

Send a completed application and check or money order payable in U.S.
dollars to American Century Investments.

BY WIRE

You may make your initial investment by wiring funds. To do so, call us or
mail a completed application and provide your bank with the following
information:

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 17

(*) RECEIVING BANK AND ROUTING NUMBER:
Commerce Bank, N.A. (101000019)

(*) BENEFICIARY (BNF):
American Century Services Corporation
4500 Main St., Kansas City, Missouri 64111

(*) BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
2804918

(*) REFERENCE FOR BENEFICIARY (RFB):
American Century account number into which you are investing. If more than
one, leave blank and see Bank to Bank Information below.

(*) ORIGINATOR TO BENEFICIARY (OBI):
Name and address of owner of account into which you are investing.

(*) BANK TO BANK INFORMATION (BBI OR FREE FORM TEXT):

* Taxpayer identification or Social Security number.

* If more than one account, account numbers and amount to be invested in
each account.

* Current tax year, previous tax year or rollover designation if an IRA.
Specify whether traditional IRA, Roth IRA, Education IRA, SEP-IRA,
SARSEP-IRA, SIMPLE Employer or SIMPLE Employee.

BY EXCHANGE

Call 1-800-345-2021 from 7 a.m. to 7 p.m. Central time to get information on
opening an account by exchanging from another American Century account. See page
19 for more information on exchanges.

IN PERSON

If you prefer to work with a representative in person, please visit one of
our Investor Centers, located at:

4500 Main Street
Kansas City, Missouri 64111

4917 Town Center Drive
Leawood, Kansas 66211

1665 Charleston Road
Mountain View, California 94043

2000 S. Colorado Blvd.
Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

Subsequent investments may be made by an automatic bank, payroll or
government direct deposit (see "Automatic Investment Plan," this page) or by any
of the methods below. The minimum investment requirement for subsequent
investments is $250 for checks submitted without the investment slip portion of
a previous statement or confirmation and $50 for all other types of subsequent
investments.

BY MAIL

When making subsequent investments, enclose your check with the investment
slip portion of a previous statement or confirmation. If the investment slip is
not available, indicate your name, address and account number on your check or a
separate piece of paper. (Please be aware that the investment minimum for
subsequent investments is higher without an investment slip.)

BY TELEPHONE

Once your account is open, you may make investments by telephone if you have
authorized us (by choosing "Full Services" on your application) to draw on your
bank account. You may call an Investor Services Representative or use our
Automated Information Line.

BY ONLINE ACCESS

Once your account is open, you may make investments online if you have
authorized us (by choosing "Full Services" on your application) to draw on your
bank account.

BY WIRE

You may make subsequent investments by wire. Follow the wire transfer
instructions on page 17 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investor
Centers. The locations of our Investor Centers are listed on this page.

AUTOMATIC INVESTMENT PLAN

18 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

direct deposit. If you are establishing a new account, check the appropriate box
under "Automatic Investments" on your application to receive more information.
If you would like to add a direct deposit to an existing account, please call an
Investor Services Representative.

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

As long as you meet any minimum investment requirements, you may exchange
your fund shares to our other funds up to six times per year per account. An
exchange request will be processed as of the same day it is received, if it is
received before the funds' net asset values are calculated, which is one hour
prior to the close of the New York Stock Exchange for funds issued by American
Century Target Maturities Trust and at the close of the Exchange for all of our
other funds. See "When Share Price is Determined," page 25.

For any single exchange, the shares of each fund being acquired must have a
value of at least $100. However, we will allow investors to set up an Automatic
Exchange Plan between any two funds in the amount of at least $50 per month. See
our Investor Services Guide for further information about exchanges.

If, in any 90-day period, the total of your exchanges and your redemptions
from any one account exceeds the lesser of $250,000 or 1% of the fund's assets,
further exchanges will be subject to special requirements to comply with our
policy on large redemptions. See "Special Requirements for Large Redemptions,"
page 20.

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY
SHORTLY AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES WITHIN 180 DAYS OF THEIR
PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES
EXCHANGED. This fee will be retained by the fund to help minimize the impact
such exchanges have on fund performance and, hence, on the other shareholders of
the fund. For the purposes of determining the applicability of this fee, shares
first purchased will be deemed to be the shares first exchanged. The fund
reserves its right to modify its policy regarding this redemption fee or to
waive such policy in whole or in part for certain classes of investors.

BY MAIL

You may direct us in writing to exchange your shares from one American
Century account to another. For additional information, please see our Investor
Services Guide.

BY TELEPHONE

You can make exchanges over the telephone (either with an Investor Services
Representative or using our Automated Information Line--see page 22) if you have
authorized us to accept telephone instructions. You can authorize this by
selecting "Full Services" on your application or by calling us at 1-800-345-2021
to get the appropriate form.

BY ONLINE ACCESS

You can make exchanges online if you have authorized us to accept
instructions over the Internet. You can authorize this by selecting "Full
Services" on your application or by calling us at 1-800-345-2021 to get the
appropriate form.

HOW TO REDEEM SHARES

We will redeem or "buy back" your shares at any time. Redemptions will be
made at the next net asset value determined after a complete redemption request
is received. For large redemptions, please read "Special Requirements for Large
Redemptions," page 20.

Please note that a request to redeem shares in an IRA or 403(b) plan must be
accompanied by an executed IRS Form W4-P and a reason for withdrawal as
specified by the IRS.

IN ORDER TO DISCOURAGE THE REDEMPTION OF SHARES OF INTERNATIONAL DISCOVERY
SHORTLY AFTER THEIR PURCHASE, REDEMPTION OF THOSE SHARES WITHIN 180 DAYS OF
THEIR PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE
SHARES REDEEMED. This fee will be retained by the fund to help minimize the
impact such redemptions have on fund performance and, hence, on the other
shareholders of the fund. For the purposes of determining the applicability of
this fee, shares first purchased will be deemed to be the shares first redeemed.
The fund reserves its right to modify its policy regarding this redemption fee
or to waive such policy in whole or in part for certain classes of investors.

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 19

BY MAIL

Your written instructions to redeem shares may be made either by a
redemption form, which we will send you upon request, or by a letter to us.
Certain redemptions may require a signature guarantee. Please see "Signature
Guarantee," page 21.

BY TELEPHONE

If you have authorized us to accept telephone instructions, you may redeem
your shares by calling an Investor Services Representative.

BY CHECK-A-MONTH

If you have at least a $10,000 balance in your account, you may redeem
shares by Check-A-Month. A Check-A-Month plan automatically redeems enough
shares each month to provide you with a check in an amount you choose (minimum
$50). To set up a Check-A-Month plan, please call and request our Check-A-Month
brochure.

OTHER AUTOMATIC REDEMPTIONS

If you have at least a $10,000 balance in your account, you may elect to
make redemptions automatically by authorizing us to send funds to you or to your
account at a bank or other financial institution. To set up automatic
redemptions, call an Investor Services Representative.

REDEMPTION PROCEEDS

Please note that shortly after a purchase of shares is made by check or
electronic draft (also known as an ACH draft) from your bank, we may wait up to
15 days or longer to send redemption proceeds (to allow your purchase funds to
clear). No interest is paid on the redemption proceeds after the redemption is
processed but before your redemption proceeds are sent.

Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

Ordinarily, all redemption checks will be made payable to the registered
owner of the shares and will be mailed only to the address of record. For more
information, please refer to our Investor Services Guide.

BY WIRE AND ACH

You may authorize us to transmit redemption proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

Your bank will usually receive wired funds within 48 hours of transmission.
Funds transferred by ACH may be received up to seven days after transmission.
Wired funds are subject to a $10 fee to cover bank wire charges, which is
deducted from redemption proceeds. Once the funds are transmitted, the time of
receipt and the funds' availability are not under our control.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company
Act, which obligates each fund to make certain redemptions in cash. This
requirement to pay redemptions in cash applies to situations where one
shareholder redeems, during any 90-day period, up to the lesser of $250,000 or
1% of the assets of the fund. Although redemptions in excess of this limitation
will also normally be paid in cash, we reserve the right under unusual
circumstances to honor these redemptions by making payment in whole or in part
in readily marketable securities (a "redemption-in-kind").

If payment is made in securities, the securities, selected by the fund, will
be valued in the same manner as they are in computing the fund's net asset value
and will be provided without prior notice.

If your redemption would exceed this limit and you would like to avoid being
paid in securities, please provide us with an unconditional instruction to
redeem at least 15 days prior to the date on which the redemption transaction is
to occur. The instruction must specify the dollar amount or number of shares to
be redeemed and the date of the transaction. This minimizes the effect of the
redemption on the fund and its remaining shareholders.

20 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

market conditions that result in an abnormally high level of redemption requests
concentrated in a short period of time. Absent these or similar circumstances,
we expect redemptions in excess of $250,000 to be paid in cash in any fund with
assets of more than $50 million if total redemptions from any one account in any
90-day period do not exceed one-half of 1% of the total assets of the fund.

REDEMPTION OF SHARES IN LOW-BALANCE ACCOUNTS

International Growth. If at any time you have an International Growth
account that falls into either of the following categories:

(i) you invested the required minimum initial investment amount for the
fund, currently $2,500 ($1,000 for UGMA/UTMA accounts), but due to
exchanges or redemptions you have made, the account now has a value of
less than the minimum initial investment amount; or

(ii) you have not invested the minimum initial investment amount, and an
automatic investment program of $50 or more per month does not exist
for the account;

a notification will be sent advising you of the need to either make an
investment to bring the value of the shares held in the account up to $2,500
($1,000) or to establish an Automatic Investment Plan of $50 or more per month.
If the investment is not made or the automatic investment is not established
within 90 days from the date of notification, the shares held in the account
will be redeemed and the proceeds from the redemption will be sent by check to
your address of record.

The automatic redemption of shares of International Growth will not apply to
Individual Retirement Accounts, 403(b) accounts and other types of tax-deferred
retirement plan accounts.

International Discovery and Emerging Markets. If at any time you have an
International Discovery or Emerging Markets account that falls into either of
the following categories:

(i) you invested the required minimum initial investment amount of $10,000,
but due to exchanges or redemptions you have made, the account now has
a value of less than $10,000; or

(ii) you have not invested $10,000;

a notification will be sent advising you of the need to make an investment to
bring the value of the shares held in the account up to $10,000. If the
investment is not made within 90 days from the date of notification, the shares
held in the account will be redeemed and the proceeds from the redemption will
be sent by check to your address of record.

The funds reserve the right to modify their policies regarding the automatic
redemption of shares, or to waive such policies in whole or in part for certain
classes of investors.

SIGNATURE GUARANTEE

To protect your accounts from fraud, some transactions will require a
signature guarantee. Which transactions will require a signature guarantee will
depend on which service options you elect when you open your account. For
example, if you choose "In Writing Only," a signature guarantee is required
when:

* redeeming more than $25,000; or

* establishing or increasing a Check-A-Month or automatic transfer on an
existing account.

You can obtain a signature guarantee from a bank or trust company, credit
union, broker-dealer, securities exchange or association, clearing agency or
savings association, as defined by federal law.

For a more in-depth explanation of our signature guarantee policy, or if you
live outside the United States and would like to know how to obtain a signature
guarantee, please consult our Investor Services Guide.

We reserve the right to require a signature guarantee on any transaction, or
to change this policy at any time.

SPECIAL SHAREHOLDER SERVICES

We offer several service options to make your account easier to manage.
These are listed on the account application. Please make note of these options
and elect the ones that are appropriate for you. Be aware that the "Full
Services" option offers you the most flexibility. You will find more information
about each of these service options in our Investor Services Guide.

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 21

Our special shareholder services include:

AUTOMATED INFORMATION LINE

We offer an Automated Information Line, 24 hours a day, seven days a week,
at 1-800-345-8765. By calling the Automated Information Line, you may listen to
fund prices, yields and total return figures. You may also use the Automated
Information Line to make investments into your accounts (if we have your bank
information on file) and obtain your share balance, value and most recent
transactions. If you have authorized us to accept telephone instructions, you
also may exchange shares from one fund to another via the Automated Information
Line. Redemption instructions cannot be given via the Automated Information
Line.

ONLINE ACCOUNT ACCESS

You may contact us 24 hours a day, seven days a week, at
www.americancentury.com to access daily share prices, receive updates on major
market indices and view historical performance of the fund. If you select "Full
Services" on your application, you can use your personal access code and Social
Security number to view your account balance and account activity, make
subsequent investments from your bank account or exchange shares from one fund
to another.

OPEN ORDER SERVICE

Through our open order service, you may designate a price at which to buy
shares of a variable-priced fund by exchange from one of our money market funds,
or a price at which to sell shares of a variable-priced fund by exchange to one
of our money market funds. The designated purchase price must be equal to or
lower, or the designated sale price equal to or higher, than the variable-priced
fund's net asset value at the time the order is placed. If the designated price
is met within 90 calendar days, we will execute your exchange order
automatically at that price (or better). Open orders not executed within 90 days
will be canceled.

If the fund you have selected deducts a distribution from its share price,
your order price will be adjusted accordingly so the distribution does not
inadvertently trigger an open order transaction on your behalf. If you close or
re-register the account from which the shares are to be redeemed, your open
order will be canceled.

Because of their time-sensitive nature, open order transactions are accepted
only by telephone or in person. These transactions are subject to exchange
limitations described in each fund's prospectus, except that orders and
cancellations received before 2 p.m. Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

Each fund is available for your tax-deferred retirement plan. Call or write
us and request the appropriate forms for:

* Individual Retirement Accounts (IRAs);

* 403(b)plans for employees of public school systems and non-profit
organizations; or

* Profit sharing plans and pension plans for corporations and other
employers.

If your IRA and 403(b) accounts do not total $10,000, each account is
subject to an annual $10 fee, up to a total of $30 per year.

You can also transfer your tax-deferred plan to us from another company or
custodian. Call or write us for a Request to Transfer form.

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

Every account is subject to policies that could affect your investment.
Please refer to the Investor Services Guide for further information about the
policies discussed below, as well as further detail about the services we offer

(1) We reserve the right for any reason to suspend the offering of shares
for a period of time, or to reject any specific purchase order
(including purchases by exchange). Additionally, purchases may be
refused if, in the opinion of the manager, they are of a size that
would disrupt the management of the fund.

22 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

privileges. Any changes may affect all shareholders or only certain
series or classes of shareholders.

(3) Shares being acquired must be qualified for sale in your state of
residence.

(4) Transactions requesting a specific price and date, other than open
orders, will be refused. Once you have mailed or otherwise transmitted
your transaction instructions to us, they may not be modified or
canceled.

(5) If a transaction request is made by a corporation, partnership, trust,
fiduciary, agent or unincorporated association, we will require
evidence satisfactory to us of the authority of the individual making
the request.

(6) We have established procedures designed to assure the authenticity of
instructions received by telephone. These procedures include requesting
personal identification from callers, recording telephone calls, and
providing written confirmations of telephone transactions. These
procedures are designed to protect shareholders from unauthorized or
fraudulent instructions. If we do not employ reasonable procedures to
confirm the genuineness of instructions, then we may be liable for
losses due to unauthorized or fraudulent instructions. The company, its
transfer agent and manager will not be responsible for any loss due to
instructions they reasonably believe are genuine.

(7) All signatures should be exactly as the name appears in the
registration. If the owner's name appears in the registration as Mary
Elizabeth Jones, she should sign that way and not as Mary E. Jones.

(8) Unusual stock market conditions have in the past resulted in an
increase in the number of shareholder telephone calls. If you
experience difficulty in reaching us during such periods, you may send
your transaction instructions by mail, express mail or courier service,
or you may visit one of our Investor Centers. You may also use our
Automated Information Line if you have requested and received an access
code and are not attempting to redeem shares.

(9) If you fail to provide us with the correct certified taxpayer
identification number, we may reduce any redemption proceeds by $50 to
cover the penalty the IRS will impose on us for failure to report your
correct taxpayer identification number on information reports.

(10) We will perform special inquiries on shareholder accounts. A research
fee of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

At the end of each calendar quarter, we will send you a consolidated
statement that summarizes all of your American Century holdings, as well as an
individual statement for each fund you own that reflects all year-to-date
activity in your account. You may request a statement of your account activity
at any time.

With the exception of most automatic transactions, each time you invest,
redeem, transfer or exchange shares, we will send you a confirmation of the
transaction. See the Investor Services Guide for more detail.

Carefully review all the information relating to transactions on your
statements and confirmations to ensure that your instructions were acted on
properly. Please notify us immediately in writing if there is an error. If you
fail to provide notification of an error with reasonable promptness, i.e.,
within 30 days of non-automatic transactions or within 30 days of the date of
your consolidated quarterly statement, in the case of automatic transactions, we
will deem you to have ratified the transaction.

No later than January 31 of each year, we will send you reports that you may
use in completing your U.S. income tax return. See the Investor Services Guide
for more information.

Each year, we will send you an annual and a semiannual report relating to
your fund, each of which is incorporated herein by reference. The annual report
includes audited financial statements and a list of portfolio securities as of
the fiscal year end. The semiannual report includes unaudited financial
statements for the first six months of the fiscal year, as well as a list of
portfolio securities at the end of the period. You also will receive an updated
prospectus at least once

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 23

each year. Please read these materials carefully, as they will help you
understand your fund.

EMPLOYER-SPONSORED RETIREMENT
PLANS AND INSTITUTIONAL ACCOUNTS

Information contained in our Investor Services Guide pertains to
shareholders who invest directly with American Century rather than through an
employer-sponsored retirement plan or through a financial intermediary.

If you own or are considering purchasing fund shares through an
employer-sponsored retirement plan, your ability to purchase shares of the
funds, exchange them for shares of other American Century funds, and redeem them
will depend on the terms of your plan.

If you own or are considering purchasing fund shares through a bank,
broker-dealer, insurance company or other financial intermediary, your ability
to purchase, exchange and redeem shares will depend on your agreement with, and
the policies of, such financial intermediary.

You may reach one of our Institutional Service Representatives by calling
1-800-345-3533 to request information about our funds and services, to obtain a
current prospectus or to get answers to any questions about our funds that you
are unable to obtain through your plan administrator or financial intermediary.

24 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

The price of your shares is also referred to as their net asset value. Net
asset value is determined by calculating the total value of a fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except funds issued by American
Century Target Maturities Trust, net asset value is determined as of the close
of regular trading on each day that the New York Stock Exchange is open, usually
3 p.m. Central time. The net asset values for Target Maturities funds are
determined one hour prior to the close of the Exchange.

Investments and requests to redeem or exchange shares will receive the share
price next determined after receipt by us of the investment, redemption or
exchange request. For example, investments and requests to redeem or exchange
shares received by us or one of our agents or designees before the time as of
which the net asset value of the fund is determined, are effective on, and will
receive the price determined, that day. Investment, redemption and exchange
requests received thereafter are effective on, and receive the price determined
as of, the close of the Exchange on the next day the Exchange is open.

Investments are considered received only when payment is received by us.
Wired funds are considered received on the day they are deposited in our bank
account if they are deposited before the time as of which the net asset value of
the fund is determined.

Investments by telephone pursuant to your prior authorization to us to draw
on your bank account are considered received at the time of your telephone call.

Investment and transaction instructions received by us on any business day
by mail prior to the time as of which the net asset value of the fund is
determined, will receive that day's price. Investments and instructions received
after that time will receive the price determined on the next business day.

If you invest in fund shares through an employer-sponsored retirement plan
or other financial intermediary, it is the responsibility of your plan
recordkeeper or financial intermediary to transmit your purchase, exchange and
redemption requests to the funds' transfer agent prior to the applicable cut-off
time for receiving orders and to make payment for any purchase transactions in
accordance with the funds' procedures or any contractual arrangements with the
funds or the funds' distributor in order for you to receive that day's price.

We have contractual relationships with certain financial intermediaries in
which such intermediaries represent that they have systems to track the time at
which investment orders are received and to segregate orders received at
different times. Based on these representations, the funds have authorized such
intermediaries and their designees to accept purchase and redemption orders on
the funds' behalf up to the applicable cut-off time. The funds will be deemed to
have received such orders upon acceptance by the duly authorized intermediary,
and such orders will be priced at the funds' net asset value next determined
after acceptance on the funds' behalf by such intermediary.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized as
follows:

The portfolio securities of each fund, except as otherwise noted, listed or
traded on a domestic securities exchange are valued at the last sale price on
that exchange. Portfolio securities primarily traded on foreign securities
exchanges are generally valued at the preceding closing values of such
securities on the exchange where primarily traded. If no sale is reported, or if
local convention or regulation so provides, the mean of the latest bid and asked
prices is used. Depending on local convention or regulation, securities traded
over-the-counter are priced at the mean of the latest bid and asked prices, or
at the last sale price. When market quotations are not readily available,
securities and other assets are valued at fair value as determined in accordance
with procedures adopted by the Board of Directors.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 25

Debt securities not traded on a principal securities exchange are valued
through valuations obtained from a commercial pricing service or at the most
recent mean of the bid and asked prices provided by investment dealers in
accordance with procedures established by the Board of Directors.

The value of an exchange-traded foreign security is determined in its
national currency as of the close of trading on the foreign exchange on which it
is traded or as of the close of business on the New York Stock Exchange, if that
is earlier. That value is then exchanged to dollars at the prevailing foreign
exchange rate. Trading in securities on European and Far Eastern securities
exchanges and over-the-counter markets is normally completed at various times
before the close of business on each day that the New York Stock Exchange is
open.

If an event were to occur after the value of a security was established but
before the net asset value per share was determined that was likely to
materially change the net asset value, then that security would be valued at
fair value as determined in accordance with procedures adopted by the Board of
Directors.

Trading of these securities in foreign markets may not take place on every
New York Stock Exchange business day. In addition, trading may take place in
various foreign markets on Saturdays or on other days when the New York Stock
Exchange is not open and on which a fund's net asset value is not calculated.
Therefore, such calculation does not take place contemporaneously with the
determination of the prices of many of the portfolio securities used in such
calculation and the value of a fund's portfolio may be affected on days when
shares of the fund may not be purchased or redeemed.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of International Growth and
International Discovery are published in leading newspapers daily. The net asset
value of the Investor Class of Emerging Markets will be published in newspapers
when the fund meets the minimum size requirements for listing. The net asset
value may be obtained by calling us or by accessing our Web site
(www.americancentury.com).

DISTRIBUTIONS

In general, distributions from net investment income and net realized
securities gains, if any, are declared and paid annually, usually in December,
but the funds may make distributions on a more frequent basis to comply with the
distribution requirements of the Internal Revenue Code, in all events in a
manner consistent with the provisions of the Investment Company Act.

THE OBJECTIVE OF EACH FUND IS CAPITAL APPRECIATION AND NOT THE PRODUCTION OF
DISTRIBUTIONS. YOU SHOULD MEASURE THE SUCCESS OF YOUR INVESTMENT BY THE VALUE OF
YOUR INVESTMENT AT ANY GIVEN TIME AND NOT BY THE DISTRIBUTIONS YOU RECEIVE.

Participants in employer-sponsored retirement or savings plans must reinvest
all distributions. For shareholders investing through taxable accounts,
distributions will be reinvested unless you elect to receive them in cash.
Distributions of less than $10 generally will be reinvested. Distributions made
shortly after a purchase by check or ACH may be held up to 15 days. You may
elect to have distributions on shares held in certain IRAs and 403(b) plans paid
in cash only if you are at least 591/2 years old or permanently and totally
disabled. Distribution checks normally are mailed within seven days after the
record date. Please consult our Investor Services Guide for further information
regarding your distribution options.

A distribution on shares of a fund does not increase the value of your
shares or your total return. At any given time the value of your shares includes
the undistributed net gains, if any, realized by the fund on the sale of
portfolio securities, and undistributed dividends and interest received, less
fund expenses.

Because such gains and dividends are included in the price of your shares,
when they are distributed the price of your shares is reduced by the amount of
the distribution. If you buy your shares through a taxable account just before
the distribution, you will pay the full price for your shares, and then receive
a portion of the purchase price back as a taxable distribution. See "Taxes,"
page 27.

26 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

TAXES

Each fund has elected to be taxed under Subchapter M of the Internal Revenue
Code, which means that to the extent its income is distributed to shareholders,
it pays no income tax.

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a
qualified employer-sponsored retirement or savings plan, income and capital
gains distributions paid by the fund will generally not be subject to current
taxation, but will accumulate in your account under the plan on a tax-deferred
basis.

Employer-sponsored retirement and savings plans are governed by complex tax
rules. If you elect to participate in your employer's plan, consult your plan
administrator, your plan's summary plan description, or a professional tax
advisor regarding the tax consequences of participation in the plan,
contributions to, and withdrawals or distributions from the plan.

TAXABLE ACCOUNTS

If fund shares are purchased through taxable accounts, distributions of net
investment income and net short-term capital gains are taxable to you as
ordinary income. The dividends from net income may qualify for the 70% dividends
received deduction for corporations to the extent that the fund held shares
receiving the dividend for more than 45 days. Distributions from gains on assets
held longer than 12 months but no more than 18 months (28% rate gain) and/or
assets held longer than 18 months (20% rate gain) are taxable as long-term gains
regardless of the length of time you have held the shares. However, you should
note that any loss realized upon the sale or redemption of shares held for six
months or less will be treated as a long-term capital loss to the extent of any
distribution of long-term capital gain (28% or 20% rate gain) to you with
respect to such shares.

Dividends and interest received by a fund on foreign securities may give
rise to withholding and other taxes imposed by foreign countries. Tax
conventions between certain countries and the United States may reduce or
eliminate such taxes. Foreign countries generally do not impose taxes on capital
gains in respect of investments by non-resident investors. The foreign taxes
paid by a fund will reduce its dividends.

If more than 50% of the value of a fund's total assets at the end of its
fiscal year consists of securities of foreign corporations, the fund may qualify
for and make an election with the Internal Revenue Service with respect to such
fiscal year so that fund shareholders may be able to claim a foreign tax credit
in lieu of a deduction for foreign income taxes paid by the fund. If such an
election is made, the foreign taxes paid by the fund will be treated as income
received by you. In order for the shareholder to utilize the foreign tax credit,
the mutual fund shares must have been held for 16 days or more during the 30-day
period, beginning 15 days prior to the ex-dividend date for the mutual fund
shares. The mutual fund must meet a similar holding period requirement with
respect to foreign securities to which a dividend is attributable. Any portion
of the foreign tax credit which is ineligible as a result of the fund not
meeting the holding period requirement will be separately disclosed and may be
eligible as an itemized deduction.

If a fund purchases the securities of certain foreign investment funds or
trusts called passive foreign investment companies (PFIC), capital gains on the
sale of such holdings will be deemed to be ordinary income regardless of how
long the fund holds its investment. The fund may also be subject to corporate
income tax and an interest charge on certain dividends and capital gains earned
from these investments, regardless of whether such income and gains are
distributed to shareholders. In the alternative, the fund may elect to recognize
cumulative gains on such investments as of the last day of its fiscal year and
distribute it to shareholders. Any distribution attributable to a PFIC is
characterized as ordinary income.

Distributions are taxable to you regardless of whether they are taken in
cash or reinvested, even if the value of your shares is below your cost. If you
purchase shares shortly before a distribution, you must pay income taxes on the
distribution, even though the value of your investment (plus cash received, if
any) will not have increased. In addition, the share price at the time you
purchase shares may include unrealized gains in the securities held in the
investment portfolio of the fund. If these portfolio securities are subsequently
sold and the gains are realized, they will, to the extent not offset by capital
losses, be paid to you as a distribution of capital gains and will be taxable to

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 27

you as short-term or long-term capital gains (28% and/or 20% rate gain).

In January of the year following the distribution, if you own shares in a
taxable account, you will receive a Form 1099-DIV notifying you of the status of
your distributions for federal income tax purposes.

Distributions may also be subject to state and local taxes, even if all or a
substantial part of such distributions are derived from interest on U.S.
government obligations which, if you received them directly, would be exempt
from state income tax. However, most but not all states allow this tax exemption
to pass through to fund shareholders when a fund pays distributions to its
shareholders. You should consult your tax advisor about the tax status of such
distributions in your own state.

If you have not complied with certain provisions of the Internal Revenue
Code and Regulations, we are required by federal law to withhold and remit to
the IRS 31% of reportable payments (which may include dividends, capital gains
distributions and redemptions). Those regulations require you to certify that
the Social Security number or tax identification number you provide is correct
and that you are not subject to 31% withholding for previous under-reporting to
the IRS. You will be asked to make the appropriate certification on your
application. Payments reported by us that omit your Social Security number or
tax identification number will subject us to a penalty of $50, which will be
charged against your account if you fail to provide the certification by the
time the report is filed. This charge is not refundable.

Redemption of shares of a fund (including redemptions made in an exchange
transaction) will be a taxable transaction for federal income tax purposes and
shareholders generally will recognize a gain or loss in an amount equal to the
difference between the basis of the shares and the amount received. Assuming
that shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and generally will be considered long-term subject to tax
at a maximum rate of 28% if shareholders have held such shares for a period of
more than 12 months but no more than 18 months and long-term subject to tax at a
maximum rate of 20% if shareholders have held such shares for a period of more
than 18 months. If a loss is realized on the redemption of fund shares, the
reinvestment in additional fund shares within 30 days before or after the
redemption may be subject to the "wash sale" rules of the Internal Revenue Code,
resulting in a postponement of the recognition of such loss for federal income
tax purposes.

In addition to the federal income tax consequences described above relating
to an investment in a fund, there may be other federal, state or local tax
considerations that depend upon the circumstances of each particular investor.
Prospective shareholders are therefore urged to consult their tax advisors with
respect to the effect of this investment on their own specific situtations.

MANAGEMENT

INVESTMENT MANAGEMENT

Under the laws of the State of Maryland, the Board of Directors is
responsible for managing the business and affairs of the funds. Acting pursuant
to an investment management agreement entered into with the funds, American
Century Investment Management, Inc. serves as the investment manager of the
funds. Its principal place of business is American Century Tower, 4500 Main
Street, Kansas City, Missouri 64111. The manager has been providing investment
advisory services to investment companies and institutional clients since it was
founded in 1958.

The manager supervises and manages the investment portfolio of a fund and
directs the purchase and sale of its investment securities. It utilizes a team
of portfolio managers, assistant portfolio managers and analysts acting together
to manage the assets of a fund. The team meets regularly to review portfolio
holdings and to discuss purchase and sale activity. The team adjusts holdings in
a fund's portfolio as they deem appropriate in pursuit of the fund's investment
objectives. Individual portfolio manager members of the team may also adjust
portfolio holdings of a funds as necessary between team meetings.

The portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the last five years are as
follows:

28 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

Manager member of the team since 1994. Prior to joining American Century, Mr.
Strabo was Vice President, International Equity Sales with Barclays de Zoete
Wedd from 1991 to 1993. He is a member of the teams that manage International
Growth and International Discovery.

MARK S. KOPINSKI, Vice President and Portfolio Manager, rejoined American
Century in April 1997. From June 1995 to March 1997, Mr. Kopinski served as Vice
President and Portfolio Manager for Federated Investors, Inc. Prior to June
1995, Mr. Kopinski was a Vice President and Portfolio Manager for American
Century. He is a member of the teams that manage International Growth,
International Discovery and the Emerging Markets Fund. He was a member of the
International Growth and International Discovery teams at their inception in
1991.

MICHAEL J. DONNELLY, Vice President and Portfolio Manager, joined American
Century in August 1997. From July 1993 to July 1997, Mr. Donnelly served as Vice
President and Portfolio Manager for Federated Investors, Inc. Prior to July
1993, Mr. Donnelly served as Assistant Vice President for Korea First Bank. He
is a member of the team that manages the Emerging Markets Fund.

The activities of the manager are subject only to directions of the funds'
Board of Directors. The manager pays all the expenses of the funds except
brokerage, taxes, interest, fees and expenses of the non-interested person
directors (including counsel fees) and extraordinary expenses.

For the services provided to the Investor Class of the funds, the manager
receives an annual fee calculated as a percentage of the average net assets of
each of the funds as follows:

Fund Percent of Average Net Assets
- --------------------------------------------------------------------------------
International Growth 1.50% of first $1 billion
1.20% of the next $1 billion
1.10% over $2 billion

International Discovery 1.75% of first $500 million
1.40% of the next $500 million
1.20% over $1 billion

Emerging Markets 2.00% of first $500 million
1.50% of the next $500 million
1.25% over $1 billion
- --------------------------------------------------------------------------------

On the first business day of each month, each fund pays a management fee to
the manager for the previous month at the specified rate. The fee for the
previous month is calculated by multiplying the applicable fee for each fund by
the aggregate average daily closing value of each funds' net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

The management fees paid by the funds to the manager are higher than the
fees paid by the various other funds in the American Century family of funds
because of the higher costs and additional expenses associated with managing and
operating a fund owning a portfolio consisting primarily of foreign securities.
The fee may also be higher than the fee paid by many other international or
foreign investment companies.

Many other investment companies may refer to or publicize an "investment
management fee" or "management fee" paid by the company to its manager. However,
most such companies also use fund assets to pay for certain expenses of the fund
in addition to the stated management fee. In contrast, the management fee paid
to the manager includes payment for almost all fund expenses, with the
exceptions noted. Therefore, potential investors who attempt to compare the
expenses of these funds to the expenses of other funds should be careful to
compare only the ratio of total expenses to average net assets contained in the
financial information found on pages 5-7 of this Prospectus to the same ratio of
the other funds.

The management agreement also provides that the funds' Board of Directors,
upon 60 days' prior written notice to all affected shareholders, may impose a
servicing or administrative fee as a charge against shareholder accounts.

CODE OF ETHICS

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 29

obtain preclearance before executing personal trades. With respect to Portfolio
Managers and other investment personnel, the Code of Ethics prohibits
acquisition of securities in an initial public offering, as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These provisions are designed to ensure that the interests of fund shareholders
come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City,
Missouri 64111, acts as transfer agent and dividend-paying agent for the funds.
It provides facilities, equipment and personnel to the funds, and is paid for
such services by the manager.

Certain recordkeeping and administrative services that would otherwise be
performed by the transfer agent may be performed by an insurance company or
other entity providing similar services for various retirement plans using
shares of the funds as a funding medium, by broker-dealers and financial
advisors for their customers investing in shares of American Century or by
sponsors of multi mutual fund no- or low-transaction fee programs. The manager
or an affiliate may enter into contracts to pay them for such recordkeeping and
administrative services out of its unified management fee.

Although there is no sales charge levied by the funds, transactions in
shares of the funds may be executed by brokers or investment advisors who charge
a transaction-based fee or other fee for their services. Such charges may vary
among broker-dealers and financial advisors, but in all cases will be retained
by the broker-dealer or financial advisor and not remitted to the funds or the
manager. You should be aware of the fact that these transactions may be made
directly with American Century without incurring such fees.

From time to time, special services may be offered to shareholders who
maintain higher share balances in our family of funds. These services may
include the waiver of minimum investment requirements, expedited confirmation of
shareholder transactions, newsletters and a team of personal representatives.
Any expenses associated with these special services will be paid by the manager.

The manager and transfer agent are both wholly owned by American Century
Companies, Inc. James E. Stowers Jr., Chairman of the funds' Board of Directors,
controls American Century Companies by virtue of his ownership of a majority of
its common stock.

Pursuant to a Sub-Administration Agreement with the manager, Funds
Distributor, Inc. (FDI) serves as the Co-Administrator for the funds. FDI is
responsible for (i) providing certain officers of the funds and (ii) reviewing
and filing marketing and sales literature on behalf of the funds. The fees and
expenses of FDI are paid by the manager out of its unified fee.

DISTRIBUTION OF FUND SHARES

The funds' shares are distributed by FDI, a registered broker-dealer. FDI is
a wholly-owned indirect subsidiary of Boston Institutional Group, Inc. FDI's
principal business address is 60 State Street, Suite 1300, Boston, Massachusetts
02109. The Investor Class of shares does not pay any commissions or sales loads
to the distributor or to any other broker-dealers or financial intermediaries in
connection with the distribution of fund shares.

Investors may open accounts with American Century only through the
distributor. All purchase transactions in the funds offered by this Prospectus
are processed by the transfer agent, which is authorized to accept any
instructions relating to fund accounts. All purchase orders must be accepted by
the distributor. All fees and expenses of FDI in acting as distributor for the
funds are paid by the manager.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

The corporation is a diversified, open-end management investment company
whose shares were first offered in May 1991. Its business and affairs are
managed by its officers under the direction of its Board of Directors.

The principal office of the funds is American Century Tower, 4500 Main
Street, P.O. Box 419200, Kansas City, Missouri 64141-6200. All inquiries may be
made by mail to that address, or by telephone to 1-800-345-2021 (international
calls: 816-531-5575).

30 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

American Century World Mutual Funds, Inc. issues three series of $0.01 par
value shares. Each series is commonly referred to as a fund. The assets
belonging to each series of shares are held separately by the custodian.

American Century offers four classes of the funds: an Investor Class, an
Institutional Class, a Service Class, and an Advisor Class. The shares offered
by this Prospectus are Investor Class shares and have no up-front charges,
commissions, or 12b-1 fees.

The other classes of shares are primarily offered to institutional investors
or through institutional distribution channels, such as employer-sponsored
retirement plans or through banks, broker-dealers, insurance companies or other
financial intermediaries. The other classes have different fees, expenses,
and/or minimum investment requirements than the Investor Class. The difference
in the fee structures among the classes is the result of their separate
arrangements for shareholder and distribution services and not the result of any
difference in amounts charged by the manager for core investment advisory
services. Accordingly, the core investment advisory expenses do not vary by
class. Different fees and expenses will affect performance. For additional
information concerning the other classes of shares not offered by this
Prospectus, call us at 1-800-345-3533 or contact a sales representative or
financial intermediary who offers those classes of shares.

Except as described below, all classes of shares of a fund have identical
voting, dividend, liquidation and other rights, preferences, terms and
conditions. The only differences among the various classes are (a) each class
may be subject to different expenses specific to that class, (b) each class has
a different identifying designation or name, (c) each class has exclusive voting
rights with respect to matters solely affecting such class, (d) each class may
have different exchange privileges, and (e) the Institutional Class may provide
for automatic conversion from that class into shares of the Investor Class of
the same fund.

Each share, irrespective of series or class, is entitled to one vote for
each dollar of net asset value applicable to such share on all questions, except
for those matters that must be voted on separately by the series or class of
shares affected. Matters affecting only one series or class are voted upon only
by that series or class.

Shares have non-cumulative voting rights, which means that the holders of
more than 50% of the votes cast in an election of directors can elect all of the
directors if they choose to do so, and in such event the holders of the
remaining votes will not be able to elect any person or persons to the Board of
Directors.

Unless required by the Investment Company Act, it will not be necessary for
the funds to hold annual meetings of shareholders. As a result, shareholders may
not vote each year on the election of directors or the appointment of auditors.
However, pursuant to the funds' by-laws, the holders of shares representing at
least 10% of the votes entitled to be cast may request the funds to hold a
special meeting of shareholders. We will assist in the communication with other
shareholders.

WE RESERVE THE RIGHT TO CHANGE ANY OF OUR POLICIES, PRACTICES AND PROCEDURES
DESCRIBED IN THIS PROSPECTUS, INCLUDING THE STATEMENT OF ADDITIONAL INFORMATION,
WITHOUT SHAREHOLDER APPROVAL EXCEPT IN THOSE INSTANCES WHERE SHAREHOLDER
APPROVAL IS EXPRESSLY REQUIRED.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 31

NOTES

32 NOTES AMERICAN CENTURY INVESTMENTS

NOTES

NOTES 33

P.O. BOX 419200
KANSAS CITY, MISSOURI
64141-6200

INVESTOR SERVICES:
1-800-345-2021 OR 816-531-5575

AUTOMATED INFORMATION LINE:
1-800-345-8765

TELECOMMUNICATIONS DEVICE FOR THE DEAF:
1-800-634-4113 OR 816-444-3485

FAX: 816-340-7962

WWW.AMERICANCENTURY.COM

[american century logo(reg.sm)]
American
Century(reg.tm)

9803 [recycled logo]
SH-BKT-11754 Recycled
<PAGE>
PROSPECTUS

[american century logo(reg.sm)]
American
Century(reg.tm)

APRIL 1, 1998

TWENTIETH
CENTURY
GROUP

International Growth
International Discovery
Emerging Markets

ADVISOR CLASS

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

PROSPECTUS
APRIL 1, 1998

International Growth * International
Discovery * Emerging Markets

ADVISOR CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc. is a part of American Century
Investments, a family of funds that includes nearly 70 no-load and low-load
mutual funds covering a variety of investment opportunities. Three of the funds
from our Twentieth Century Group are described in this Prospectus. Their
investment objectives are described on page 2 of this Prospectus. The other
funds are described in separate prospectuses.

Each fund's shares offered by this Prospectus (the Advisor Class shares) are
sold at their net asset value with no sales charges or commissions. The Advisor
Class shares are subject to Rule 12b-1 services and distribution fees as
described in this Prospectus.

The Advisor Class shares are intended for purchase by participants in
employer-sponsored retirement or savings plans and for persons purchasing shares
through broker-dealers, banks, insurance companies and other financial
intermediaries that provide various administrative and distribution services.

AMERICAN CENTURY INVESTMENTS
4500 Main Street * P.O. Box 419385
Kansas City, Missouri 64141-6385 * 1-800-345-3533
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-345-1833 * In Missouri: 816-444-3038
www.americancentury.com

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

PROSPECTUS 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL GROWTH FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL DISCOVERY FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
EMERGING MARKETS FUND

There is no assurance that the funds will achieve
their respective investment objectives.

2 INVESTMENT OBJECTIVES AMERICAN CENTURY INVESTMENTS

TABLE OF CONTENTS

Investment Objectives of the Funds ....................................... 2
Transaction and Operating Expense Table .................................. 4
Financial Highlights ..................................................... 5
Performance Information of Other Class ................................... 6
INFORMATION REGARDING THE FUNDS
Investment Policies of the Funds ......................................... 9
International Growth .................................................. 9
International Discovery ............................................... 9
Emerging Markets ...................................................... 10
Policies Applicable to All Funds ...................................... 10
Risk Factors ............................................................. 12
Investing in Foreign Securities Generally ............................. 12
Investing in Smaller Companies ........................................ 13
Investing in Emerging Market Countries ................................ 13
Investing in Lower Quality Debt Instruments ........................... 14
Other Investment Practices, Their Characteristics
and Risks ................................................................ 14
Forward Currency Exchange Contracts ................................... 14
Indirect Foreign Investment ........................................... 15
Sovereign Debt Obligations ............................................ 15
Portfolio Turnover .................................................... 15
Repurchase Agreements ................................................. 15
Futures and Options ................................................... 16
When-Issued Securities ................................................ 16
Short Sales ........................................................... 16
Rule 144A Securities .................................................. 16
Investments in Companies with
Limited Operating History .......................................... 17
Performance Advertising .................................................. 17
HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS
How to Purchase and Sell American Century Funds .......................... 19
How to Exchange from One American Century
Fund to Another .......................................................... 19
How to Redeem Shares ..................................................... 19
Special Requirements for Large Redemptions ............................... 20
Telephone Services ....................................................... 20
Investors Line ........................................................ 20
ADDITIONAL INFORMATION YOU SHOULD KNOW
Share Price .............................................................. 21
When Share Price Is Determined ........................................ 21
How Share Price Is Determined ......................................... 21
Where to Find Information About Share Price ........................... 22
Distributions ............................................................ 22
Taxes .................................................................... 22
Tax-Deferred Accounts ................................................. 23
Taxable Accounts ...................................................... 23
Management ............................................................... 24
Investment Management ................................................. 24
Code of Ethics ........................................................ 25
Transfer and Administrative Services .................................. 26
Distribution of Fund Shares .............................................. 26
Services and Distribution Fees ........................................ 26
Further Information About American Century ............................... 26

PROSPECTUS TABLE OF CONTENTS 3

<TABLE>
<CAPTION>
TRANSACTION AND OPERATING EXPENSE TABLE

International International Emerging
Growth Discovery Markets
<S> <C> <C> <C>
SHAREHOLDER TRANSACTION EXPENSES:
Maximum Sales Load Imposed on Purchases ............................. none none none
Maximum Sales Load Imposed on Reinvested Dividends .................. none none none
Deferred Sales Load ................................................. none none none
Redemption Fee ...................................................... none none(1) none
Exchange Fee ........................................................ none none none

ANNUAL FUND OPERATING EXPENSES (as a percentage of net assets):
Management Fees(2) .................................................. 1.12%(3) 1.43%(3) 1.75%(3)
12b-1 Fees(4) ....................................................... 0.50% 0.50% 0.50%
Other Expenses(5) 0.00% 0.00% 0.00%
Total Fund Operating Expenses(2) 1.62%(3) 1.93%(3) 2.25%(3)

EXAMPLE:
You would pay the following expenses on a 1 year $16 $19 $23
$1,000 investment, assuming a 5% annual return and 3 years 51 60 70
redemption at the end of each time period(2): 5 years 88 103 119
10 years 191 223 256
</TABLE>
- ----------

(1) Shares of International Discovery exchanged or redeemed within 180 days of
their purchase are subject to a redemption fee of 2.0% of the value of the
shares exchanged or redeemed. This redemption fee is retained by the fund.
See "How to Exchange from One American Century Fund to Another," page 19
and "How to Redeem Shares," page 19.

(2) Assumes, in accordance with Securities and Exchange Commission guidelines,
that the assets of International Growth, International Discovery and
Emerging Markets remain constant at $1,756,574,349, $626,326,600 and
$11,829,515, respectively, the assets of the funds as of November 30, 1997.
A portion of the management fee may be paid by the funds' manager to
unaffiliated third parties who provide recordkeeping and administrative
services that would otherwise be performed by an affiliate of the manager.
See "Management-Transfer and Administrative Services," page 26.

(3) International Growth pays an annual management fee of 1.25% of the first $1
billion of average net assets, 0.95% of the next $1 billion of average net
assets, and 0.85% of average net assets over $2 billion; International
Discovery pays an annual management fee of 1.50% of the first $500 million
of average net assets, 1.15% of the next $500 million average net assets,
and 0.95% of average net assets over $1 billion; and Emerging Markets pays
an annual management fee of 1.75% of the first $500 million of average net
assets, 1.25% of the next $500 million of average net assets, and 1.00% of
average net assets over $1 billion.

(4) The 12b-1 fee is designed to permit investors to purchase Advisor Class
shares through broker-dealers, banks, insurance companies and other
financial intermediaries. A portion of the fee is used to compensate them
for ongoing recordkeeping and administrative services that would otherwise
be performed by an affiliate of the manager, and a portion is used to
compensate them for distribution and other shareholder services. See
"Service and Distribution Fees," page 26.

The shares offered by this Prospectus are Advisor Class shares. The funds
offer three other classes of shares, one of which is primarily available to
retail investors and two that are primarily available to institutional
investors. The other classes have different fee structures than the Advisor
Class. The difference in the fee structures among the classes is the result of
their separate arrangements for shareholder and distribution services and not
the result of any difference in amounts charged by the manager for core
investment advisory services. Accordingly, the core investment advisory expenses
do not vary by class. A difference in fees will result in different performance
for those classes. For additional information about the various classes, see
"Further Information About American Century," page 26.

4 TRANSACTION AND OPERATING EXPENSE TABLE AMERICAN CENTURY INVESTMENTS

FINANCIAL HIGHLIGHTS
INTERNATIONAL GROWTH

The sale of the Advisor Class of the fund commenced on October 2, 1996.
Performance information of the original class of shares, which commenced
operations on May 9, 1991, is presented on page 6.

The Financial Highlights for the fiscal year ended November 30, 1997, have
been audited by Deloitte & Touche LLP, independent auditors, whose report
thereon appears in the fund's annual report, which is incorporated by reference
into the Statement of Additional Information. The annual report contains
additional performance information and will be made available upon request and
without charge. The Financial Highlights for the period ended November 30, 1996,
have been audited by other independent auditors. The information presented is
for a share outstanding throughout the period ended November 30, except as
noted.

1997 1996(1)
PER-SHARE DATA
Net Asset Value, Beginning of Period ........ $ 8.72 $ 8.41
----------- -----------
Income From Investment Operations
Net Investment Loss ...................... (0.03) (0.01)(2)
Net Realized and Unrealized
Gain on Investment Transactions .......... 1.43 0.32
----------- -----------
Total From Investment Operations ......... 1.40 0.31
----------- -----------
Distributions
From Net Realized Gains on
Investment Transactions ................ (0.92) --

Net Asset Value, End of Period .............. $ 9.20 $ 8.72
=========== ===========
TOTAL RETURN(3) .......................... 17.97% 3.69%

RATIOS/SUPPLEMENTAL DATA
Ratio of Operating Expenses to
Average Net Assets ........................ 1.63% 1.67%(4)

Ratio of Net Investment Loss to
Average Net Assets ........................ (0.21)% (0.76)%(4)

Portfolio Turnover Rate ..................... 163% 158%

Average Commission Paid per
Share of Equity Security Traded ............. $ 0.0069 $ 0.0195

Net Assets, End of Period (in thousands) .... $ 9,111 $ 3,803

(1) October 2, 1996 (commencement of sale) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 5

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL GROWTH

The Advisor Class of the fund was established September 3, 1996. The financial
information in this table reflects the performance of the fund's Investor Class
of shares, which has a total expense ratio that is 0.25% lower than the Advisor
Class. Had the Advisor Class shares been in existence for the fund for the time
periods presented, the fund's performance results would be lower as a result of
the additional expense.

1997 1996 1995 1994 1993 1992 1991(1)
PER-SHARE DATA
<S> <C> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period $ 8.73 $ 7.51 $ 7.47 $ 7.34 $ 5.79 $ 5.33 $ 5.10
--------- --------- --------- --------- --------- --------- ---------
Income From Investment Operations
Net Investment Income (Loss) ..... -- (0.01)(2) 0.01 (0.04) (0.04) 0.06 0.01
Net Realized and Unrealized Gain
on Investment Transactions ....... 1.41 1.24 0.40 0.57 1.78 0.41 0.22
--------- --------- --------- --------- --------- --------- ---------
Total From Investment Operations . 1.41 1.23 0.41 0.53 1.74 0.47 0.23
--------- --------- --------- --------- --------- --------- ---------
Distributions
From Net Investment Income ....... -- (0.01) -- -- (0.04) (0.01) --
In Excess of Net Investment Income -- -- -- -- (0.15) --(3) --
From Net Realized Gains
on Investment Transactions ....... (0.92) -- (0.37) (0.40) -- -- --
--------- --------- --------- --------- --------- --------- ---------
Total Distributions .............. (0.92) (0.01) (0.37) (0.40) (0.19) (0.01) --
--------- --------- --------- --------- --------- --------- ---------
Net Asset Value, End of Period ..... $ 9.22 $ 8.73 $ 7.51 $ 7.47 $ 7.34 $ 5.79 $ 5.33
========= ========= ========= ========= ========= ========= =========
TOTAL RETURN(4) .................. 18.12% 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets .............. 1.38%(5) 1.65%(5) 1.77% 1.84% 1.90% 1.91% 1.93%(6)

Ratio of Net Investment Income
(Loss) to Average Net Assets ....... 0.04% (0.07)% 0.25% (0.53)% (0.34)% 0.95% 0.26%(6)

Portfolio Turnover Rate ............ 163% 158% 169% 242% 255% 180% 84%

Average Commission Paid per
Share of Equity Security Traded .... $ 0.0069 $ 0.0195 $ 0.0020 --(7) --(7) --(7) --(7)

Net Assets, End of Period
(in thousands) ..................... $1,728,617 $1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076
</TABLE>
- ----------

(1) May 9, 1991 (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

(3) Amount was less than $0.01 per share.

(4) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(5) The manager had voluntarily waived a portion of its management fee effective
August 1, 1996 through July 31, 1997. In absence of the management fee
waiver, the ratio of operating expenses to average net assets would have
been 1.56% and 1.76% for the years ended November 30, 1997 and November 30,
1996, respectively.

(6) Annualized.

(7) Disclosure of average commission paid per share of equity security traded
was not required prior to the year ended November 30, 1995.

6 PERFORMANCE INFORMATION OF OTHER CLASS AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL DISCOVERY

The Advisor Class of the fund was established September 3, 1996, however no
shares had been issued prior to the fund's fiscal year end. The financial
information in this table reflects the performance of the fund's Investor Class
of shares, which has a total expense ratio that is 0.25% lower than the Advisor
Class. Had the Advisor Class been in existence for the fund for the time periods
presented, the fund's performance results would be lower as a result of the
additional expense.

1997 1996 1995 1994(1)
PER-SHARE DATA
<S> <C> <C> <C> <C>
Net Asset Value, Beginning of Perio ......... $7.60 $5.70 $5.39 $5.00
-------- -------- -------- -------
Income From Investment Operations
Net Investment Income (Loss) .............. (0.03) (0.02)(2) 0.03 (0.02)
Net Realized and Unrealized
Gain on Investment Transactions ........... 1.31 1.95 0.28 0.41
-------- -------- -------- -------
Total From Investment Operations .......... 1.28 1.93 0.31 0.39
-------- -------- -------- -------

Distributions
From Net Investment Income ................ (0.02) (0.01) -- --
In Excess of Net Investment Income ........ (0.02) -- --
From Net Realized Gains
on Investment Transactions ................ (0.32) -- -- --
-------- -------- -------- -------
Total Distributions ....................... (0.34) (0.03) -- --
-------- -------- -------- -------
Net Asset Value, End of Period .............. $8.54 $7.60 $5.70 $5.39
======== ======== ======== =======
TOTAL RETURN(3) ........................... 17.76% 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets .......................1.70%(4) 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income
(Loss) to Average Net Assets ................ (0.37)% (0.31)% 0.27% (0.48)%(5)

Portfolio Turnover Rate ..................... 146% 130% 168% 56%

Average Commission Paid per
Share of Equity Security Traded ............. $0.0054 $0.0054 $0.0040 --(6)

Net Assets, End of Period (in thousands) ....$626,327 $377,128 $114,579 $111,202
</TABLE>
- ----------

(1) April 1, 1994 (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) The manager had voluntarily waived a portion of its management fee effective
August 1, 1996 through July 31, 1997. In absence of the management fee
waiver, the ratio of operating expenses to average net assets would have
been 1.87% and1.99% for the years ended November 30, 1997 and November
30,1996, respectively.

(5) Annualized.

(6) Disclosure of average commission paid per share of equity security traded
was not required prior to the year ended November 30, 1995.

PROSPECTUS PERFORMANCE INFORMATION OF OTHER CLASS 7

PERFORMANCE INFORMATION OF OTHER CLASS
EMERGING MARKETS

The Advisor Class of the fund was established September 30, 1997, however no
shares had been issued prior to the fund's fiscal year end. The financial
information in this table reflects the performance of the fund's Investor Class
of shares, which has a total expense ratio that is 0.25% lower than the Advisor
Class. Had the Advisor Class been in existence for the fund for the time periods
presented, the fund's performance results would be lower as a result of the
additional expense.

1997(1)
PER-SHARE DATA
Net Asset Value, Beginning of Period ................................ $5.00
---------
Loss From Investment Operations
Net Investment Loss(2) ............................................ (0.01)

Net Realized and Unrealized Loss
on Investment Transactions ........................................ (0.84)
---------
Total From Investment Operations .................................... (0.85)
---------
Net Asset Value, End of Period ...................................... $4.15
=========
TOTAL RETURN(3) ................................................... (17.00)%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ................... 2.00%(4)

Ratio of Net Investment Loss to Average Net Assets ..................(0.74)%(4)

Portfolio Turnover Rate ............................................. 36%

Average Commission Paid per Share of Equity Security Traded ......... $0.0012

Net Assets, End of Period (in thousands) ............................ $11,830
- ----------

(1) September 30, 1997 (inception) through November 30, 1997.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

8 PERFORMANCE INFORMATION OF OTHER CLASS AMERICAN CENTURY INVESTMENTS

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK FACTORS,"
PAGE 12, BEFORE MAKING AN INVESTMENT IN THE FUNDS.

INTERNATIONAL GROWTH

The other securities the fund may invest in are bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will limit its purchases of debt securities to
investment-grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with
higher-quality debt securities. See "An Explanation Of Fixed Income Securities
Ratings" in the Statement of Additional Information.

INTERNATIONAL DISCOVERY

DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH THE FUND'S INVESTMENT STRATEGY,
AN INVESTMENT IN THE FUND MAY NOT BE APPROPRIATE FOR ALL INVESTORS. See "Risk
Factors," page 12.

The fund may invest in securities of any type of issuer, including
closed-end investment companies,

PROSPECTUS INFORMATION REGARDING THE FUNDS 9

governments and governmental entities, as well as corporations, partnerships and
other business organizations. The manager believes that common stocks and other
equity and equity equivalent securities ordinarily offer the greatest potential
for capital appreciation and will constitute the majority of the fund's
investments. The fund may invest, however, in any security the manager believes
has the potential for capital appreciation. The other securities the fund may
invest in include bonds, notes and debt securities of companies and obligations
of domestic or foreign governments and their agencies. The fund will attempt to
stay fully invested regardless of the movement of stock and bond prices
generally.

EMERGING MARKETS

There are no credit quality or maturity restrictions with regard to the
bonds, corporate debt securities, and government obligations in which the fund
may invest, although less than 35% of the fund's assets will be invested in
below investment grade fixed income securities. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

POLICIES APPLICABLE TO ALL FUNDS

10 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

an issuer of securities that is domiciled outside the United States, derives at
least 50% of its total revenue from production or sales outside the United
States, or whose principal trading market is outside the United States.

The funds may make foreign investments either directly in foreign
securities, or indirectly by purchasing depositary receipts or depositary shares
or similar instruments (DRs) for foreign securities. DRs are securities that are
listed on exchanges or quoted in over-the-counter markets in one country but
represent shares of issuers domiciled in another country. The funds may also
purchase securities of such issuers in foreign markets, either on foreign
securities exchanges or in the over-the-counter markets.

To the extent a fund assumes a defensive position, it will not be pursuing
its investment objective of capital growth.

PROSPECTUS INFORMATION REGARDING THE FUNDS 11

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

Political And Economic Risk. The economies of many of the countries in which
the funds invest are not as developed as the economy of the United States and
may be subject to significantly different forces. Political or social
instability, expropriation, nationalization, or confiscatory taxation, and
limitations on the removal of funds or other assets, could also adversely affect
the value of investments. Further, the funds may encounter difficulties or be
unable to enforce ownership rights, pursue legal remedies or obtain judgments in
foreign courts.

Market And Trading Risk. Brokerage commission rates in foreign countries,
which are generally fixed rather than subject to negotiation as in the United
States, are likely to be higher. The securities markets in many of the countries
in which the funds invest will have substantially less trading volume than the
principal U.S. markets. As a result, the securities of some companies in these
countries may be less liquid and more volatile than comparable U.S. securities.
Furthermore, one securities broker may represent all or a significant part of
the trading volume in a particular country, resulting in higher trading costs
and decreased liquidity due to a lack of alternative trading partners. There is
generally less government regulation and supervision of foreign stock exchanges,
brokers and issuers which may make it difficult to enforce contractual
obligations.

Clearance And Settlement Risk. Foreign securities markets also have
different clearance and settlement procedures, and in certain markets there have
been times when settlements have been unable to keep pace with the volume of
securities transactions, making it difficult to conduct such transactions.
Delays in clearance and settlement could result in temporary periods when assets
of the funds are uninvested and no return is earned thereon. The inability of
the funds to make intended security purchases due to clearance and settlement
problems could cause the funds to miss attractive investment opportunities.
Inability to dispose of portfolio securities due to clearance and settlement
problems could result either in losses to the funds due to subsequent declines
in value of the portfolio security or, if the fund has entered into a contract
to sell the security, liability to the purchaser.

12 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

INVESTING IN SMALLER COMPANIES

INVESTING IN EMERGING MARKET COUNTRIES

PROSPECTUS INFORMATION REGARDING THE FUNDS 13

underlying securities. DRs are typically issued by a bank or trust company
evidencing ownership of an underlying foreign security. In emerging markets
countries, the funds may invest in DRs which are structured by a bank or trust
company without the sponsorship of the underlying foreign issuer. In addition to
the risks of foreign investment applicable to the underlying securities, such
unsponsored DRs may also be subject to the risks that the foreign issuer may not
be obliged to cooperate with the bank, may not provide financial or other
information to the bank, or may dispute or refuse to recognize the ownership of
the underlying securities which may result in a loss of the fund's investment.

INVESTING IN LOWER-QUALITY DEBT INSTRUMENTS

OTHER INVESTMENT PRACTICES, THEIR
CHARACTERISTICS AND RISKS

For additional information, see "Additional Investment Restrictions" in the
Statement of Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

If a fund enters into a forward currency exchange contract, the fund, when
required, will instruct its cus-

14 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

todian bank to segregate cash or liquid high-grade securities in a separate
account in an amount sufficient to cover its obligation under the contract.
Those assets will be valued at market daily, and if the value of the segregated
securities declines, additional cash or securities will be added so that the
value of the account is not less than the amount of the fund's commitment. At
any given time, no more than 10% of a fund's assets will be committed to a
segregated account in connection with portfolio hedging transactions.

Predicting the relative future values of currencies is very difficult, and
there is no assurance that any attempt to protect a fund against adverse
currency movements through the use of forward currency exchange contracts will
be successful. In addition, the use of forward currency exchange contracts tends
to limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

INDIRECT FOREIGN INVESTMENT

SOVEREIGN DEBT OBLIGATIONS

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial
information of this Prospectus.

REPURCHASE AGREEMENTS

PROSPECTUS INFORMATION REGARDING THE FUNDS 15

FUTURES AND OPTIONS

Rather than actually purchasing a financial asset (e.g., a long or short
term treasury security) or all of the securities contained in a specific index
(e.g., the S&P 500), the manager may choose to purchase a futures contract which
reflects the value of such securities or index. For example, an S&P 500 futures
contract reflects the value of the underlying companies that comprise the S&P
500 Composite Stock Price Index. If the aggregate market value of the index
securities increases or decreases during the contract period of an S&P 500
futures contract, the amount of cash to be paid to the contractholder at the end
of the period would correspondingly increase or decrease. As a result, the
manager is able to expose to the market cash that is held by the funds to meet
anticipated redemptions or for future investment opportunities. Because futures
contracts generally settle more quickly than their underlying securities, the
manager believes that the use of futures and options thereon allows the funds to
be fully invested while maintaining the needed liquidity.

WHEN-ISSUED SECURITIES

SHORT SALES

RULE 144A SECURITIES

16 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

qualified institutional investors rather than the general public. Although Rule
144A securities are considered "restricted securities," they are not necessarily
illiquid.

INVESTMENTS IN COMPANIES WITH LIMITED OPERATING HISTORIES

PERFORMANCE ADVERTISING

PROSPECTUS INFORMATION REGARDING THE FUNDS 17

compared, on a relative basis, to other funds in our fund family. This relative
comparison, which may be based upon historical fund performance or historical or
expected volatility or other fund characteristics, may be presented numerically,
graphically or in text. Fund performance may also be combined or blended with
other funds in our fund family, and that combined or blended performance may be
compared to the same indices to which individual funds may be compared.

18 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

The following sections explain how to purchase, exchange and redeem Advisor
Class shares of the funds offered by this Prospectus.

HOW TO PURCHASE AND SELL AMERICAN
CENTURY FUNDS

One or more of the funds offered by this Prospectus is available as an
investment option under your employer-sponsored retirement or savings plan or
through or in connection with a program, product or service offered by a
financial intermediary, such as a bank, broker-dealer or insurance company.
Since all records of your share ownership are maintained by your plan sponsor,
plan recordkeeper, or other financial intermediary, all orders to purchase,
exchange and redeem shares must be made through your employer or other financial
intermediary, as applicable.

If you are purchasing through a retirement or savings plan, the
administrator of your plan or your employee benefits office can provide you with
information on how to participate in your plan and how to select American
Century funds as an investment option.

If you are purchasing through a financial intermediary, you should contact
your service representative at the financial intermediary for information about
how to select American Century funds.

If you have questions about a fund, see "Investment Policies of the Funds,"
page 9, or call one of our Institutional Service Representatives at
1-800-345-3533.

Orders to purchase shares are effective on the day we receive payment. See
"When Share Price is Determined," page 21.

We may discontinue offering shares generally in the funds (including any
class of shares of a fund) or in any particular state without notice to
shareholders.

HOW TO EXCHANGE FROM ONE AMERICAN CENTURY
FUND TO ANOTHER

Your plan or program may permit you to exchange your investment in the
shares of a fund for shares of another fund in our family. See your plan
administrator, employee benefits office or financial intermediary for details on
the rules in your plan governing exchanges.

Exchanges are made at the respective net asset values, next computed after
receipt of the exchange instruction by us. If, in any 90-day period, the total
of the exchanges and redemptions from any one account of any one plan
participant or financial intermediary client exceeds the lesser of $250,000 or
1% of the fund's assets, further exchanges will be subject to special
requirements to comply with our policy on large equity fund redemptions. See
"Special Requirements for Large Redemptions," page 20.

IN ORDER TO DISCOURAGE THE EXCHANGE OF SHARES OF INTERNATIONAL DISCOVERY
SHORTLY AFTER THEIR PURCHASE, EXCHANGE OF THOSE SHARES WITHIN 180 DAYS OF THEIR
PURCHASE WILL BE SUBJECT TO A REDEMPTION FEE OF 2.0% OF THE VALUE OF THE SHARES
EXCHANGED. This fee will be retained by the fund to help minimize the impact
such exchanges have on fund performance and , hence, on the other shareholders
of the fund. For the purposes of determining the applicability of this fee,
shares first purchased will be deemed to be the shares first exchanged. The fund
reserves its right to modify its policy regarding this redemption fee or to
waive such policy in whole or in part for certain classes of investors.

HOW TO REDEEM SHARES

Subject to any restrictions imposed by your employer's plan or financial
intermediary's program, you can sell ("redeem") your shares at their net asset
value through the plan or financial intermediary. Your plan administrator,
trustee, or financial intermediary

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 19

or other designated person must provide us with redemption instructions. The
shares will be redeemed at the net asset value next computed after receipt of
the instructions in good order. See "When Share Price is Determined," page 21.
If you have any questions about how to redeem, contact your plan administrator,
employee benefits office, or service representative at your financial
intermediary, as applicable.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company
Act, which obligates each fund to make certain redemptions in cash, with respect
to any one participant account during any 90-day period, up to the lesser of
$250,000 or 1% of the assets of the fund. Although redemptions in excess of this
limitation will also normally be paid in cash, we reserve the right under
unusual circumstances to honor these redemptions by making payment in whole or
in part in readily marketable securities (a "redemption-in-kind").

If payment is made in securities, the securities, selected by the fund, will
be valued in the same manner as they are in computing the fund's net asset value
and will be provided to the redeeming plan participant or financial intermediary
in lieu of cash without prior notice.

If you expect to make a large redemption and would like to avoid any
possibility of being paid in securities, you may do so by providing us with an
unconditional instruction to redeem at least 15 days prior to the date on which
the redemption transaction is to occur. The instruction must specify the dollar
amount or number of shares to be redeemed and the date of the transaction.
Receipt of your instruction 15 days prior to the transaction provides the fund
with sufficient time to raise the cash in an orderly manner to pay the
redemption and thereby minimizes the effect of the redemption on the fund and
its remaining shareholders.

Despite the fund's right to redeem fund shares through a redemption-in-kind,
we do not expect to exercise this option unless a fund has an unusually low
level of cash to meet redemptions and/or is experiencing unusually strong
demands for its cash. Such a demand might be caused, for example, by extreme
market conditions that result in an abnormally high level of redemption requests
concentrated in a short period of time. Absent these or similar circumstances,
we expect redemptions in excess of $250,000 to be paid in cash in any fund with
assets of more than $50 million if total redemptions from any one account in any
90-day period do not exceed one-half of 1% of the total assets of the fund.

TELEPHONE SERVICES

INVESTORS LINE

To request information about our funds and a current prospectus, or get
answers to any questions that you may have about the funds and the services we
offer, call one of our Institutional Service Representatives at 1-800-345-3533.

20 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

It is the responsibility of your plan recordkeeper or financial intermediary
to transmit your purchase, exchange and redemption requests to the funds'
transfer agent prior to the applicable cut-off time for receiving orders and to
make payment for any purchase transactions in accordance with the funds'
procedures or any contractual arrangements with the funds or the funds'
distributor in order for you to receive that day's price.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized as
follows:

The value of an exchange-traded foreign security is determined in its
national currency as of the close of

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 21

trading on the foreign exchange on which it is traded or as of the close of
business on the New York Stock Exchange, if that is earlier. That value is then
exchanged to dollars at the prevailing foreign exchange rate. Trading in
securities on European and Far Eastern securities exchanges and over-the-counter
markets is normally completed at various times before the close of business on
each day that the New York Stock Exchange is open.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of International Growth and
International Discovery are published in leading newspapers daily. The net asset
value of the Investor Class of Emerging Markets will be published in newspapers
when the fund meets the minimum size requirements for listing. Because the total
expense ratio for the Advisor Class shares is 0.25% higher than the Investor
Class, their net asset values will be lower than the Investor Class. The net
asset value of the Advisor Class of each fund may be obtained by calling us.

DISTRIBUTIONS

TAXES

Each fund has elected to be taxed under Subchapter M of the Internal Revenue
Code, which means that to the extent its income is distributed to shareholders,
it pays no income tax.

22 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

TAX-DEFERRED ACCOUNTS

TAXABLE ACCOUNTS

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 23

Redemption of shares of a fund (including redemptions made in an exchange
transaction) will be a taxable transaction for federal income tax purposes and
shareholders generally will recognize a gain or loss in an amount equal to the
difference between the basis of the shares and the amount received. Assuming
that shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and generally will be considered long-term subject to tax
at a maximum rate of 28% if shareholders have held such shares for a period of
more than 12 months but no more than 18 months and long-term subject to tax at a
maximum rate of 20% if share-holders have held such shares for a period of more
than 18 months. If a loss is realized on the redemption of fund shares, the
reinvestment in additional fund shares within 30 days before or after the
redemption may be subject to the "wash sale" rules of the Internal Revenue Code,
resulting in a postponement of the recognition of such loss for federal income
tax purposes.

MANAGEMENT

INVESTMENT MANAGEMENT

The portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the last five years are as
follows:

HENRIK STRABO, Senior Vice President and Portfolio Manager, joined American
Century in 1993 as an Investment Analyst of the International Growth and
International Discovery team and has been a Portfolio Manager member of the team
since 1994. Prior to joining American Century, Mr. Strabo was Vice President,
International Equity Sales with Barclays de Zoete Wedd from 1991 to 1993. He is
a member of the

24 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

teams that manage International Growth and International Discovery.

For the services provided to the Advisor Class of the funds, the manager
receives an annual fee calculated as a percentage of the average net assets of
each of the funds as follows:

Fund Percent of Average Net Assets
- --------------------------------------------------------------------------------

International Growth 1.25% of first $1 billion
0.95% of the next $1 billion
0.85% over $2 billion

International Discovery 1.50% of first $500 million
1.15% of the next $500 million
0.95% over $1 billion

Emerging Markets 1.75% of first $500 million
1.25% of the next $500 million
1.00% over $1 billion
- --------------------------------------------------------------------------------

On the first business day of each month, each fund pays a management fee to
the manager for the previous month at the specified rate. The fee for the
previous month is calculated by multiplying the applicable fee for each fund by
the aggregate average daily closing value of each fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

Many other investment companies may refer to or publicize an "investment
management fee" or "management fee" paid by the company to its manager. However,
most such companies also use fund assets to pay for certain expenses of the fund
in addition to the stated management fee. In contrast, the management fee paid
to the manager includes payment for almost all fund expenses, with the
exceptions noted. Therefore, potential investors who attempt to compare the
expenses of these funds to the expenses of other funds should be careful to
compare only the ratio of total expenses to average net assets contained in the
financial information found on pages 5-8 of this Prospectus to the same ratio of
the other funds.

CODE OF ETHICS

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 25

as profits derived from the purchase and sale of the same security within 60
calendar days. These provisions are designed to ensure that the interests of
fund shareholders come before the interests of the people who manage those
funds.

TRANSFER AND ADMINISTRATIVE SERVICES

DISTRIBUTION OF FUND SHARES

SERVICE AND DISTRIBUTION FEES

Rule 12b-1 adopted by the SEC under the Investment Company Act permits
investment companies that adopt a written plan to pay certain expenses
associated with the distribution of their shares. Pursuant to that rule, the
funds' Board of Directors and the initial shareholder of the funds' Advisor
Class shares have approved and entered into a Master Distribution and
Shareholder Services Plan (the "Plan") with the distributor. Pursuant to the
Plan, each fund pays a shareholder services fee and a distribution fee, each
equal to 0.25% (for a total of 0.50%) per annum of the average daily net assets
of the shares of the fund's Advisor Class. The shareholder services fee is paid
for the purpose of paying the costs of securing certain shareholder and
administrative services, and the distribution fee is paid for the purpose of
paying the costs of providing various distribution services. All or a portion of
such fees are paid by the manager, as paying agent for the funds, to the banks,
broker-dealers, insurance companies or other financial intermediaries through
which such shares are made available.

The Plan has been adopted and will be administered in accordance with the
requirements of Rule 12b-1 under the Investment Company Act. For additional
information about the Plan and its terms, see "Multiple Class Structure --
Master Distribution and Shareholder Services Plan" in the Statement of
Additional Information. Fees paid pursuant to the Plan may be paid for
shareholder services and the maintenance of accounts and therefore may
constitute "service fees" for purposes of applicable rules of the National
Association of Securities Dealers.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

26 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

The principal office of the funds is American Century Tower, 4500 Main
Street, P.O. Box 419385, Kansas City, Missouri 64141-6385. All inquiries may be
made by mail to that address, or by telephone to 1- 800-345-3533 (international
calls: 816-531-5575).

American Century offers four classes of each of the funds: an Investor
Class, an Institutional Class, a Service Class, and the Advisor Class. The
shares offered by this Prospectus are Advisor Class shares.

The Investor Class is primarily made available to retail investors. The
Institutional Class and Service Class are primarily offered to institutional
investors or through institutional distribution channels, such as
employer-sponsored retirement plans or through banks, broker-dealers, insurance
companies or other financial intermediaries. The other classes have different
fees, expenses, and/or minimum investment requirements than the Advisor Class.
The difference in the fee structures among the classes is the result of their
separate arrangements for shareholder and distribution services and not the
result of any difference in amounts charged by the manager for core investment
advisory services. Accordingly, the core investment advisory expenses do not
vary by class. Different fees and expenses will affect performance. For
additional information concerning the Investor Class of shares, call one of our
Investor Services Representatives at 1-800-345-2021. For information concerning
the Institutional or Service Classes of shares, call one of our Institutional
Service Representatives at 1-800-345-3533 or contact a sales representative or
financial intermediary who offers those classes of shares.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 27

NOTES

28 NOTES AMERICAN CENTURY INVESTMENTS

NOTES

NOTES 29

P.O. BOX 419385
KANSAS CITY, MISSOURI
64141-6385

INSTITUTIONAL SERVICES:
1-800-345-3533 OR 816-531-5575

TELECOMMUNICATIONS DEVICE FOR THE DEAF:
1-800-345-1833 OR 816-444-3038

FAX: 816-340-4655

WWW.AMERICANCENTURY.COM

[american century logo(reg.sm)]
American
Century(reg.tm)

9803 [recycled logo]
SH-BKT-11756 Recycled
<PAGE>
PROSPECTUS

[american century logo(reg.sm)]
American
Century(reg.tm)

APRIL 1, 1998

TWENTIETH

CENTURY

GROUP

International Growth

International Discovery

Emerging Markets

INSTITUTIONAL CLASS

AMERICAN CENTURY INVESTMENTS

FAMILY OF FUNDS

AMERICAN CENTURY INVESTMENTS
- --------------------------------------------------------------------------------

BENHAM GROUP(reg.tm) AMERICAN CENTURY GROUP TWENTIETH CENTURY GROUP
- --------------------------------------------------------------------------------

MONEY MARKET FUNDS ASSET ALLOCATION GROWTH FUNDS

GOVERNMENT BOND FUNDS & BALANCED FUNDS INTERNATIONAL FUNDS

DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS

MUNICIPAL BOND FUNDS SPECIALTY FUND
- --------------------------------------------------------------------------------

International Growth

International Discovery

Emerging Markets

PROSPECTUS

APRIL 1, 1998

International Growth * International
Discovery * Emerging Markets

INSTITUTIONAL CLASS

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

American Century World Mutual Funds, Inc. is a part of American Century
Investments, a family of funds that includes nearly 70 no-load mutual funds
covering a variety of investment opportunities. Three of the funds from our
Twentieth Century Group of funds are described in this Prospectus. Their
investment objectives are listed on page 2 of this Prospectus. The other funds
are described in separate prospectuses.

Each fund's shares offered in this Prospectus (the Institutional Class
shares) are sold at their net asset value with no sales charges or commissions.

The Institutional Class shares are made available for purchase by large
institutional shareholders, such as bank trust departments, corporations,
endowments, foundations and financial advisors that meet the funds' minimum
investment requirements. Institutional Class shares are not available for
purchase by insurance companies or participant-directed employer-sponsored
retirement plans.

Additional information, including this Prospectus and the Statement of
Additional Information, may be obtained by accessing the Web site maintained by
the SEC (www.sec.gov).

PROSPECTUS 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL GROWTH FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
INTERNATIONAL DISCOVERY FUND

AMERICAN CENTURY -- TWENTIETH CENTURY
EMERGING MARKETS FUND

There is no assurance that the funds will achieve
their respective investment objectives.

2 INVESTMENT OBJECTIVES AMERICAN CENTURY INVESTMENTS

TABLE OF CONTENTS

Investment Objectives of the Funds ......................................... 2
Transaction and Operating Expense Table .................................... 4
Financial Highlights ....................................................... 5
Performance Information of Other Class ..................................... 6
INFORMATION REGARDING THE FUNDS
Investment Policies of the Funds ........................................... 9
International Growth .................................................... 9
International Discovery ................................................. 9
Emerging Markets ........................................................ 10
Policies Applicable to All Funds ........................................ 10
Risk Factors ............................................................... 12
Investing in Foreign Securities Generally ............................... 12
Investing in Smaller Companies .......................................... 13
Investing in Emerging Market Countries .................................. 13
Investing in Lower Quality Debt Instruments ............................. 14
Other Investment Practices, Their Characteristics
and Risks .................................................................. 14
Forward Currency Exchange Contracts ..................................... 14
Indirect Foreign Investment ............................................. 15
Sovereign Debt Obligations .............................................. 15
Portfolio Turnover ...................................................... 15
Repurchase Agreements ................................................... 15
Futures and Options ..................................................... 15
When-Issued Securities .................................................. 16
Short Sales ............................................................. 16
Rule 144A Securities .................................................... 16
Investments in Companies
with Limited Operating History ....................................... 17
Performance Advertising .................................................... 17

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS
American Century Investments ............................................... 19
Investing in American Century .............................................. 19
How to Open an Account ..................................................... 19
By Mail ......................................................... 19
By Wire ......................................................... 19
By Exchange ..................................................... 19
In Person ....................................................... 20
Subsequent Investments ............................................... 20
By Mail ......................................................... 20
By Telephone .................................................... 20
By Wire ......................................................... 20
In Person ....................................................... 20
Automatic Investment Plan ............................................ 20
Minimum Investment ........................................................ 20
How to Exchange from One Account to Another ............................... 20
By Mail ......................................................... 21
By Telephone .................................................... 21
How to Redeem Shares ...................................................... 21
By Mail ......................................................... 21
By Telephone .................................................... 21
By Check-A-Month ................................................ 21
Other Automatic Redemptions ..................................... 21
Redemption Proceeds .................................................. 22
By Check ........................................................ 22
By Wire and ACH ................................................. 22
Special Requirements for Large Redemptions ........................... 22
Signature Guarantee ....................................................... 22
Special Shareholder Services .............................................. 23
Open Order Service .............................................. 23
Tax-Qualified Retirement Plans .................................. 23
Important Policies Regarding Your Investments ............................. 23
Reports to Shareholders ................................................... 24
Customers of Banks, Broker-Dealers and
Other Financial Intermediaries ............................................ 24

ADDITIONAL INFORMATION YOU SHOULD KNOW
Share Price ................................................................ 25
When Share Price Is Determined .......................................... 25
How Share Price Is Determined ........................................... 25
Where to Find Information About Share Price ............................. 26
Distributions .............................................................. 26
Taxes ...................................................................... 26
Tax-Deferred Accounts ................................................... 27
Taxable Accounts ........................................................ 27
Management ................................................................. 28
Investment Management ................................................... 28
Code of Ethics .......................................................... 29
Transfer and Administrative Services .................................... 29
Distribution of Fund Shares ................................................ 30
Further Information About American Century ................................. 30

PROSPECTUS TABLE OF CONTENTS 3

<TABLE>
<CAPTION>
TRANSACTION AND OPERATING EXPENSE TABLE

International International Emerging
Growth Discovery Markets

SHAREHOLDER TRANSACTION EXPENSES:

<S> <C> <C> <C>
Maximum Sales Load Imposed on Purchases .............................................. none none none

Maximum Sales Load Imposed on Reinvested Dividends ................................... none none none

Deferred Sales Load .................................................................. none none none

Redemption Fee ....................................................................... none none(1) none

Exchange Fee ......................................................................... none none none

ANNUAL FUND OPERATING EXPENSES (as a percentage of net assets):

Management Fees(2) ................................................................... 1.17%(3) 1.48%(3) 1.80%(3)

12b-1 Fees ........................................................................... none none none

Other Expenses(4) .................................................................... 0.00% 0.00% 0.00%

Total Fund Operating Expenses(2) ..................................................... 1.17%(3) 1.48%(3) 1.80%(3)

EXAMPLE:

You would pay the following expenses on a 1 year $ 12 $ 15 $18
$1,000 investment, assuming a 5% annual return and 3 years 37 47 56
redemption at the end of each time period(2): 5 years 64 80 97
10 years 141 176 210
</TABLE>
- ----------
(1) Shares of International Discovery exchanged or redeemed within 180 days of
their purchase are subject to a redemption fee of 2.0% of the value of the
shares exchanged or redeemed. This redemption fee is retained by the fund.
See "How to Exchange from One Account to Another," page 20 and "How to
Redeem Shares," page 21.

(3) International Growth pays an annual management fee of 1.30% of the first $1
billion of average net assets, 1.00% of the next $1 billion of average net
assets, and 0.90% of average net assets over $2 billion; International
Discovery pays an annual management fee of 1.55% of the first $500 million
of average net assets, 1.20% of the next $500 million average net assets,
and 1.00% of average net assets over $1 billion; and Emerging Markets pays
an annual management fee of 1.80% of the first $500 million of average net
assets, 1.30% of the next $500 million of average net assets, and 1.05% of
average net assets over $1 billion.

(4) Other expenses, which includes the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as defined
in the Investment Company Act, were less than 0.01 of 1% of average net
assets for the most recent fiscal year.

The shares offered by this Prospectus are Institutional Class shares. The
funds offer three other classes of shares, one of which is primarily made
available to retail investors and two that are primarily made available to
institutional investors. The other classes have different fee structures than
the Institutional Class. The difference in the fee structures among the classes
is the result of their separate arrangements for shareholder and distribution
services and not the result of any difference in amounts charged by the manager
for core investment advisory services. Accordingly, the core investment advisory
expenses do not vary by class. A difference in fees will result in different
performance for those classes. For additional information about the various
classes, see "Further Information About American Century," page 30.

4 TRANSACTION AND OPERATING EXPENSE TABLE AMERICAN CENTURY INVESTMENTS

FINANCIAL HIGHLIGHTS
INTERNATIONAL GROWTH

The sale of the Institutional Class of the fund commenced on November 20,
1997. Performance information of the original class of shares, which commenced
operations on May 9, 1991, is presented on page 6.

The Financial Highlights for the period presented have been audited by
Deloitte & Touche LLP, independent auditors, whose report thereon appears in the
fund's annual report, which is incorporated by reference into the Statement of
Additional Information. The annual report contains additional performance
information and will be made available without charge upon request. The
information presented is for a share outstanding throughout the period ended
November 30.

1997(1)

PER-SHARE DATA

Net Asset Value, Beginning of Period ........................ $ 9.26
------------

Income From Investment Operations

Net Realized and Unrealized Loss
on Investment Transactions ................................ (0.04)
------------
Total From Investment Operations .......................... (0.04)
------------
Net Asset Value, End of Period .............................. $ 9.22
============

Total Return(2) ........................................... (0.43)%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ........... 1.18%(3)

Ratio of Net Investment Loss to Average Net Assets .......... (0.53)%(3)

Portfolio Turnover Rate .................................. 163%

Average Commission Paid per Share of Equity Security Traded $ 0.0069

Net Assets, End of Period (in thousands) ................... $ 18,846

- ----------

(1) November 20, 1997 (commencement of sale) through November 30, 1997.

(2) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(3) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 5

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL GROWTH

The Institutional Class of the fund was established September 3, 1996. The
financial information in this table regarding selected per-share data for the
fund reflects the performance of the fund's Investor Class of shares, which has
a total expense ratio that is 0.20% higher than the Institutional Class. Had the
Institutional Class been in existence for the fund for the time periods
presented, the fund's performance information would be higher as a result of the
lower expenses.

1997 1996 1995 1994 1993 1992 1991(1)

PER-SHARE DATA

<S> <C> <C> <C> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ....... $8.73 $7.51 $7.47 $7.34 $5.79 $5.33 $5.10
----- ----- ----- ----- ----- ----- -----

Income From Investment Operations

Net Investment Income (Loss) ............. -- (0.01)(2) 0.01 (0.04) (0.04) 0.06 0.01

From Net Investment Income ............... -- (0.01) -- -- (0.04) (0.01) --

In Excess of Net Investment Income ....... -- -- -- -- (0.15) --(3) --

Total Return(4) .......................... 18.12% 16.35% 5.93% 7.28% 31.04% 8.77% 4.51%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ...................... 1.38%(5) 1.65%(5) 1.77% 1.84% 1.90% 1.91% 1.93%(6)

Ratio of Net Investment Income (Loss)
to Average Net Assets ...................... 0.04% (0.07)% 0.25% (0.53)% (0.34)% 0.95% 0.26%(6)

Portfolio Turnover Rate .................... 163% 158% 169% 242% 255% 180% 84%

Average Commission Paid per
Share of Equity Security Traded ............ $0.0069 $0.0195 $0.0020 --(7) --(7) --(7) --(7)

Net Assets, End of Period (in thousands) ... $1,728,617 $1,342,608 $1,210,442 $1,316,642 $759,238 $215,346 $43,076
</TABLE>
- ----------
(1) May 9, 1991 (inception) through November 30, 1991.

(2) Computed using average shares outstanding throughout the period.

(3) Amount was less than $0.01 per share.

(4) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(5) The manager had voluntarily waived a portion of its management fee effective
August 1, 1996 through July 31, 1997. In absence of the management fee
waiver, the ratio of operating expenses to average net assets would have
been 1.56% and 1.76% for the years ended November 30, 1997 and November 30,
1996, respectively.

(6) Annualized.

(7) Disclosure of average commission paid per share of equity security traded
was not required prior to the year ended November 30, 1995.

6 PERFORMANCE INFORMATION OF OTHER CLASS AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
INTERNATIONAL DISCOVERY

The Institutional Class of the fund was established September 3, 1996,
however, no shares had been issued prior to the fund's fiscal year end. The
financial information in this table reflects the performance of the fund's
Investor Class of shares, which has a total expense ratio that is 0.20% higher
than the Institutional Class. Had the Institutional Class been in existence for
the fund for the time periods presented, the fund's performance information
would be higher as a result of the lower expenses.

1997 1996 1995 1994(1)
PER-SHARE DATA

<S> <C> <C> <C> <C>
Net Asset Value, Beginning of Period ............. $ 7.60 $ 5.70 $ 5.39 $ 5.00
------------- ------------- ------------- -------------
Income From Investment Operations

Net Investment Income (Loss) ..................... (0.03) (0.02)(2) 0.03 (0.02)

Net Realized and Unrealized Gain
on Investment Transactions ....................... 1.31 1.95 0.28 0.41
------------- ------------- ------------- -------------
Total From Investment Operations ................. 1.28 1.93 0.31 0.39
------------- ------------- ------------- -------------
Distributions

From Net Investment Income ....................... (0.02) (0.01) -- --

In Excess of Net Investment Income ............... -- (0.02) -- --

From Net Realized Gains on Investment Transactions (0.32) -- -- --
------------- ------------- ------------- -------------
Total Distributions .............................. (0.34) (0.03) -- --
------------- ------------- ------------- -------------
Net Asset Value, End of Period ................... $ 8.54 $ 7.60 $ 5.70 $ 5.39
============= ============= ============= =============

Total Return(3) .................................. 17.76% 34.06% 5.75% 7.80%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses
to Average Net Assets ............................ 1.70%(4) 1.88%(4) 2.00% 2.00%(5)

Ratio of Net Investment Income (Loss)
to Average Net Assets ............................ (0.37)% (0.31)% 0.27% (0.48)%(5)

Portfolio Turnover Rate .......................... 146% 130% 168% 56%

Average Commission Paid per
Share of Equity Security Traded .................. $ 0.0054 $ 0.0054 $ 0.0040 --(6)

Net Assets, End of Period (in thousands) ......... $ 626,327 $ 377,128 $ 114,579 $ 111,202
</TABLE>
- ----------

(1) April 1, 1994 (inception) through November 30, 1994.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) The manager had voluntarily waived a portion of its management fee effective
August 1, 1996 through July 31, 1997. In absence of the management fee
waiver, the ratio of operating expenses to average net assets would have
been 1.87% and1.99% for the years ended November 30, 1997 and November
30,1996, respectively.

(5) Annualized.

(6) Disclosure of average commission paid per share of equity security traded
was not required prior to the year ended November 30, 1995.

PROSPECTUS PERFORMANCE INFORMATION OF OTHER CLASS 7

PERFORMANCE INFORMATION OF OTHER CLASS
EMERGING MARKETS

The Institutional Class of the fund was established September 30, 1997,
however, no shares had been issued prior to the fund's fiscal year end. The
financial information in this table reflects the performance of the fund's
Investor class of shares, which has a total expense ratio that is 0.20% higher
than the Institutional Class. Had the Institutional Class been in existence for
the fund for the time periods presented, the fund's performance information
would be higher as a result of the lower expenses.

The Financial Highlights for the period presented, have been audited by
Deloitte & Touche LLP, independent auditors, whose report thereon appears in the
fund's annual report, which is incorporated by reference into the Statement of
Additional Information. The annual report contains additional performance
information and will be made available without charge upon request. The
information presented is for a share outstanding throughout the period ended
November 30.

1997(1)
PER-SHARE DATA

Net Asset Value, Beginning of Period ........................ $ 5.00
------------
Loss From Investment Operations

Net Investment Loss(2) ...................................... (0.01)

Net Realized and Unrealized Loss
on Investment Transactions .................................. (0.84)
------------
Total From Investment Operations ............................ (0.85)
------------
Net Asset Value, End of Period .............................. $ 4.15
============

Total Return(3) ............................................. (17.00)%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ........... 2.00%(4)

Ratio of Net Investment Loss to Average Net Assets .......... (0.74)%(4)

Portfolio Turnover Rate ..................................... 36%

Average Commission Paid per Share of Equity Security Traded . $ 0.0012

Net Assets, End of Period (in thousands) .................... $ 11,830

(1) September 30, 1997 (inception) through November 30, 1997.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gains
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

8 PERFORMANCE INFORMATION OF OTHER CLASS AMERICAN CENTURY INVESTMENTS

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

YOU SHOULD READ AND CAREFULLY CONSIDER THE INFORMATION UNDER "RISK FACTORS,"
PAGE 12, BEFORE MAKING AN INVESTMENT IN THE FUNDS.

INTERNATIONAL GROWTH

The other securities the fund may invest in are bonds, notes and debt
securities of companies and obligations of domestic or foreign governments and
their agencies. The fund will limit its purchases of debt securities to
investment-grade obligations. For long-term debt obligations this includes
securities that are rated Baa or better by Moody's Investors Service, Inc. or
BBB or better by Standard & Poor's Corporation, or that are not rated but
considered by the manager to be of equivalent quality. According to Moody's,
bonds rated Baa are medium-grade and possess some speculative characteristics. A
BBB rating by S&P indicates S&P's belief that a security exhibits a satisfactory
degree of safety and capacity for repayment, but is more vulnerable to adverse
economic conditions or changing circumstances than is the case with
higher-quality debt securities. See "An Explanation Of Fixed Income Securities
Ratings" in the Statement of Additional Information.

INTERNATIONAL DISCOVERY

DUE TO THE SIGNIFICANT RISKS ASSOCIATED WITH THE FUND'S INVESTMENT STRATEGY,
AN INVESTMENT IN THE FUND MAY NOT BE APPROPRIATE FOR ALL INVESTORS. See "Risk
Factors," page 12.

The fund may invest in securities of any type of issuer, including
closed-end investment companies,

PROSPECTUS INFORMATION REGARDING THE FUNDS 9

EMERGING MARKETS

There are no credit quality or maturity restrictions with regard to the
bonds, corporate debt securities, and government obligations in which the fund
may invest, although less than 35% of the fund's assets will be invested in
below investment grade fixed income securities. See "An Explanation of Fixed
Income Securities Ratings" in the Statement of Additional Information. Debt
securities, especially those of issuers in emerging market countries, may be of
poor quality and speculative in nature. While these securities will primarily be
chosen for their appreciation potential, the fund may also take the potential
for income into account when selecting investments.

POLICIES APPLICABLE TO ALL FUNDS

10 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

to diversify investments in a fund across a broad range of foreign issuers. The
manager defines "foreign issuer" as an issuer of securities that is domiciled
outside the United States, derives at least 50% of its total revenue from
production or sales outside the United States, or whose principal trading market
is outside the United States.

To the extent a fund assumes a defensive position, it will not be pursuing
its investment objective of capital growth.

PROSPECTUS INFORMATION REGARDING THE FUNDS 11

RISK FACTORS

INVESTING IN FOREIGN SECURITIES GENERALLY

12 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

INVESTING IN SMALLER COMPANIES

INVESTING IN EMERGING MARKET COUNTRIES

PROSPECTUS INFORMATION REGARDING THE FUNDS 13

underlying foreign security. In emerging markets countries, the funds may invest
in DRs which are structured by a bank or trust company without the sponsorship
of the underlying foreign issuer. In addition to the risks of foreign investment
applicable to the underlying securities, such unsponsored DRs may also be
subject to the risks that the foreign issuer may not be obliged to cooperate
with the bank, may not provide financial or other information to the bank, or
may dispute or refuse to recognize the ownership of the underlying securities
which may result in a loss of the fund's investment.

INVESTING IN LOWER-QUALITY DEBT INSTRUMENTS

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

For additional information, see "Additional Investment Restrictions" in the
Statement of Additional Information.

FORWARD CURRENCY EXCHANGE CONTRACTS

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

If a fund enters into a forward currency exchange contract, the fund, when
required, will instruct its custodian bank to segregate cash or liquid high-

14 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

grade securities in a separate account in an amount sufficient to cover its
obligation under the contract. Those assets will be valued at market daily, and
if the value of the segregated securities declines, additional cash or
securities will be added so that the value of the account is not less than the
amount of the fund's commitment. At any given time, no more than 10% of a fund's
assets will be committed to a segregated account in connection with portfolio
hedging transactions.

INDIRECT FOREIGN INVESTMENT

SOVEREIGN DEBT OBLIGATIONS

PORTFOLIO TURNOVER

The portfolio turnover rates of the funds are shown in the financial
information of this Prospectus.

Investment decisions to purchase and sell securities are based on the
anticipated contribution of the security in question to a fund's objectives. The
manager believes that the rate of portfolio turnover is irrelevant when it
determine a change is in order to achieve those objectives and, accordingly, the
annual portfolio turnover rate cannot be anticipated.

REPURCHASE AGREEMENTS

PROSPECTUS INFORMATION REGARDING THE FUNDS 15

FUTURES AND OPTIONS

WHEN-ISSUED SECURITIES

SHORT SALES

RULE 144A SECURITIES

With respect to securities eligible for resale under Rule 144A, the staff of
the SEC has taken the position that the liquidity of such securities in the
portfolio of

16 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

a fund offering redeemable securities is a question of fact for the Board of
Directors to determine, such determination to be based upon a consideration of
the readily available trading markets and the review of any contractual
restrictions. The staff also acknowledges that, while the Board retains ultimate
responsibility, it may delegate this function to the manager. Accordingly, the
Board has established guidelines and procedures for determining the liquidity of
Rule 144A securities and has delegated the day-to-day function of determining
the liquidity of Rule 144A securities to the manager. The Board retains the
responsibility to monitor the implementation of the guidelines and procedures it
has adopted.

Since the secondary market for such securities is limited to certain
qualified institutional investors, the liquidity of such securities may be
limited accordingly and a fund may, from time to time, hold a Rule 144A security
that is illiquid. In such an event, the funds' manager will consider appropriate
remedies to minimize the effect on such fund's liquidity. No fund may invest
more than 15% of its assets in illiquid securities (securities that may not be
sold within seven days at approximately the price used in determining the net
asset value of fund shares).

INVESTMENTS IN COMPANIES
WITH LIMITED OPERATING HISTORIES

PERFORMANCE ADVERTISING

PROSPECTUS INFORMATION REGARDING THE FUNDS 17

expected volatility or other fund characteristics, may be presented numerically,
graphically or in text. Fund performance may also be combined or blended with
other funds in our fund family, and that combined or blended performance may be
compared to the same indices to which individual funds may be compared.

18 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

HOW TO INVEST
WITH AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

The funds offered by this Prospectus are a part of the American Century
Investments family of mutual funds. Our family provides a full range of
investment opportunities, from the aggressive equity growth funds in our
Twentieth Century Group, to the fixed income funds in our Benham Group, to the
moderate risk and specialty funds in our American Century Group. Please call
1-800-345-3533 for a brochure or prospectuses for the other funds in the
American Century Investments family.

INVESTING IN AMERICAN CENTURY

If you own or are considering purchasing fund shares through an
employer-sponsored retirement plan or through a bank, broker-dealer or other
financial intermediary, the following sections, as well as the information
contained in our Investor Services Guide, may not apply to you. Please read
"Minimum Investment," page 20 and "Customers of Banks, Broker-Dealers and Other
Financial Intermediaries," page 24.

HOW TO OPEN AN ACCOUNT

You may invest in the following ways:

BY MAIL

Send a completed application and check or money order payable in U.S.
dollars to American Century Investments.

BY WIRE

You may make your initial investment by wiring funds. To do so, call us or
mail a completed application and provide your bank with the following
information:

(*) RECEIVING BANK AND ROUTING NUMBER:

Commerce Bank, N.A. (101000019)

(*) BENEFICIARY (BNF):

American Century Services Corporation

4500 Main St., Kansas City, Missouri 64111

(*) BENEFICIARY ACCOUNT NUMBER (BNF ACCT):

2804918

(*) REFERENCE FOR BENEFICIARY (RFB):

American Century account number into which you are investing. If more than
one, leave blank and see Bank to Bank Information below.

(*) ORIGINATOR TO BENEFICIARY (OBI):

Name and address of owner of account into which you are investing.

(*) BANK TO BANK INFORMATION
(BBI OR FREE FORM TEXT):

* Taxpayer identification or Social Security
number.

* If more than one account, account numbers and amount to be invested in
each account.

* Current tax year, previous tax year or rollover designation if an IRA.
Specify whether traditional IRA, Roth IRA, Education IRA, SEP-IRA,
SARSEP-IRA, SIMPLE Employer or SIMPLE Employee.

BY EXCHANGE

Call 1-800-345-3533 from 7 a.m. to 7 p.m. Central time to get information on
opening an account by

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENT 19

exchanging from another American Century account. See this page for more
information on exchanges.

IN PERSON

If you prefer to work with a representative in person, please visit one of
our Investor Centers, located at:

4500 Main Street Kansas City, Missouri 64111

4917 Town Center Drive Leawood, Kansas 66211

1665 Charleston Road Mountain View, California 94043

2000 S. Colorado Blvd. Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

BY MAIL

BY TELEPHONE

Once your account is open, you may make investments by telephone if you have
authorized us (by choosing "Full Services" on your application) to draw on your
bank account. You may call an Institutional Service Representative or use our
Automated Information Line.

BY WIRE

You may make subsequent investments by wire. Follow the wire transfer
instructions on page 19 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investor
Centers. The locations of our Investor Centers are listed on this page.

AUTOMATIC INVESTMENT PLAN

You may elect on your application to make investments automatically by
authorizing us to draw on your bank account regularly. Such investments must be
at least the equivalent of $50 per month. You also may choose an automatic
payroll or government direct deposit. If you are establishing a new account,
check the appropriate box under "Automatic Investments" on your application to
receive more information. If you would like to add a direct deposit to an
existing account, please call an Institutional Service Representative.

MINIMUM INVESTMENT

The minimum investment is $5 million ($3 million for endowments and
foundations). If you invest with us through a bank, broker-dealer or other
financial intermediary, the minimum investment requirement may be met by
aggregating the investments of various clients of your financial intermediary.
The minimum investment requirement may be waived if you or your financial
intermediary, if applicable, has an aggregate investment in our family of funds
of $10 million or more ($5 million for endowments and foundations). If your
balance or the balance of your financial intermediary, if applicable, falls
below the minimum investment requirements due to redemptions or exchanges, we
reserve the right to convert your shares to Investor Class shares of the same
fund. The Investor Class shares have a unified management fee that is 0.20%
higher than the Institutional Class shares.

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

20 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

Target Maturities Trust and at the close of the Exchange for all of our other
funds. See "When Share Price is Determined," page 25.

BY MAIL

You may direct us in writing to exchange your shares from one American
Century account to another. For additional information, please see our Investor
Services Guide.

BY TELEPHONE

You can make exchanges over the telephone if you have authorized us to
accept telephone instructions. You can authorize this by selecting "Full
Services" on your application or by calling us at 1-800-345-3533 to get the
appropriate form.

HOW TO REDEEM SHARES

Please note that a request to redeem shares in an IRA or 403(b) plan must be
accompanied by an executed IRS Form W4-P and a reason for withdrawal as
specified by the IRS.

BY MAIL

BY TELEPHONE

If you have authorized us to accept telephone instructions, you may redeem
your shares by calling an Institutional Service Representative.

BY CHECK-A-MONTH

You may redeem shares by Check-A-Month. A Check-A-Month plan automatically
redeems enough shares each month to provide you with a check in an amount you
choose (minimum $50). To set up a Check-A-Month plan, please call and request
our Check-A-Month brochure.

OTHER AUTOMATIC REDEMPTIONS

You may elect to make redemptions automatically by authorizing us to send
funds to you or to your account at a bank or other financial institution. To set
up automatic redemptions, call an Institutional Service Representative.

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 21

REDEMPTION PROCEEDS

Redemption proceeds may be sent to you in one of the following ways:

BY CHECK

BY WIRE AND ACH

You may authorize us to transmit redemption proceeds by wire or ACH. These
services will be effective 15 days after we receive the authorization.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

SIGNATURE GUARANTEE

* redeeming more than $25,000; or

* establishing or increasing a Check-A-Month or automatic transfer on an
existing account.

You can obtain a signature guarantee from a bank or trust company, credit
union, broker-dealer, securities exchange or association, clearing agency or
savings association, as defined by federal law.

We reserve the right to require a signature guarantee on any transaction, or
to change this policy at any time.

22 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

SPECIAL SHAREHOLDER SERVICES

Our special shareholder services include:

OPEN ORDER SERVICE

TAX-QUALIFIED RETIREMENT PLANS

Each fund is available for your tax-deferred retirement plan. Call or write
us and request the appropriate forms for:

* Individual Retirement Accounts (IRAs);

* 403(b)plans for employees of public school systems and non-profit
organizations; or

* Profit sharing plans and pension plans for corporations and other
employers.

If your IRA and 403(b) accounts do not total $10,000, each account is
subject to an annual $10 fee, up to a total of $30 per year.

You can also transfer your tax-deferred plan to us from another company or
custodian. Call or write us for a Request to Transfer form.

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

(2) We reserve the right to make changes to any stated investment
requirements, including those that relate to purchases, transfers and
redemptions. In addition, we may also alter, add to or terminate any
investor services and privileges. Any changes may affect all
shareholders or only certain series or classes of shareholders.

(3) Shares being acquired must be qualified for sale in your state of
residence.

(6) We have established procedures designed to assure the authenticity of
instructions received by telephone. These procedures include

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 23

requesting personal identification from callers, recording telephone
calls, and providing written confirmations of telephone transactions.
These procedures are designed to protect shareholders from unauthorized
or fraudulent instructions. If we do not employ reasonable procedures
to confirm the genuineness of instructions, then we may be liable for
losses due to unauthorized or fraudulent instructions. The company, its
transfer agent and manager will not be responsible for any loss due to
instructions they reasonably believe are genuine.

(10) We will perform special inquiries on shareholder accounts. A research
fee of $15 per hour may be applied.

REPORTS TO SHAREHOLDERS

No later than January 31 of each year, we will send you reports that you may
use in completing your U.S. income tax return. See the Investor Services Guide
for more information.

CUSTOMERS OF BANKS, BROKER-DEALERS AND OTHER
FINANCIAL INTERMEDIARIES

Information contained in our Investor Services Guide pertains to
shareholders who invest directly with American Century rather than through a
bank, broker-dealer or other financial intermediary.

If you own or are considering purchasing fund shares through a bank,
broker-dealer, or other financial intermediary, your ability to purchase,
exchange and redeem shares will depend on your agreement with, and the policies
of, such financial intermediary.

24 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

Investments by telephone pursuant to your prior authorization to us to draw
on your bank account are considered received at the time of your telephone call.

HOW SHARE PRICE IS DETERMINED

The valuation of assets for determining net asset value may be summarized as
follows:

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 25

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of International Growth and
International Discovery are published in leading newspapers daily. The net asset
value of the Investor Class of Emerging Markets will be published in newspapers
when the fund meets the minimum size requirements for listing. The net asset
value of the Institutional Class of each fund may be obtained by calling us.

DISTRIBUTIONS

THE OBJECTIVE OF THESE FUNDS IS CAPITAL APPRECIATION AND NOT THE PRODUCTION
OF DISTRIBUTIONS. YOU SHOULD MEASURE THE SUCCESS OF YOUR INVESTMENT BY THE VALUE
OF YOUR INVESTMENT AT ANY GIVEN TIME AND NOT BY THE DISTRIBUTIONS YOU RECEIVE.

For shareholders investing through taxable accounts, distributions will be
reinvested unless you elect to receive them in cash. Distributions of less than
$10 generally will be reinvested. Distributions made shortly after a purchase by
check or ACH may be held up to 15 days. You may elect to have distributions on
shares held in certain IRAs and 403(b) plans paid in cash only if you are at
least 591/2 years old or permanently and totally disabled. Distribution checks
normally are mailed within seven days after the record date. Please consult our
Investor Services Guide for further information regarding your distribution
options.

TAXES

Each fund has elected to be taxed under Subchapter M of the Internal Revenue
Code, which means that to the extent its income is distributed to shareholders,
it pays no income tax.

26 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

TAX-DEFERRED ACCOUNTS

If fund shares are purchased through tax-deferred accounts, such as a
qualified employer-sponsored retirement or savings plan (excluding
participant-directed employer-sponsored retirement plans, which are ineligible
to invest in Institutional Class shares), income and capital gains distributions
paid by the fund will generally not be subject to current taxation, but will
accumulate in your account under the plan on a tax-deferred basis.

TAXABLE ACCOUNTS

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 27

would be exempt from state income tax. However, most but not all states allow
this tax exemption to pass through to fund shareholders when a fund pays
distributions to its shareholders. You should consult your tax advisor about the
tax status of such distributions in your own state.

Redemption of shares of a fund (including redemptions made in an exchange
transaction) will be a taxable transaction for federal income tax purposes and
shareholders will generally recognize a gain or loss in an amount equal to the
difference between the basis of the shares and the amount received. Assuming
that shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and generally will be considered long-term subject to tax
at a maximum rate of 28% if shareholders have held such shares for a period of
more than 12 months but no more than 18 months and long-term subject to tax at a
maximum rate of 20% if shareholders have held such shares for a period of more
than 18 months. If a loss is realized on the redemption of fund shares, the
reinvestment in additional fund shares within 30 days before or after the
redemption may be subject to the "wash sale" rules of the Internal Revenue Code,
resulting in a postponement of the recognition of such loss for federal income
tax purposes.

MANAGEMENT
INVESTMENT MANAGEMENT

The portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the last five years are as
follows:

28 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

Vice President and Portfolio Manager for American Century. He is a member of the
teams that manage International Growth, International Discovery and the Emerging
Markets Fund. He was a member of the International Growth and International
Discovery teams at their inception in 1991.

For the services provided to the Institutional Class of the funds, the
manager receives an annual fee calculated as a percentage of the average net
assets of each of the funds as follows:

Fund Percent of Average Net Assets
- --------------------------------------------------------------------------------

International Growth 1.30% of first $1 billion
1.00% of the next $1 billion
0.90% over $2 billion

International Discovery 1.55% of first $500 million
1.20% of the next $500 million
1.00% over $1 billion

Emerging Markets Fund 1.80% of first $500 million
1.30% of the next $500 million
1.05% over $1 billion
- --------------------------------------------------------------------------------

On the first business day of each month, each fund pays a management fee to
the manager for the previous month at the specified rate. The fee for the
previous month is calculated by multiplying the applicable fee for each fund by
the aggregate average daily closing value of each fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

Many other investment companies may refer to or publicize an "investment
management fee" or "management fee" paid by the company to its manager. However,
most such companies also use fund assets to pay for certain expenses of the fund
in addition to the stated management fee. In contrast, the management fee paid
to the manager includes payment for almost all fund expenses, with the
exceptions noted. Therefore, potential investors who attempt to compare the
expenses of these funds to the expenses of other funds should be careful to
compare only the ratio of total expenses to average net assets contained in the
financial information found on pages 5-8 of this Prospectus to the same ratio of
the other funds.

CODE OF ETHICS

The funds and the manager have adopted a Code of Ethics that restricts
personal investing practices by employees of the manager and its affiliates.
Among other provisions, the Code of Ethics requires that employees with access
to information about the purchase or sale of securities in the funds' portfolios
obtain preclearance before executing personal trades. With respect to Portfolio
Managers and other investment personnel, the Code of Ethics prohibits
acquisition of securities in an initial public offering, as well as profits
derived from the purchase and sale of the same security within 60 calendar days.
These provisions are designed to ensure that the interests of fund shareholders
come before the interests of the people who manage those funds.

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City,
Missouri 64111, acts as transfer agent and dividend-paying agent for the funds.
It pro-

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 29

vides facilities, equipment and personnel to the funds, and is paid for such
services by the manager.

DISTRIBUTION OF FUND SHARES

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century World Mutual Funds, Inc., the issuer of the funds, was
organized as a Maryland corporation on December 28, 1990.

American Century offers four classes of the funds: an Investor Class, an
Institutional Class, a Service Class, and the Advisor Class. The shares offered
by this Prospectus are Institutional Class shares and have no up-front charges,
commissions or 12b-1 fees.

The Investor Class is primarily made available to retail investors. The
Service Class and Advisor Class are primarily offered to institutional investors
or through institutional distribution channels, such as employer-sponsored
retirement plans or through banks, broker-dealers, insurance companies or other

30 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

financial intermediaries. The other classes have different fees, expenses and/or
minimum investment requirements than the Institutional Class. The difference in
the fee structures among the classes is the result of their separate
arrangements for shareholder and distribution services and not the result of any
difference in amounts charged by the manager for core investment advisory
services. Accordingly, the core investment advisory expenses do not vary by
class. Different fees and expenses will affect performance. For additional
information concerning the Investor class of shares, call one of our Investor
Services Representatives at 1-800-345-2021. For information concerning the
Service or Advisor Classes of shares, call one of our Institutional Service
Representatives at 1-800-345-3533 or contact a sales representative or financial
intermediary who offers those classes of shares.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 31

NOTES

32 NOTES AMERICAN CENTURY INVESTMENTS

NOTES

NOTES 33

P.O. BOX 419385
KANSAS CITY, MISSOURI
64141-6385

INSTITUTIONAL SERVICES:
1-800-345-3533 OR 816-531-5575

TELECOMMUNICATIONS DEVICE FOR THE DEAF:
1-800-345-1833 OR 816-444-3038

FAX: 816-340-4655

WWW.AMERICANCENTURY.COM

[american century logo(reg.sm)]
American
Century(reg.tm)

9803 [recycled logo]
SH-BKT-11755 Recycled
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION

[american century logo(reg.sm)]
American
Century(reg.tm)

APRIL 1, 1998

TWENTIETH

CENTURY

GROUP

International Growth

International Discovery

Emerging Markets

STATEMENT OF ADDITIONAL INFORMATION

APRIL 1, 1998

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

This Statement is not a prospectus but should be read in conjunction with the
current Prospectus of American Century World Mutual Funds, Inc., dated April 1,
1998. Please retain this document for future reference. To obtain the
Prospectus, call American Century toll free at 1-800-345-2021 (international
calls: 816-531-5575), or write to P.O. Box 419200, Kansas City, Missouri
64141-6200, or access our Web site (www.americancentury.com).

TABLE OF CONTENTS

Investment Objectives of the Funds ......................................... 2
Additional Investment Restrictions ......................................... 2
Forward Currency Exchange Contracts ........................................ 3
An Explanation of Fixed Income Securities Ratings .......................... 4
Short Sales ................................................................ 6
Portfolio Lending .......................................................... 6
Portfolio Turnover ......................................................... 6
Officers and Directors ..................................................... 7
Management ................................................................. 8
Custodians ................................................................. 10
Independent Auditors ....................................................... 10
Capital Stock .............................................................. 10
Multiple Class Structure ................................................... 10
Brokerage .................................................................. 13
Performance Advertising .................................................... 13
Redemptions in Kind ........................................................ 15
Holidays ................................................................... 15
Financial Statements ....................................................... 15

STATEMENT OF ADDITIONAL INFORMATION 1

INVESTMENT OBJECTIVES OF THE FUNDS

The investment objective of each fund comprising American Century World
Mutual Funds, Inc. is described on page 2 of the Prospectus. In seeking to
achieve its objective, a fund must conform to certain policies, some of which
are designated in the Prospectus or in this Statement of Additional Information
as "fundamental" and cannot be changed without shareholder approval. The
following paragraph is also a statement of fundamental policy with respect to
selection of investments.

In general, within the restrictions outlined herein, American Century has
broad powers with respect to investing funds or holding them uninvested.
Investments are varied according to what is judged advantageous under changing
economic conditions. It is our policy to retain maximum flexibility in
management without restrictive provisions as to the proportion of one or another
class of securities that may be held, subject to the investment restrictions
described below. It is the manager's intention that each fund will generally
consist of common stocks. However, subject to the specific limitations
applicable to a fund, the manager may invest the assets of each fund in varying
amounts in other instruments and in senior securities, such as bonds,
debentures, preferred stocks and convertible issues, when such a course is
deemed appropriate in order to attempt to attain its financial objective.

ADDITIONAL INVESTMENT RESTRICTIONS

Additional fundamental policies that may be changed only with shareholder
approval provide as follows:

(1) The funds shall not issue senior securities, except as permitted under
the Investment Company Act of 1940.

(2) The funds shall not borrow money, except that the funds may borrow
money for temporary or emergency purposes (not for leveraging or
investment) in an amount not exceeding 331/3% of a fund's total assets
(including the amount borrowed) less liabilities (other than
borrowings).

(3) The funds shall not lend any security or make any other loan if, as a
result, more than 331/3% of a fund's total assets would be lent to
other parties, except, (i) through the purchase of debt securities in
accordance with its investment objective, policies and limitations, or
(ii) by engaging in repurchase agreements with respect to portfolio
securities.

(4) The funds shall not concentrate their investments in securities of
issuers in a particular industry (other than securities issued or
guaranteed by the U.S. government or any of its agencies or
instrumentalities).

(5) The funds shall not purchase or sell real estate unless acquired as a
result of ownership of securities or other instruments. This policy
shall not prevent a fund from investment in securities or other
instruments backed by real estate or securities of companies that deal
in real estate or are engaged in the real estate business.

(6) The funds shall not act as an underwriter of securities issued by
others, except to the extent that a fund may be considered an
underwriter within the meaning of the Securities Act of 1933 in the
disposition of restricted securities.

(7) The funds shall not purchase or sell physical commodities unless
acquired as a result of ownership of securities or other instruments;
provided that this limitation shall not prohibit the funds from
purchasing or selling options and futures contracts or from investing
in securities or other instruments backed by physical commodities.

(8) The funds shall not invest for purposes of exercising control over
management.

In addition, the funds have adopted the following non-fundamental investment
restrictions:

(1) As an operating policy, a fund shall not purchase additional investment
securities at any time during which outstanding borrowings exceed 5% of
the total assets of the fund.

(2) As an operating policy, a fund may not purchase any security or enter
into a repurchase agreement if, as a result, more than 15% of its net
assets would be invested in repurchase agreements not entitling the
holder to payment of principal and interest within seven days and in
securities that are illiquid by virtue of legal or

2 AMERICAN CENTURY INVESTMENTS

contractual restrictions on resale or the absence of a readily
available market.

(3) As an operating policy, a fund shall not sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and
amount to the securities sold short, and provided that transaction in
futures contracts and options are not deemed to constitute selling
securities short.

(4) As an operating policy, a fund shall not purchase securities on margin,
except that the fund may obtain such short-term credits as are
necessary for the clearance of transactions, and provided that margin
payments in connection with futures contracts and options on futures
contracts shall not constitute purchasing securities on margin.

The Investment Company Act imposes certain additional restrictions upon
acquisition by the funds of securities issued by insurance companies,
broker-dealers, underwriters or investment advisors, and upon transactions with
affiliated persons as therein defined. It also defines and forbids the creation
of cross and circular ownership. Neither the Securities and Exchange Commission
nor any other agency of the federal or state government participates in or
supervises the management of the funds or their investment practices or
policies.

The Investment Company Act also provides that the funds may not invest more
than 25% of their assets in the securities of issuers engaged in a single
industry. In determining industry groups for purposes of this restriction, the
SEC ordinarily uses the Standard Industry Classification codes developed by the
United States Office of Management and Budget. In the interest of ensuring
adequate diversification, the funds monitor industry concentration using a more
restrictive list of industry groups than that recommended by the SEC. The funds
believe that these classifications are reasonable and are not so broad that the
primary economic characteristics of the companies in a single class are
materially different. The use of these more restrictive industry classifications
may, however, cause the funds to forego investment possibilities that may
otherwise be available to them under the Investment Company Act.

FORWARD CURRENCY EXCHANGE CONTRACTS

The funds conduct their foreign currency exchange transactions either on a
spot (i.e., cash) basis at the spot rate prevailing in the foreign currency
exchange market, or through entering into forward foreign currency exchange
contracts to purchase or sell foreign currencies.

Each fund expects to use forward contracts under two circumstances:

(1) When the manager wishes to "lock in" the U.S. dollar price of a
security when the fund is purchasing or selling a security denominated
in a foreign currency, the fund would be able to enter into a forward
contract to do so; or

(2) When the manager believes that the currency of a particular foreign
country may suffer a substantial decline against the U.S. dollar, the
fund would be able to enter into a forward contract to sell foreign
currency for a fixed U.S. dollar amount approximating the value of some
or all of the fund's portfolio securities either denominated in, or
whose value is tied to, such foreign currency.

As to the first circumstance, when a fund enters into a trade for the
purchase or sale of a security denominated in a foreign currency, it may be
desirable to establish (lock in) the U.S. dollar cost or proceeds. By entering
into forward contracts in U.S. dollars for the purchase or sale of a foreign
currency involved in an underlying security transaction, the fund will be able
to protect itself against a possible loss between trade and settlement dates
resulting from the adverse change in the relationship between the U.S. dollar
and the subject foreign currency.

Under the second circumstance, when the manager believes that the currency
of a particular country may suffer a substantial decline relative to the U.S.
dollar, a fund could enter into a forward contract to sell for a fixed dollar
amount the amount in foreign currencies approximating the value of some or all
of its portfolio securities either denominated in, or whose value is tied to,
such foreign currency. The fund will place cash or high-grade liquid securities
in a separate account with its custodian in an amount sufficient to cover its
obligation under the contract. If the value of the securities placed in the
separate account declines,

STATEMENT OF ADDITIONAL INFORMATION 3

additional cash or securities will be placed in the account on a daily basis so
that the value of the account equals the amount of the fund's commitments with
respect to such contracts.

The precise matching of forward contracts in the amounts and values of
securities involved generally would not be possible since the future values of
such foreign currencies will change as a consequence of market movements in the
values of those securities between the date the forward contract is entered into
and the date it matures. Predicting short-term currency market movements is
extremely difficult, and the successful execution of short-term hedging strategy
is highly uncertain. Normally, consideration of the prospect for currency
parities will be incorporated into the long-term investment decisions made with
respect to overall diversification strategies. However, the manager believes
that it is important to have flexibility to enter into such forward contracts
when it determines that a fund's best interests may be served.

Generally, a fund will not enter into a forward contract with a term of
greater than one year. At the maturity of the forward contract, the fund may
either sell the portfolio security and make delivery of the foreign currency, or
it may retain the security and terminate the obligation to deliver the foreign
currency by purchasing an "offsetting" forward contract with the same currency
trader obligating the fund to purchase, on the same maturity date, the same
amount of the foreign currency.

It is impossible to forecast with absolute precision the market value of
portfolio securities at the expiration of the forward contract. Accordingly, it
may be necessary for a fund to purchase additional foreign currency on the spot
market (and bear the expense of such purchase) if the market value of the
security is less than the amount of foreign currency the fund is obligated to
deliver and if a decision is made to sell the security and make delivery of the
foreign currency the fund is obligated to deliver.

AN EXPLANATION OF FIXED INCOME SECURITIES RATINGS

As described in the Prospectus, the funds may invest in fixed income
securities. International Growth may invest only in investment-grade
obligations, while International Discovery and the Emerging Markets Fund may
invest in bonds, corporate debt securities and governmental obligations without
regard to credit quality restrictions if such obligations are determined by the
manager to be sound investments.

Fixed income securities ratings provide the manager with a current
assessment of the credit rating of an issuer with respect to a specific fixed
income security. The following is a description of the rating categories
utilized by the rating services referenced in the Prospectus disclosure.

The following summarizes the ratings used by Standard & Poor's Corporation
for bonds:

AAA -- This is the highest rating assigned by S&P to a debt obligation and
indicates an extremely strong capacity to pay interest and repay principal.

AA -- Debt rated AA is considered to have a very strong capacity to pay
interest and repay principal and differs from AAA issues only to a small
degree.

A -- Debt rated A has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes
in circumstances and economic conditions than debt in higher-rated
categories.

BBB -- Debt rated BBB is regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to pay interest and repay
principal for debt in this category than in higher-rated categories.

BB -- Debt rated BB has less near-term vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or
exposure to adverse business, financial or economic conditions that could
lead to inadequate capacity to meet timely interest and principal payments.
The BB rating category also is used for debt subordinated to senior debt
that is assigned an actual or implied BBB- rating.

B -- Debt rated B has a greater vulnerability to default but currently has
the capacity to meet interest payments and principal repayments. Adverse
business, financial or economic conditions will likely impair capacity or
willingness to pay interest

4 AMERICAN CENTURY INVESTMENTS

and repay principal. The B rating category is also used for debt
subordinated to senior debt that is assigned an actual or implied BB or BB-
rating.

CCC -- Debt rated CCC has a currently identifiable vulnerability to default
and is dependent upon favorable business, financial and economic conditions
to meet timely payment of interest and repayment of principal. In the event
of adverse business, financial or economic conditions, it is not likely to
have the capacity to pay interest and repay principal. The CCC rating
category is also used for debt subordinated to senior debt that is assigned
an actual or implied B or B- rating.

CC -- The rating CC typically is applied to debt subordinated to senior debt
that is assigned an actual or implied CCC rating.

C -- The rating C typically is applied to debt subordinated to senior debt,
which is assigned an actual or implied CCC- debt rating. The C rating may be
used to cover a situation where a bankruptcy petition has been filed, but
debt service payments are continued.

CI -- The rating CI is reserved for income bonds on which no interest is
being paid.

D -- Debt rated D is in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due even if
the applicable grace period has not expired, unless S&P believes that such
payments will be made during such grace period. The D rating also will be
used upon the filing of a bankruptcy petition if debt service payments are
jeopardized.

To provide more detailed indications of credit quality, the ratings from AA
to CCC may be modified by the addition of a plus or minus sign to show relative
standing within these major rating categories.

The following summarizes the ratings used by Moody's Investors Service, Inc.
for bonds:

AAA -- Bonds that are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to
as "gilt edge." Interest payments are protected by a large or by an
exceptionally stable margin, and principal is secure. While the various
protective elements are likely to change, such changes as can be visualized
are most unlikely to impair the fundamentally strong position of such
issues.

AA -- Bonds that are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group, they comprise what generally are
known as high-grade bonds. They are rated lower than the best bonds because
margins of protection may not be as large as in Aaa securities, or
fluctuation of protective elements may be of greater amplitude, or there may
be other elements present that make the long-term risk appear somewhat
larger than the Aaa securities.

A -- Bonds that are rated A possess many favorable investment attributes and
are to be considered as upper-medium-grade obligations. Factors giving
security to principal and interest are considered adequate but elements may
be present that suggest a susceptibility to impairment some time in the
future.

BAA -- Bonds that are rated Baa are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest
payments and principal security appear adequate for the present but certain
protective elements may be lacking or may be characteristically unreliable
over any great length of time. Such bonds lack outstanding investment
characteristics and in fact have speculative characteristics, as well.

BA -- Bonds that are rated Ba are judged to have speculative elements; their
future cannot be considered as well-assured. Often the protection of
interest and principal payments may be very moderate, and thereby not well
safeguarded, during both good and bad times in the future. Uncertainty of
position characterizes bonds in this class.

B -- Bonds that are rated B generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance
of other terms of the contract over any long period of time may be small.

CAA -- Bonds that are rated Caa are of poor standing. Such issues may be in
default, or there may be present elements of danger with respect to
principal or interest.

CA -- Bonds that are rated Ca represent obligations that are speculative in
a high degree. Such issues are often in default or have other marked
shortcomings.

STATEMENT OF ADDITIONAL INFORMATION 5

C -- Bonds that are rated C are the lowest rated class of bonds, and issues
so rated can be regarded as having extremely poor prospects of ever
attaining any real investment standing.

Moody's applies numerical modifiers 1, 2 and 3 in each generic rating
category from Aa through B. The modifier 1 indicates that the bond being rated
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.

SHORT SALES

A fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short.

In a short sale, the seller does not immediately deliver the securities sold
and is said to have a short position in those securities until delivery occurs.
To make delivery to the purchaser, the executing broker borrows the securities
being sold short on behalf of the seller. While the short position is
maintained, the seller collateralizes its obligation to deliver the securities
sold short in an amount equal to the proceeds of the short sale plus an
additional margin amount established by the Board of Governors of the Federal
Reserve. If a fund engages in a short sale, the collateral account will be
maintained by the fund's custodian. While the short sale is open, the fund will
maintain in a segregated custodial account an amount of securities convertible
into or exchangeable for such equivalent securities at no additional cost. These
securities would constitute the fund's long position.

A fund may make a short sale, as described above, when it wants to sell the
security it owns at a current attractive price, but also wishes to defer
recognition of gain or loss for federal income tax purposes and for purposes of
satisfying certain tests applicable to regulated investment companies under the
Internal Revenue Code. In such a case, any future losses in the fund's long
position should be reduced by a gain in the short position. The extent to which
such gains or losses are reduced would depend upon the amount of the security
sold short relative to the amount the fund owns. There will be certain
additional transaction costs associated with short sales, but the fund will
endeavor to offset these costs with income from the investment of the cash
proceeds of short sales.

PORTFOLIO LENDING

In order to realize additional income, a fund may lend its portfolio
securities. Such loans may not exceed one-third of the fund's net assets valued
at market except (i) through the purchase of debt securities in accordance with
its investment objective, policies and limitations, or (ii) by engaging in
repurchase agreements with respect to portfolio securities.

PORTFOLIO TURNOVER

In order to achieve its investment objective, the manager will purchase and
sell securities without regard to the length of time the security has been held.
Accordingly, a fund's rate of portfolio turnover may be substantial.

The funds intend to purchase a given security whenever the manager believes
it will contribute to the stated objective of a fund. In order to achieve a
fund's investment objective, the manager will sell a given security, no matter
for how long or for how short a period it has been held in the portfolio, and no
matter whether the sale is at a gain or at a loss, if the manager believes that
it is not fulfilling its purpose, either because, among other things, it did not
live up to the manager's expectations, or because it may be replaced with
another security holding greater promise, or because it has reached its optimum
potential, or because of a change in the circumstances of a particular company
or industry or in general economic conditions, or because of some combination of
such reasons.

When a general decline in security prices is anticipated, a fund may
decrease or eliminate entirely its equity position and increase its cash
position, and when a rise in price levels is anticipated, a fund may increase
its equity position and decrease its cash position. However, it should be
expected that each fund will, under most circumstances, be essentially fully
invested in equity securities.

Since investment decisions are based on the anticipated contribution of the
security in question to a fund's objectives, the rate of portfolio turnover is
irrelevant when the manager believes a change is in order to achieve those
objectives, and a fund's annual portfolio turnover rate cannot be anticipated
and may be

6 AMERICAN CENTURY INVESTMENTS

comparatively high. This disclosure regarding portfolio turnover is a statement
of fundamental policy and may be changed only by a vote of the shareholders.

Since the manager does not take portfolio turnover rate into account in
making investment decisions, (1) the manager has no intention of accomplishing
any particular rate of portfolio turnover, whether high or low, and (2) the
portfolio turnover rates should not be considered as a representation of the
rates that will be attained in the future.

OFFICERS AND DIRECTORS

The principal officers and directors of the corporation, their ages (listed
in parentheses), principal business experience during the past five years, and
their affiliations with the funds' investment manager, American Century
Investment Management, Inc. and its transfer agent, American Century Services
Corporation, are listed below. The address at which each director and officer
below may be contacted is American Century Tower, 4500 Main Street, Kansas City,
Missouri 64111. All persons named as officers of the Corporation also serve in
similar capacities for other funds advised by the manager. Those directors that
are "interested persons" as defined in the Investment Company Act of 1940 are
indicated by an asterisk(*).

JAMES E. STOWERS JR.* (74), Chairman of the Board and Director; Chairman of
the Board, Director and controlling shareholder of American Century Companies,
Inc., parent corporation of American Century Investment Management, Inc. and
American Century Services Corporation; Chairman of the Board and Director of
American Century Investment Management, Inc. and American Century Services
Corporation; father of James E. Stowers III.

JAMES E. STOWERS III* (39), Director; Chief Executive Officer and Director,
American Century Companies, Inc., American Century Investment Management, Inc.
and American Century Services Corporation.

THOMAS A. BROWN (58), Director; Director of Plains States Development,
Applied Industrial Technologies, Inc., a corporation engaged in the sale of
bearings and power transmission products.

ROBERT W. DOERING, M.D. (64), Director; retired, formerly general surgeon.

ANDREA C. HALL, PH.D. (53), Director; Senior Vice President and Associate
Director, Midwest Research Institute.

D. D. (DEL) HOCK (63), Director; retired, formerly Chairman, Public Service
Company of Colorado; Director, ServiceTech, Inc., Hathaway Corporation and J.D.
Edwards & Company.

DONALD H. PRATT (60), Vice Chairman of the Board and Director; President and
Director, Butler Manufacturing Company.

LLOYD T. SILVER JR. (70), Director; President, LSC, Inc., manufacturer's
representative.

M. JEANNINE STRANDJORD (52), Director; Senior Vice President and Treasurer,
Sprint Corporation; Director, DST Systems, Inc..

RICHARD W. INGRAM (42), President; Executive Vice President and Director of
Client Services and Treasury Administration of Funds Distributor, Inc. (FDI).
Mr. Ingram joined FDI in 1995. Prior to joining FDI, Mr. Ingram served as Vice
President and Division Manager for First Data Investor Services Group, Inc.
(from March 1994 to November 1995) and before that as Vice President, Assistant
Treasurer and Tax Director-Mutual Funds of The Boston Company, Inc. (from 1989
to 1994).

MARYANNE ROEPKE, CPA (42), Vice President, Treasurer and Principal
Accounting Officer; Vice President, American Century Services Corporation.

PATRICK A. LOOBY (39), Vice President; Vice President, American Century
Services Corporation.

CHRISTOPHER J. KELLEY (33), Vice President; Vice President and Associate
General Counsel of FDI. Prior to joining FDI, Mr. Kelley served as Assistant
Counsel at Forum Financial Group (from April 1994 to July 1996) and before that
as a compliance officer for Putnam Investments (from 1992 to 1994).

MARY A. NELSON (33), Vice President; Vice President and Manager of Treasury
Services and Administration of FDI. Prior to joining FDI, Ms. Nelson served as
Assistant Vice President and Client Manager for The Boston Company, Inc. (from
1989 to 1994).

ROBERT J. LEACH, CPA (31), Controller.

The Board of Directors has established four standing committees: the
Executive Committee, the Audit Committee, the Compliance Committee and the
Nominating Committee.

STATEMENT OF ADDITIONAL INFORMATION 7

Messrs. Stowers Jr. (chairman), Stowers III and Pratt constitute the
Executive Committee of the Board of Directors. The committee performs the
functions of the Board of Directors between meetings of the Board, subject to
the limitations on its power set out in the Maryland Corporation Law, and except
for matters required by the Investment Company Act to be acted upon by the whole
Board.

Ms. Strandjord (chairman), Dr. Doering and Mr. Hock constitute the Audit
Committee. The functions of the Audit Committee include recommending the
engagement of the funds' independent auditors, reviewing the arrangements for
and scope of the annual audit, reviewing comments made by the independent
auditors with respect to internal controls and the considerations given or the
corrective action taken by management, and reviewing nonaudit services provided
by the independent auditors.

Messrs. Brown (chairman), Pratt, Silver and Dr. Hall constitute the
Compliance Committee. The functions of the Compliance Committee include
reviewing the results of the funds' compliance testing program, reviewing
quarterly reports from the manager to the Board regarding various compliance
matters and monitoring the implementation of the funds' Code of Ethics,
including any violations thereof.

The Nominating Committee has as its principal role the consideration and
recommendation of individuals for nomination as directors. The names of
potential director candidates are drawn from a number of sources, including
recommendations from members of the Board, management and shareholders. This
committee also reviews and makes recommendations to the Board with respect to
the composition of Board committees and other Board-related matters, including
its organization, size, composition, responsibilities, functions and
compensation. The members of the nominating committee are Messrs. Pratt
(chairman), Hock and Stowers III.

The Directors of the corporation also serve as Directors for other funds
advised by the manager. Each Director who is not an "interested person" as
defined in the Investment Company Act receives for service as a member of the
Board of all six of such companies an annual director's fee of $44,000, and an
additional fee of $1,000 per regular Board meeting attended and $500 per special
Board meeting and committee meeting attended. In addition, those directors who
are not "interested persons" and serve as chairman of a committee of the Board
of Directors receive an additional $2,000 for such services. These fees and
expenses are divided among the six investment companies based upon their
relative net assets. Under the terms of the management agreement with the
manager, the funds are responsible for paying such fees and expenses.

Set forth below is the aggregate compensation paid for the periods indicated
by the Corporation and by the American Century family of funds as a whole to
each Director who is not an "interested person" as defined in the Investment
Company Act.

Aggregate Total Compensation from
Compensation from the American Century
Director the Corporation(1) Family of Funds(2)
- --------------------------------------------------------------------------------

Thomas A. Brown $2,569 $60,000
Robert W. Doering, M.D. 2,492 49,500
Andrea C. Hall(3) 190 8,833
D. D. (Del) Hock 2,491 49,500
Linsley L. Lundgaard(3) 2,396 42,333
Donald H. Pratt 2,569 60,000
Lloyd T. Silver Jr. 2,465 49,000
M. Jeannine Strandjord 2,500 48,833
- --------------------------------------------------------------------------------

(1) Includes compensation paid by the corporation for the fiscal year ended
November 30, 1997.

(2) Includes compensation paid by the 13 investment company members of the
American Century family of funds for the calendar year ended December 31,
1997.

(3) Andrea Hall replaced Linsley Lundgaard as an independent director effective
November 1, 1997.

Those Directors who are "interested persons," as defined in the Investment
Company Act, receive no fee as such for serving as a Director. The salaries of
such individuals, who are also officers of the funds, are paid by the manager.

MANAGEMENT

A description of the responsibilities and method of compensation of the
funds' manager, American Century Investment Management, Inc., appears in the
Prospectus under the heading, "Management."

During the three most recent fiscal years, the total management fees earned
by to the manager, net of fees voluntarily waived, were as follows:

8 AMERICAN CENTURY INVESTMENTS

Years Ended
FUND November 30,
- --------------------------------------------------------------------------------

1997 1996 1995
- --------------------------------------------------------------------------------

INTERNATIONAL GROWTH

Management fees $ 22,689,978 $ 21,271,619 $ 21,967,586

Average net assets 1,638,863,569 1,289,561,744 1,240,949,990

INTERNATIONAL DISCOVERY

Management fees 9,602,636 4,421,277 2,260,979

Average net assets 564,142,831 235,583,979 113,067,308

EMERGING MARKETS

Management fees 33,065 - -
Average net assets 9,721,852 - -
- --------------------------------------------------------------------------------

Included in the table above are the following management fees earned by the
manager on the Advisor and Institutional Class shares:

Years Ended
FUND November 30,
- --------------------------------------------------------------------------------

1997 1996
- --------------------------------------------------------------------------------

INTERNATIONAL GROWTH

Advisor $ 73,143 $ 6,276

Institutional 5,752 -
- --------------------------------------------------------------------------------

The management agreement shall continue in effect until the earlier of the
expiration of two years from the date of its execution or until the first
meeting of shareholders following such execution and for as long thereafter as
its continuance is specifically approved at least annually by (i) the funds'
Board of Directors, or by the vote of a majority of the outstanding votes (as
defined in the Investment Company Act), and (ii) by the vote of a majority of
the Directors of the funds who are not parties to the agreement or interested
persons of the manager, cast in person at a meeting called for the purpose of
voting on such approval.

The management agreement provides that it may be terminated at any time
without payment of any penalty by the funds' Board of Directors, or by a vote of
a majority of the funds' shareholders, on 60 days' written notice to the
manager, and that it shall be automatically terminated if it is assigned.

The management agreement provides that the manager shall not be liable to
the funds or its shareholders for anything other than willful misfeasance, bad
faith, gross negligence or reckless disregard of its obligations or duties.

The management agreement also provides that the manager and its officers,
directors and employees may engage in other business, devote time and attention
to any other business whether of a similar or dissimilar nature, and render
services to others.

Certain investments may be appropriate for the funds and also for other
clients advised by the manager. Investment decisions for the funds and other
clients are made with a view to achieving their respective investment objectives
after consideration of such factors as their current holdings, availability of
cash for investment and the size of their investment generally. A particular
security may be bought or sold for only one client or fund, or in different
amounts and at different times for more than one but less than all clients or
funds. In addition, purchases or sales of the same security may be made for two
or more clients or funds on the same date. Such transactions will be allocated
among clients or funds in a manner believed by the manager to be equitable to
each. In some cases this procedure could have an adverse effect on the price or
amount of the securities purchased or sold by a fund.

The manager may aggregate purchase and sale orders of the funds with
purchase and sale orders of its other clients when the manager believes that
such aggregation provides the best execution for the funds. The funds' Board of
Directors has approved the policy of the manager with respect to the aggregation
of portfolio transactions. Where portfolio transactions have been aggregated,
the funds participate at the average share price for all transactions in that
security on a given day and share transaction costs on a pro rata basis. The
manager will not aggregate portfolio transactions of the funds unless it
believes such aggregation is consistent with its duty to seek best execution on
behalf of the funds and the terms of the management agreement. The manager
receives no additional compensation or remuneration as a result of such
aggregation.

In addition to managing the funds, on February 27, 1998, the manager was
acting as an investment advisor to 10 institutional accounts with an aggregate
value of $384,566,799. While each of these clients has unique investment
restrictions and guidelines, some have elected to have their portfolios managed
in a manner similar to the portfolio of an existing fund. Accordingly, any time
a security is being bought or sold for the fund, it may also be bought or sold
for any

STATEMENT OF ADDITIONAL INFORMATION 9

institutional accounts being managed in a similar manner with a similar
investment objective. The manager anticipates acquiring additional such accounts
in the future.

American Century Services Corporation provides physical facilities,
including computer hardware and software and personnel, for the day-to-day
administration of the funds and of the manager. The manager pays American
Century Services Corporation for such services.

As stated in the Prospectus, all of the stock of American Century Services
Corporation and American Century Investment Management, Inc. is owned by
American Century Companies, Inc.

CUSTODIANS

UMB Bank, N.A., 10th and Grand, Kansas City, Missouri 64105, and Commerce
Bank, N.A., 1000 Walnut, Kansas City, Missouri 64105, each serves as custodian
of the assets of the funds. The custodians take no part in determining the
investment policies of the funds or in deciding which securities are purchased
or sold by the funds. The funds, however, may invest in certain obligations of
the custodians and may purchase or sell certain securities from or to the
custodians.

INDEPENDENT AUDITORS

Deloitte & Touche LLP, 1010 Grand Avenue, Kansas City, Missouri 64106, was
appointed to serve as the independent auditors to examine the financial
statements of the funds commencing with the fiscal year ended November 30, 1997.
As the independent auditors of the funds, Deloitte & Touche provides services
including (1) audit of the annual financial statements, (2) assistance and
consultation in connection with SEC filings and (3) review of the annual federal
income tax return filed for each fund.

CAPITAL STOCK

The funds' capital stock is described in the Prospectus under the heading,
"Further Information About American Century."

The corporation currently has three series of shares outstanding. Each
series of shares is further divided into four classes. See "Multiple Class
Structure," this page. The funds may in the future issue additional series or
classes of shares without a vote of the shareholders. The assets belonging to
each series or class of shares are held separately by the custodian and the
shares of each series or class represent a beneficial interest in the principal,
earnings and profits (or losses) of investment and other assets held for that
series or class. Your rights as a shareholder are the same for all series or
classes of securities unless otherwise stated. Within their respective series or
class, all shares have equal redemption rights. Each share, when issued, is
fully paid and non-assessable. Each share, irrespective of series or class, is
entitled to one vote for each dollar of net asset value represented by such
share on all questions.

In the event of complete liquidation or dissolution of the funds,
shareholders of each series or class of shares shall be entitled to receive, pro
rata, all of the assets less the liabilities of that series or class.

As of February 27, 1998, in excess of 5% of the outstanding shares of the
following funds were owned of record by:

NAME OF SHAREHOLDER

FUND AND PERCENTAGE
- --------------------------------------------------------------------------------

International
Growth Charles Schwab & Co.
San Francisco, California - 10.1%

International
Discovery Charles Schwab & Co.
San Francisco, California - 5.0%

Emerging
Markets American Century Companies, Inc.
Kansas City, Missouri - 21.0%

United Missouri Bank as Trustee for American
Century Services Corporation Stock Option
Surrender Plan
Kansas City, Missouri -- 7.1%
- --------------------------------------------------------------------------------

MULTIPLE CLASS STRUCTURE

The funds' Board of Directors has adopted a multiple class plan (the
"Multiclass Plan") pursuant to Rule 18f-3 adopted by the SEC. Pursuant to such
plan, the funds may issue up to four classes of shares: an Investor Class, an
Institutional Class, a Service Class and an Advisor Class.

The Investor Class is made available to investors directly without any load
or commission, for a single

10 AMERICAN CENTURY INVESTMENTS

unified management fee. The Institutional, Service and Advisor Classes are made
available to institutional shareholders or through financial intermediaries that
do not require the same level of shareholder and administrative services from
the manager as Investor Class shareholders. As a result, the manager is able to
charge these classes a lower management fee. In addition to the management fee,
however, Service Class shares are subject to a Shareholder Services Plan
(described on this page), and the Advisor Class shares are subject to a Master
Distribution and Shareholder Services Plan (described on page 12). Both plans
have been adopted by the funds' Board of Directors and initial shareholder in
accordance with Rule 12b-1 adopted by the SEC under the Investment Company Act.

RULE 12B-1

Rule 12b-1 permits an investment company to pay expenses associated with the
distribution of its shares in accordance with a plan adopted by the investment
company's Board of Directors and approved by its shareholders. Pursuant to such
rule, the Board of Directors and initial shareholders of the funds' Service
Class and Advisor Class have approved and entered into a Shareholder Services
Plan, with respect to the Service Class, and a Master Distribution and
Shareholder Services Plan, with respect to the Advisor Class (collectively, the
"Plans"). Both Plans are described below.

In adopting the Plans, the Board of Directors (including a majority of
directors who are not "interested persons" of the funds [as defined in the
Investment Company Act], hereafter referred to as the "independent directors")
determined that there was a reasonable likelihood that the Plans would benefit
the funds and the shareholders of the affected classes. Pursuant to Rule 12b-1,
information with respect to revenues and expenses under the Plans is presented
to the Board of Directors quarterly for its consideration in connection with its
deliberations as to the continuance of the Plans. Continuance of the Plans must
be approved by the Board of Directors (including a majority of the independent
directors) annually. The Plans may be amended by a vote of the Board of
Directors (including a majority of the independent directors), except that the
Plans may not be amended to materially increase the amount to be spent for
distribution without majority approval of the shareholders of the affected
class. The Plans terminate automatically in the event of an assignment and may
be terminated upon a vote of a majority of the independent directors or by vote
of a majority of the outstanding voting securities of the affected class.

All fees paid under the Plans will be made in accordance with Section 26 of
the Rules of Fair Practice of the National Association of Securities Dealers.

SHAREHOLDER SERVICES PLAN

As described in the Prospectus, the funds' Service Class of shares is made
available to participants in employer-sponsored retirement or savings plans and
to persons purchasing through financial intermediaries, such as banks,
broker-dealers and insurance companies. In such circumstances, certain
recordkeeping and administrative services that are provided by the funds'
transfer agent for the Investor Class shareholders may be performed by a plan
sponsor (or its agents) or by a financial intermediary. To enable the funds'
shares to be made available through such plans and financial intermediaries, and
to compensate them for such services, the funds' manager has reduced its
management fee by 0.25% per annum with respect to the Service Class shares and
the funds' Board of Directors has adopted a Shareholder Services Plan. Pursuant
to the Shareholder Services Plan, the Service Class shares pay a shareholder
services fee of 0.25% annually of the aggregate average daily net assets of the
funds' Service Class shares.

The manager and the funds' distributor, Funds Distributor, Inc., (the
"Distributor") enter into contracts with each financial intermediary for the
provision of certain shareholder services and utilizes the shareholder services
fees received under the Shareholder Services Plan to pay for such services.
Payments may be made for a variety of shareholder services, including, but are
not limited to, (1) receiving, aggregating and processing purchase, exchange and
redemption requests from beneficial owners (including contract owners of
insurance products that utilize the funds as underlying investment media) of
shares and placing purchase, exchange and redemption orders with the
Distributor; (2) providing shareholders with a service that invests the assets
of their accounts in shares pursuant to specific or pre-autho-

STATEMENT OF ADDITIONAL INFORMATION 11

rized instructions; (3) processing dividend payments from a fund on behalf of
shareholders and assisting shareholders in changing dividend options, account
designations and addresses; (4) providing and maintaining elective services such
as wire transfer services; (5) acting as shareholder of record and nominee for
beneficial owners; (6) maintaining account records for shareholders and/or other
beneficial owners; (7) issuing confirmations of transactions; (8) providing
subaccounting with respect to shares beneficially owned by customers of third
parties or providing the information to a fund as necessary for such
subaccounting; (9) preparing and forwarding shareholder communications from the
funds (such as proxies, shareholder reports, annual and semiannual financial
statements and dividend, distribution and tax notices) to shareholders and/or
other beneficial owners; (10) providing other similar administrative and
sub-transfer agency services; and (11) paying "service fees" for the provision
of personal, continuing services to investors, as contemplated by the Rules of
Fair Practice of the NASD (collectively referred to as "Shareholder Services").
Shareholder Services do not include those activities and expenses that are
primarily intended to result in the sale of additional shares of the funds.

MASTER DISTRIBUTION AND SHAREHOLDER SERVICES PLAN

As described in the Prospectus, the funds' Advisor Class of shares is also
made available to participants in employer-sponsored retirement or savings plans
and to persons purchasing through financial intermediaries, such as banks,
broker-dealers and insurance companies. The Distributor enters into contracts
with various banks, broker-dealers, insurance companies and other financial
intermediaries with respect to the sale of the funds' shares and/or the use of
the funds' shares in various investment products or in connection with various
financial services.

As with the Service Class, certain recordkeeping and administrative services
that are provided by the funds' transfer agent for the Investor Class
shareholders may be performed by a plan sponsor (or its agents) or by a
financial intermediary for shareholders in the Advisor Class. In addition to
such services, the financial intermediaries provide various distribution
services.

To enable the funds' shares to be made available through such plans and
financial intermediaries, and to compensate them for such services, the funds'
manager has reduced its management fee by 0.25% per annum with respect to the
Advisor Class shares and the funds' Board of Directors has adopted a Master
Distribution and Shareholder Services Plan (the "Distribution Plan"). Pursuant
to such Plan, the Advisor Class shares pay a fee of 0.50% annually of the
aggregate average daily net assets of the funds' Advisor Class shares, 0.25% of
which is paid for Shareholder Services (as described above) and 0.25% of which
is paid for distribution services.

Distribution services include any activity undertaken or expense incurred
that is primarily intended to result in the sale of Advisor Class shares, which
services may include but are not limited to, (1) the payment of sales
commissions, ongoing commissions and other payments to brokers, dealers,
financial institutions or others who sell Advisor Class shares pursuant to
Selling Agreements; (2) compensation to registered representatives or other
employees of Distributor who engage in or support distribution of the funds'
Advisor Class shares; (3) compensation to, and expenses (including overhead and
telephone expenses) of, Distributor; (4) the printing of prospectuses,
statements of additional information and reports for other than existing
shareholders; (5) the preparation, printing and distribution of sales literature
and advertising materials provided to the funds' shareholders and prospective
shareholders; (6) receiving and answering correspondence from prospective
shareholders, including distributing prospectuses, statements of additional
information and shareholder reports; (7) the providing of facilities to answer
questions from prospective investors about fund shares; (8) complying with
federal and state securities laws pertaining to the sale of fund shares; (9)
assisting investors in completing application forms and selecting dividend and
other account options; (10) the providing of other reasonable assistance in
connection with the distribution of fund shares; (11) the organizing and
conducting of sales seminars and payments in the form of transactional
compensation or promotional incentives; (12) profit on the foregoing; (13) the
payment of "service fees" for the provision of personal, continuing services to
investors, as contemplated by

12 AMERICAN CENTURY INVESTMENTS

the Rules of Fair Practice of the NASD; and (14) such other distribution and
services activities as the manager determines may be paid for by the funds
pursuant to the terms of this Agreement and in accordance with Rule 12b-1 of the
Investment Company Act.

BROKERAGE

Under the management agreement between the funds and the manager, the
manager has the responsibility of selecting brokers to execute portfolio
transactions. The funds' policy is to secure the most favorable prices and
execution of orders on its portfolio transactions. So long as that policy is
met, the manager may take into consideration the factors discussed under this
caption when selecting brokers.

The manager receives statistical and other information and services without
cost from brokers and dealers. The manager evaluates such information and
services, together with all other information that it may have, in supervising
and managing the investments of the funds. Because such information and services
may vary in amount, quality and reliability, their influence in selecting
brokers varies from none to very substantial. The manager proposes to continue
to place some of the funds' brokerage business with one or more brokers who
provide information and services. Such information and services provided to the
manager will be in addition to and not in lieu of services required to be
performed for the funds by the manager. The manager does not utilize brokers
that provide such information and services for the purpose of reducing the
expense of providing required services to the funds.

In the fiscal years ended November 30, 1997, 1996 and 1995, the brokerage
commissions for each fund were as follows:

Years Ended November 30,
- --------------------------------------------------------------------------------

FUND 1997 1996 1995
- --------------------------------------------------------------------------------

INTERNATIONAL GROWTH $10,870,947 $9,717,846 $12,351,904

INTERNATIONAL DISCOVERY 5,153,755 2,886,323 1,434,299

EMERGING MARKETS 57,986 - -
- --------------------------------------------------------------------------------

The brokerage commissions paid by the funds may exceed those which another
broker might have charged for effecting the same transactions, because of the
value of the brokerage and research services provided by the broker. Research
services furnished by brokers through whom the funds effects securities
transactions may be used by the manager in servicing all of its accounts, and
not all such services may be used by the manager in managing the portfolios of
the funds.

The staff of the SEC has expressed the view that the best price and
execution of over-the-counter transactions in portfolio securities may be
secured by dealing directly with principal market makers, thereby avoiding the
payment of compensation to another broker. In certain situations, the officers
of the funds and the manager believe that the facilities, expert personnel and
technological systems of a broker enable the funds to secure as good a net price
by dealing with a broker instead of a principal market maker, even after payment
of the compensation to the broker. The funds normally place their
over-the-counter transactions with principal market makers, but also may deal on
a brokerage basis when utilizing electronic trading networks or as circumstances
warrant.

PERFORMANCE ADVERTISING

FUND PERFORMANCE

Individual fund performance may be compared to various indices including the
Standard & Poor's 500 Index, the Dow Jones World Index, the IFC Global Composite
Index and the Morgan Stanley Capital International Europe, Australia, Far East
EAFE(reg.tm) Index (EAFE Index).

Average annual total return is calculated by determining cumulative total
return for the stated period and then computing the annual compound return that
would produce the cumulative total return if the funds' performance had been
constant over that period. Cumulative total return includes all elements of
return, including reinvestment of dividends and capital gains distributions.
Annualization of the funds' return assumes that the partial year performance
will be constant throughout the period. Actual returns through the period may be
greater or less than the annualized data.

The following tables set forth the average annual total return for the
various classes of the funds for the periods indicated.

STATEMENT OF ADDITIONAL INFORMATION 13

From Inception
FUND 1 year 5 year Inception Date
- --------------------------------------------------------------------------------

INTERNATIONAL GROWTH
Investor Class 18.12% 15.42% 13.75% 5/9/91
Advisor Class 17.97% - 19.04% 10/2/96
Institutional Class - - (0.43)% 11/20/97

INTERNATIONAL DISCOVERY
Investor Class 17.76% - 17.46% 4/1/94

EMERGING MARKETS
Investor Class - - (17.00)% 9/30/97
- --------------------------------------------------------------------------------

The funds may also advertise average annual total return over periods of
time other than one, five and 10 years and cumulative total return over various
time periods.

The following table shows the cumulative total return of the Investor Class
of shares of the funds since their respective dates of inception.

Cumulative Total
FUND Return Since Inception
- --------------------------------------------------------------------------------

INTERNATIONAL GROWTH 132.66%

INTERNATIONAL DISCOVERY 79.98%

EMERGING MARKETS (17.00)%
- --------------------------------------------------------------------------------

In addition to the standardized one-, five-, and 10-year (inception)
periods, the funds may also advertise performance information for other periods
(such as quarterly or three-year). The funds will use the same methodology in
calculating performance information for such other periods as it uses in
computing performance information for the standardized periods. Performance
information for Advisor Class shares will be calculated using the same
methodology described under the heading "Multiple Class Performance
Advertising," this page.

ADDITIONAL PERFORMANCE COMPARISONS

Investors may judge the performance of the funds by comparing their
performance to the performance of other mutual funds or mutual fund portfolios
with comparable investment objectives and policies through various mutual fund
or market indices such as the EAFE(reg.tm) Index and those prepared by Dow Jones
& Co., Inc., Standard & Poor's Corporation, Shearson Lehman Brothers, Inc. and
The Russell 2000 Index, and to data prepared by Lipper Analytical Services,
Inc., Morningstar, Inc. and the Consumer Price Index. Comparisons also may be
made to indices or data published in Money, Forbes, Barron's, The Wall Street
Journal, The New York Times, Business Week, Pensions and Investments, USA Today
and other similar publications or services. In addition to performance
information, general information about the funds that appears in a publication
such as those mentioned above or in the Prospectus under the heading
"Performance Advertising" may be included in advertisements and in reports to
shareholders.

PERMISSIBLE ADVERTISING INFORMATION

From time to time, the funds may, in addition to any other permissible
information, include the following types of information in advertisements,
supplemental sales literature and reports to shareholders: (1) discussions of
general economic or financial principles (such as the effects of compounding and
the benefits of dollar-cost averaging); (2) discussions of general economic
trends; (3) presentations of statistical data to supplement such discussions;
(4) descriptions of past or anticipated portfolio holdings for one or more of
the funds; (5) descriptions of investment strategies for one or more of the
funds; (6) descriptions or comparisons of various savings and investment
products (including, but not limited to, qualified retirement plans and
individual stocks and bonds), which may or may not include the funds; (7)
comparisons of investment products (including the funds) with relevant market or
industry indices or other appropriate benchmarks; (8) discussions of fund
rankings or ratings by recognized rating organizations; and (9) testimonials
describing the experience of persons who have invested in one or more of the
funds. The funds also may include calculations, such as hypothetical compounding
examples, which describe hypothetical investment results in such communications.
Such performance examples will be based on an express set of assumptions and are
not indicative of the performance of any of the funds.

MULTIPLE CLASS PERFORMANCE ADVERTISING

Pursuant to the Multiple Class Plan, the funds may issue additional classes
of existing funds or introduce new funds with multiple classes available for
purchase. To the extent a new class is added to an existing fund, the manager
may, in compliance with SEC and NASD rules, regulations and guidelines, market

14 AMERICAN CENTURY INVESTMENTS

the new class of shares using the historical performance information of the
original class of shares. When quoting performance information for the new class
of shares for periods prior to the first full quarter after inception, the
original class' performance will be restated to reflect the expenses of the new
class and for periods after the first full quarter after inception, actual
performance of the new class will be used.

REDEMPTIONS IN KIND

The funds' policy with regard to large redemptions is described in the
Prospectus under the heading "Special Requirements for Large Redemptions."

The corporation has elected to be governed by Rule 18f-1 under the
Investment Company Act, pursuant to which the funds are obligated to redeem
shares solely in cash up to the lesser of $250,000 or 1% of the net asset value
of a fund during any 90-day period for any one shareholder. Should redemptions
by any shareholder exceed such limitation, the funds will have the option of
redeeming the excess in cash or in kind. If shares are redeemed in kind, the
redeeming shareholder might incur brokerage costs in converting the assets to
cash. The securities delivered will be selected at the sole discretion of the
manager. Such securities will not necessarily be representative of the entire
portfolio and may be securities that the manager regards as least desirable. The
method of valuing portfolio securities used to make redemptions in kind will be
the same as the method of valuing portfolio securities described in the
prospectus under the heading "How Share Price is Determined," and such valuation
will be made as of the same time the redemption price is determined.

HOLIDAYS

The funds do not determine the net asset value of their shares on days when
the New York Stock Exchange is closed. Currently, the Exchange is closed on
Saturdays and Sundays, and on holidays, namely New Year's Day, Martin Luther
King Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving and Christmas.

FINANCIAL STATEMENTS

The financial statements of the funds, including the Statements of Assets
and Liabilities and the Statements of Operations for the fiscal year ended
November 30, 1997, and the Statements of Changes in Net Assets for the fiscal
years ended November 30, 1997, and 1996, are included in the Annual Report to
shareholders, which is incorporated herein by reference. You may receive copies
of the Annual Report without charge upon request to American Century at the
address and phone number shown on page 1 of this Statement of Additional
Information.

STATEMENT OF ADDITIONAL INFORMATION 15

P.O. Box 419200
Kansas City, Missouri
64141-6200

Investor Services:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-444-3485

Fax: 816-340-7962

www.americancentury.com

[american century logo(reg.sm)]
American
Century(reg.tm)

9803 [recycled logo]
SH-BKT-11757 Recycled
<PAGE>
PART C OTHER INFORMATION

ITEM 24. Financial Statements and Exhibits

(a) Financial Statements:

(i) Financial Statements filed in Part A of Registration
Statement:

1. Financial Highlights

(ii) Financial Statements filed in Part B of the Registration
Statement (each of the following financial statements is
contained in the Registrant's Annual Report dated November
30, 1997, which is incorporated by reference in Part B of
this Registration Statement):

1. Statement of Assets and Liabilities at November 30,
1997.

2. Statement of Operations for the year ended November 30,
1997.

3. Statement of Changes in Net Assets for the years ended
November 30, 1997 and 1996.

4. Notes to Financial Statements as of November 30, 1997.

5. Schedule of Investments as of November 30, 1997.

6. Independent Auditors' Report dated January 13, 1998.

(b) Exhibits (all exhibits not filed herewith are being incorporated
herein by reference).

1. (a) Articles of Incorporation of Twentieth Century World
Investors, Inc. (filed electronically as an Exhibit to
Post-Effective Amendment No. 6 to the Registration Statement
on March 29, 1996, File No. 33-39242).

(b) Articles of Amendment of Twentieth Century World
Investors, Inc., dated August 10, 1993 (filed herewith as
EX-99.B1b).

(c) Articles Supplementary of Twentieth Century World
Investors, Inc., dated November 8, 1993 (filed
electronically as an Exhibit to Post-Effective Amendment No.
6 to the Registration Statement on March 29, 1996, File No.
33-39242).

(d) Articles Supplementary of Twentieth Century World
Investors, Inc., dated April 24, 1995 (filed electronically
as an Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No.
33-39242).

(e) Articles Supplementary of Twentieth Century World
Investors, Inc., dated March 11, 1996 filed electronically
as an Exhibit to Post-Effective Amendment No. 7 to the
Registration Statement on June 13, 1996, File No. 33-39242).

(f) Articles Supplementary of Twentieth Century World
Investors, Inc., dated September 9, 1996 (filed herewith as
EX-99.B1f).

(g) Articles of Amendment of Twentieth Century World
Investors, Inc. dated December 2, 1996 (filed electronically
as an Exhibit to Post-Effective Amendment No. 8 to the
Registration Statement on March 31, 1997, File No.
33-39242).

(h) Articles Supplementary of American Century World Mutual
Funds, Inc. dated December 2, 1996 (filed electronically as
an Exhibit to Post-Effective Amendment No. 8 to the
Registration Statement on March 31, 1997, File No.
33-39242).

2. (a) By-Laws of Twentieth Century World Investors, Inc.
(filed electronically as an Exhibit to Post-Effective
Amendment No. 6 to the Registration Statement on March 29,
1996, File No. 33-39242.

(b) Amendment to By-Laws of American Century World Mutual
Funds, Inc. (filed electronically as an Exhibit to
Post-Effective Amendment No. 9 on Form N-1A of American
Century Capital Portfolios, Inc., File No. 33-64872).

3. Voting Trust Agreements - None.

4. Specimen copy of stock certificate (filed electronically as
an Exhibit to Post-Effective Amendment No. 8 to the
Registration Statment on March 31, 1997, File No. 33-39242).

5. Management Agreement between American Century World Mutual
Funds, Inc. and American Century Investment Management, Inc.
dated August 1, 1997 (filed herein as EX-99.B5).

6. Distribution Agreement between American Century World Mutual
Funds, Inc. and Funds Distributor, Inc. dated January 15,
1998 (filed electronically as an Exhibit to Post-Effective
Amendment No. 28 on Form N-1A of American Century Target
Maturities Trust, File No. 2-94608).

7. Bonus and Profit Sharing Plan, Etc. - None.

8. (a) Custody Agreement by and between Twentieth Century World
Investors, Inc. and UMB Bank, N.A. (filed electronically as
an Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No.
33-39242).

(b) Amendment No. 1 to Custody Agreement by and between
Twentieth Century World Investors, Inc. and UMB Bank, N.A.,
dated January 25, 1996 (filed electronically as an Exhibit
to Post-Effective Amendment No. 6 to the Registration
Statement on March 29, 1996, File No. 33-39242).

(c) Master Agreement by and between Twentieth Century
Services, Inc. and Commerce Bank, N. A. dated January 22,
1997 (filed electronically as a part of Post-Effective
Amendment No. 76 to the Registration Statement on Form N-1A
of American Century Mutual Funds, Inc., File No. 2-14213).

9. Transfer Agency Agreement dated as of March 1, 1991, by and
between Twentieth Century World Investors, Inc. and
Twentieth Century Services, Inc. (filed electronically as an
Exhibit to Post-Effective Amendment No. 6 to the
Registration Statement on March 29, 1996, File No.
33-39242).

10. Opinion and consent of Counsel (filed herewith as
EX-99.B10).

11. (a) Consent of Deloitte & Touche LLP (filed herewith as
EX-99.B11a).

(b) Consent of Ernst & Young LLP (filed herewith as
EX-99.B11b).

12. Annual Report of the Registrant dated November 30, 1997
(filed electronically on January 23, 1998, File No.
33-39242).

13. Agreements for Initial Capital, Etc. - None.

14. Model Retirement Plans (filed as Exhibits 14a-d to
Pre-Effective Amendment No. 4, File No. 33-39242, and
incorporated herein by reference).

15. (a) Master Distribution and Shareholder Services Plan of
Twentieth Century Capital Portfolios, Inc., Twentieth
Century Investors, Inc., Twentieth Century Strategic Asset
Allocations, Inc. and Twentieth Century World Investors,
Inc. (Advisor Class) dated September 3, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No.
9 on Form N-1A of American Century Capital Portfilios, Inc.,
File No. 33-64872).

(b) Amendment No. 1 to Master Distribution and Shareholder
Services Plan of American Century Capital Portfolios, Inc.,
American Century Mutual Funds, Inc., American Century
Strategic Asset Allocations, Inc. and American Century World
Mutual Funds, Inc. (Advisor Class) dated June 13, 1997
(filed electronically as an exhibit to Post-Effective
Amendment No. 77 on Form N-1A of American Century Mutual
Funds, Inc., Commission File No. 2-14213).

(c) Amendment No. 2 to Master Distribution and Shareholder
Services Plan of American Century Capital Portfolios, Inc.,
American Century Mutual Funds, Inc., American Century
Strategic Asset Allocations, Inc. and American Century World
Mutual Funds, Inc. (Advisor Class) dated September 30, 1997
(filed electronically as an exhibit to Post-Effective
Amendment No. 78 on Form N-1A of American Century Mutual
Funds, Inc., Commission File No. 2-14213).

(d) Shareholder Services Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc.,
Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Service Class)
dated September 3, 1996 (filed electronically as an Exhibit
to Post-Effective Amendment No. 9 on Form N-1A of American
Century Capital Portfolios, Inc., File No. 33-64872).

16. Schedule of Computation for Performance Advertising
Quotations (filed herewith as EX-99.B16).

17. Power of Attorney (filed herewith as Exhibit 99.B17).

18. (a) Multiple Class Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc.,
Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. dated September 3,
1996 (filed electronically as an Exhibit to Post-Effective
Amendment No. 9 on Form N-1A of American Century Capital
Portfolios, Inc, File No. 33-64872).

(b) Amendment No. 1 to Multiple Class Plan of American
Century Capital Portfolios, Inc., American Century Mutual
Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. dated
June 13, 1997 (filed electronically as an exhibit to
Post-Effective Amendment No. 77 on Form N-1A of American
Century Mutual Funds, Inc., Commission File No. 2-14213).

(c) Amendment No. 2 to Multiple Class Plan of American
Century Capital Portfolios, Inc., American Century Mutual
Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. dated
September 30, 1997 (filed electronically as an exhibit to
Post-Effective Amendment No. 78 on Form N-1A of American
Century Mutual Funds, Inc., Commission File No. 2-14213).

27. (a) Financial Data Schedule for American Century - Twentieth
Century International Growth Fund (filed herewith as
EX-27.1.1).

(b) Financial Data Schedule for American Century - Twentieth
Century International Discovery Fund (filed herewith as
EX-27.1.2).

(c) Financial Data Schedule for American Century - Twentieth
Century Emerging Markets Fund (filed herewith as EX-27.1.3).

ITEM 25 Persons Controlled by or Under Common Control with Registrant - None.

ITEM 26 Number of Holders of Securities

Number of Record Holders
As of February 27, 1998
Investor Institutional Advisor
Title of Series Class Class Class
--------------- ------------------------------------

American Century - Twentieth Century
International Growth Fund 99,672 2 20

American Century - Twentieth Century
International Discovery Fund 20,157 0 0

American Century - Twentieth Century
Emerging Markets Fund 742 0 0

ITEM 27 Indemnification

The Registrant is a Maryland Corporation. Section 2-418 of the
Maryland General Corporation Law allows a Maryland corporation to
indemnify its officers, directors, employees and agents to the extent
provided in such statute.

Article XIII of the Registrant's Articles of Incorporation, requires
the indemnification of the Registrant's directors and officers to the
extent permitted by Section 2-418 of the Maryland General Corporation
Law, the Investment Company Act of 1940 and all other applicable laws.

The Registrant has purchased an insurance policy insuring its officers
and directors against certain liabilities which such officers and
directors may incur while acting in such capacities and providing
reimbursement to the Registrant for sums which it may be permitted or
required to pay to its officers and directors by way of
indemnification against such liabilities, subject in either case to
clauses respecting deductibility and participation.

ITEM 28 Business and Other Connections of Investment Advisor.

American Century Investment Management, Inc., the investment advisor,
is engaged in the business of managing investments for registered
investment companies, deferred compensation plans and other
institutional investors.

ITEM 29 Principal Underwriters.

(a) Funds Distributor, Inc. (the "Distributor") acts as principal
underwriter for the following investment companies.

American Century California Tax-Free and Municipal Funds
American Century Capital Portfolios, Inc.
American Century Government Income Trust
American Century International Bond Funds
American Century Investment Trust
American Century Municipal Trust
American Century Mutual Funds, Inc.
American Century Premium Reserves, Inc.
American Century Quantitative Equity Funds
American Century Strategic Asset Allocations, Inc.
American Century Target Maturities Trust
American Century Variable Portfolios, Inc.
American Century World Mutual Funds, Inc.
BJB Investment Funds
The Brinson Funds
Dresdner RCM Capital Funds, Inc.
Dresdner RCM Equity Funds, Inc.
Harris Insight Funds Trust
HT Insight Funds, Inc. d/b/a Harris Insight Funds
J.P. Morgan Institutional Funds
J.P. Morgan Funds
The JPM Series Trust
The JPM Series Trust II
LaSalle Partners Funds, Inc.
Monetta Fund, Inc.
Monetta Trust
The Montgomery Funds
The Montgomery Funds II
The Munder Framlington Funds Trust
The Munder Funds Trust
The Munder Funds, Inc.
Orbitex Group of Funds
St. Clair Funds, Inc.
The Skyline Funds
Waterhouse Investors Family of Funds, Inc.
WEBS Index Fund, Inc.

The Distributor is registered with the Securities and Exchange
Commission as a broker-dealer and is a member of the National
Association of Securities Dealers. The Distributor is located at
60 State Street, Suite 1300, Boston, Massachusetts 02109. The
Distributor is an indirect wholly-owned subsidiary of Boston
Institutional Group, Inc., a holding company all of whose
outstanding shares are owned by key employees.

(b) The following is a list of the executive officers, directors and
partners of the Distributor:

<TABLE>
Name and Principal Business Positions and Offices with Positions and Offices with
Address* Underwriter Registrant

<S> <C> <C>
Marie E. Connolly Director, President and Chief none
Executive Officer

Richard W. Ingram Executive Vice President President, Principal Executive
and Principal Financial Officer

Donald R. Roberson Executive Vice President none

William S. Nichols Executive Vice President none

Michael S. Petrucelli Senior Vice President none

Joseph F. Tower, III Director, Senior Vice President, none
Treasurer and Chief Financial
Officer

Paula R. David Senior Vice President none

Allen B. Closser Senior Vice President none

Bernard A. Whalen Senior Vice President none

William J. Nutt Director none
- --------------------
* All addresses are 60 State Street, Suite 1300, Boston, Massachusetts 02109
</TABLE>

ITEM 30 Location of Accounts and Records

All accounts, books and other documents required to be maintained by
Section 31(a) of the 1940 Act, and the rules promulgated thereunder,
are in the possession of Registrant, American Century Services
Corporation and American Century Investment Management, Inc., all
located at American Century Tower, 4500 Main Street, Kansas City,
Missouri 64111.

ITEM 31 Management Services - None.

ITEM 32 Undertakings.

(a) Not applicable.

(b) Not applicable.

(c) The Registrant hereby undertakes to furnish each person to whom a
prospectus is delivered with a copy of the Registrant's latest
annual report to shareholders, upon request and without charge.

(d) The Registrant hereby undertakes that it will, if requested to do
so by the holders of at least 10% of the Registrant's outstanding
votes, call a meeting of shareholders for the purpose of voting
upon the question of the removal of a director and to assist in
communication with other shareholders as required by Section
16(c).
<PAGE>
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, American Century World Mutual Funds, Inc., the
Registrant, certifies that it has duly caused this Post-Effective Amendment No.
9 to its Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Kansas City, State of Missouri on the
30th day of March, 1998.

American Century World Mutual Funds, Inc.
(Registrant)

By:/s/David H. Reinmiller
David H. Reinmiller,
Assistant General Counsel

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 9 has been signed below by the following persons in
the capacities and on the dates indicated.

Signature Title Date

*Richard W. Ingram President, Principal Executive March 30, 1998
Richard W. Ingram and Principal Financial Officer

*Maryanne Roepke Vice President, Treasurer and March 30, 1998
Maryanne Roepke Principal Accounting Officer

*James E. Stowers, Jr. Director March 30, 1998
James E. Stowers, Jr.

*James E. Stowers III Director March 30, 1998
James E. Stowers III

*Thomas A. Brown Director March 30, 1998
Thomas A. Brown

*Robert W. Doering, M.D. Director March 30, 1998
Robert W. Doering, M.D.

*Andrea C. Hall, Ph.D. Director March 30, 1998
Andrea C. Hall, Ph.D.

*Donald H. Pratt Director March 30, 1998
Donald H. Pratt

*Lloyd T. Silver, Jr. Director March 30, 1998
Lloyd T. Silver, Jr.

*M. Jeannine Strandjord Director March 30, 1998
M. Jeannine Strandjord

*D. D. (Del) Hock Director March 30, 1998
D. D. (Del) Hock

*By /s/David H. Reinmiller
David H. Reinmiller
Attorney-in-Fact

EXHIBIT INDEX

American Century World Mutual Funds, Inc.

Exhibit Description of Document
Number

EX-99.B1a Articles of Incorporation of Twentieth Century World Investors,
Inc. (filed as a part of Post-Effective Amendment No. 6 to the
Registration Statement on Form N-1A of the Registrant, File No.
33-39242, filed March 29, 1996 and incorporated herein by
reference).

EX-99.B1b Articles of Amendment of Twentieth Century World Investors, Inc.
dated August 10, 1993 is included herein.

EX-99.B1c Articles Supplementary of Twentieth Century World Investors,
Inc., dated November 8, 1993 (filed as a part of Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 29, 1996 and
incorporated herein by reference).

EX-99.B1d Articles Supplementary of Twentieth Century World Investors,
Inc., dated April 24, 1995 (filed as a part of Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 29, 1996 and
incorporated herein by reference).

EX-99.B1e Articles Supplementary of Twentieth Century World Investors,
Inc., dated March 11, 1996 (filed as a part of Post-Effective
Amendment No. 7 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed June 13, 1996 and
incorporated herein by reference).

Ex-99.B1f Articles Supplementary of Twentieth Century World Investors, Inc.
dated September 9, 1996 is included herein.

EX-99.B1g Articles of Amendment of Twentieth Century World Investors, Inc.
dated December 2, 1996 (filed as a part of Post-Effective
Amendment No. 8 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 31, 1997 and
incorporated herein by reference).

EX-99.B1h Articles Supplementary of American Century World Mutual Funds,
Inc. dated December 2, 1996 (filed as a part of Post-Effective
Amendment No. 8 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 31, 1997 and
incorporated herein by reference).

EX-99.B2a By-Laws of Twentieth Century World Investors, Inc. (filed as a
part of Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A of the Registrant, File No. 33-39242,
filed March 29, 1996 and incorporated herein by reference).

Ex-99.B2b Amendment to By-Laws of American Century World Mutual Funds, Inc.
(filed as a part of Post-Effective Amendment No. 9 to the
Registration Statement on Form N-1A of American Century Capital
Portfolios, Inc., File No. 33-64872, filed February 17, 1998 and
incorporated herein by reference).

EX-99.B4 Specimen Certificate representing shares of common stock of
American Century World Mutual Funds, Inc. (filed as a part of
Post-Effective Amendment No. 8 to the Registration Statement on
Form N-1A of the Registrant, File No. 33-39242, filed March 31,
1997 and incorporated herein by reference).

EX-99.B5 Management Agreement between American Century World Mutual Funds,
Inc. and American Century Investment Management, Inc. dated
August 1, 1997 is included herein.

EX-99.B6 Distribution Agreement between American Century World Mutual
Funds, Inc. and Funds Distributor, Inc. dated January 15, 1998
(filed as a part of Post-Effective Amendment No. 28 to the
Registration Statement on Form N-1A of American Century Target
Maturities Trust, File No. 2-94608, filed on January 30, 1998,
and incorporated herein by reference).

EX-99.B8a Custody Agreement by and between Twentieth Century World
Investors, Inc. and UMB Bank, N.A. (filed as a part of
Post-Effective Amendment No. 6 to the Registration Statement on
Form N-1A of the Registrant, File No. 33-39242, filed March 29,
1996 and incorporated herein by reference).

EX-99.B8b Amendment No. 1 to Custody Agreement by and between Twentieth
Century World Investors, Inc. and UMB Bank, N.A., dated January
25, 1996 (filed as a part of Post-Effective Amendment No. 6 to
the Registration Statement on Form N-1A of the Registrant, File
No. 33-39242, filed March 29, 1996 and incorporated herein by
reference).

EX-99.B8c Master Agreement by and between Twentieth Century Services, Inc.
and Commerce Bank, N. A. dated January 22, 1997 (filed as a part
of Post-Effective Amendment No. 76 to the Registration Statement
on Form N-1A of American Century Mutual Funds, Inc., File No.
2-14213, filed February 28, 1997 and incorporated herein by
reference).

EX-99.B9 Transfer Agency Agreement dated as of March 1, 1991, by and
between Twentieth Century World Investors, Inc. and Twentieth
Century Services, Inc. (filed as a part of Post-Effective
Amendment No. 6 to the Registration Statement on Form N-1A of the
Registrant, File No. 33-39242, filed March 29, 1996 and
incorporated herein by reference).

EX-99.B10 Opinion and consent of Counsel.

EX-99.B11a Consent of Deloitte & Touche LLP.

EX-99.B11b Consent of Ernst & Young LLP.

EX-99.B12a Annual Report of the Registrant dated November 30, 1997 (filed
January 23, 1998, File No. 33-39242, and incorporated herein by
reference).

EX-99.B14 Model Retirement Plans (filed as Exhibits 14a-d to Pre-Effective
Amendment No. 4 to the Registration Statement on Form N-1A, File
No. 33-39242, and incorporated herein by reference).

EX-99.B15a Master Distribution and Shareholder Services Plan of Twentieth
Century Capital Portfolios, Inc., Twentieth Century Investors,
Inc., Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Advisor Class) dated
September 3, 1996 (filed as a part of Post-Effective Amendment
No. 9 to the Registration Statement on Form N-1A of American
Century Capital Portfolios, Inc., File No. 33-64872, filed
February 17, 1998 and incorporated herein by reference).

EX-99.B15b Shareholder Services Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc., Twentieth
Century Strategic Asset Allocations, Inc. and Twentieth Century
World Investors, Inc. (Service Class) dated September 3, 1996
(filed as a part of Post-Effective Amendment No. 9 to the
Registration Statement on Form N-1A of American Century Capital
Portfolios, Inc., File No. 33-64872, filed February 17, 1998 and
incorporated herein by reference).

EX-99.B16 Schedule of Computation for Performance Advertising Quotations.

EX-99.B17 Power of Attorney dated January 23, 1998 is included herein.

EX-99.B18a Multiple Class Plan of Twentieth Century Capital Portfolios,
Inc., Twentieth Century Investors, Inc., Twentieth Century
Strategic Asset Allocations, Inc. and Twentieth Century World
Investors, Inc. dated September 3, 1996 (filed as a part of
Post-Effective Amendment No. 9 to the Registration Statement on
Form N-1A of American Century Capital Portfolios, Inc., File No.
33-64872, filed February 17, 1998 and incorporated herein by
reference).

EX-99.B18b Amendment No. 1 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated June 13, 1997 (filed as a
part of Post-Effective Amendment No. 77 to the Registration
Statment on Form N-1A of American Century Mutual Funds, Inc.,
File No. 2-14213, filed on July 17, 1997 and incorporated herein
by reference).

EX-99.B18c Amendment No. 2 to Multiple Class Plan of American Century
Capital Portfolios, Inc., American Century Mutual Funds, Inc.,
American Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. dated September 30, 1997 (filed
as a part of Post-Effective Amendment No. 78 to the Registration
Statement on Form N-1A of American Century Mutual Funds, Inc.,
File No. 2-14213, filed on February 26, 1998 and incorporated
herein by reference).

EX-27.1.1 Financial Data Schedule for American Century - Twentieth Century
International Growth Fund.

EX-27.1.2 Financial Data Schedule for American Century - Twentieth Century
International Discovery Fund.

EX-27.1.3 Financial Data Schedule for American Century - Twentieth Century
Emerging Markets Fund.

ARTICLES OF AMENDMENT

TWENTIETH CENTURY WORLD INVESTORS, INC.

The undersigned, John H. Hartenbach, does hereby certify that:

1. He is the duly elected Vice-President of Twentieth Century World
Investors, Inc., a Maryland corporation (the "Corporation").

2. The amendment to the Articles of Incorporation of the Corporation
set forth below, by resolution unanimously adopted by the Board of Directors of
the Corporation at a meeting held on May 8, 1993, was deemed advisable and
directed to be presented for a vote of the stockholders of the corporation. The
stockholders of the corporation, at a meeting held on July 28, 1993, approved
the adoption of the amendment as required by the general Corporation Law of the
State of Maryland and the corporation's Articles of Incorporation.

3. The amendment of the Articles of Incorporation proposed by the Board
of Directors and adopted by the stockholders of the Corporation is as follows:

RESOLVED, that the articles of Incorporation of Twentieth Century World
Investors, Inc., a Maryland corporation, be, and they hereby are,
amended by deleting all of paragraph 2(a) of the present Article FIFTH
thereof and by inserting in lieu thereof the following new paragraph
2(a) of Articles FIFTH, providing in its entirety as follows (all
remaining paragraphs of Article FIFTH being unchanged hereby):

FIFTH.
2. The preferences, conversion or other rights, voting powers,
restrictions, limitation as to dividends, qualifications and terms or
conditions of redemption thereof shall be as follows:

(a) Holders of shares of stock of the Corporation shall be entitled to
one vote for each dollar, and a fractional vote for each fraction of a
dollar, of net asset value per share for each share of stock held,
irrespective of the class or series; provided, however, that (1)
matters affecting only one class or series shall be voted upon only by
that class or series, and (2) where required by the Investment Company
Act of 1940 or the regulations adopted thereunder or any other
applicable law, certain matters shall be voted on separately by each
class or series of shares affected.
<PAGE>
IN WITNESS WHEREOF, the undersigned hereby acknowledges that this
Articles of Amendment is the act of Twentieth Century World Investors, Inc. and
states, that to the best of his knowledge, information and belief, the matters
and fact stated therein are true in all material respects, and that this
statement is made under penalties of perjury.

Dated this 10th day of August, 1993.

/s/ John H. Hartenbach
John H. Hartenbach
Vice President

Witness:

/s/ Patrick A. Looby
Patrick A. Looby
Assistant Secretary

TWENTIETH CENTURY WORLD INVESTORS, INC.

ARTICLES SUPPLEMENTARY

TWENTIETH CENTURY WORLD INVESTORS, INC., a Maryland corporation whose
principal Maryland office is located in Baltimore, Maryland (the "Corporation"),
hereby certifies to the State Department of Assessments and Taxation of Maryland
that:

FIRST: Pursuant to authority expressly vested in the Board of Directors
of the Corporation by Section 2-605(a)(4) of the Maryland General Corporation
Law, the Board of Directors of the Corporation has renamed the duly established
and allocated series of the Corporation's stock as follows:

New Name Prior Name
-------- ----------
Twentieth Century International Equity International Equity
Twentieth Century International Discovery Fund International Emerging Growth

SECOND: Pursuant to authority expressly vested in the Board of
Directors by Article FIFTH and Article SEVENTH of the Articles of Incorporation
of the Corporation, the Board of Directors of the Corporation has duly
established a new series of shares titled Twentieth Century Emerging Markets
Fund (hereinafter referred to as a "Series") for the Corporation's stock and has
allocated One Hundred Million (100,000,000) shares of the One Billion One
Hundred Million (1,100,000,000) shares of authorized capital stock of the
Corporation, par value One Cent ($.01) per share, for an aggregate par value of
One Million Dollars ($1,000,000) to the new Series. As a result of the action
taken by the Board of Directors referenced in Article FIRST and SECOND of these
Articles Supplementary, the three (3) Series of stock of the Corporation and the
number of shares and aggregate par value of each is as follows:

Series Number of Shares Aggregate Par Value
- ------ ---------------- -------------------
Twentieth Century International Equity 800,000,000 $ 8,000,000
Twentieth Century International 200,000,000 2,000,000
Discovery Fund
Twentieth Century Emerging Markets Fund 100,000,000 1,000,000

The par value of each share of stock in each Series is One Cent ($0.01) per
share.

THIRD: Pursuant to authority expressly vested in the Board of Directors
by Article FIFTH and Article SEVENTH of the Articles of Incorporation, the Board
of Directors of the Corporation (a) has duly established four (4) classes of
shares (each hereinafter referred to as a "Class") for each of the three Series
of the capital stock of the Corporation and (b) has reallocated the shares
designated to each Series in Article SECOND above among the Classes of shares.
As a result of the action taken by the Board of Directors, the Classes of shares
of the three Series of stock of the Corporation and the number of shares and
aggregate par value of each is as follows:
<TABLE>
Number of Shares Number of Shares Aggregate
Series Name Class Name Before Reallocation as Reallocated Par Value
- ----------- ---------- ------------------- -------------- ---------
<S> <C> <C> <C> <C>
Twentieth Century N/A 800,000,000 0
International Equity Investor 0 400,000,000 $4,000,000,000
Institutional 0 60,000,000 600,000
Service 0 170,000,000 1,700,000
Advisor 0 170,000,000 1,700,000

Twentieth Century N/A 200,000,000 0
International Investor 0 100,000,000 160,000
Discovery Fund Institutional 0 16,000,000 160,000
Service 0 42,000,000 420,000
Advisor 0 42,000,000 420,000

Twentieth Century N/A 100,000,000 0
Emerging Markets Investor 0 50,000,000 500,000
Fund Institutional 0 8,000,000 800,000
Service 0 21,000,000 210,000
Advisor 0 21,000,000 210,000
</TABLE>

FOURTH: Except as otherwise provided by the express provisions of these
Articles Supplementary, nothing herein shall limit, by inference or otherwise,
the discretionary right of the Board of Directors to serialize, classify or
reclassify and issue by any unissued shares of any Series or Class or any
unissued shares that have not been allocated to a Series or Class, and to fix or
alter all terms thereof, to the full extent provided by the Articles of
Incorporation of the Corporation.

FIFTH: A description of the series and classes of shares, including the
preferences, conversion and other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions for
redemption is set forth in the Articles of Incorporation of the Corporation and
is not changed by these Articles Supplementary, except with respect to the
creation and/or designation of the various Series.

SIXTH: The Board of Directors of the Corporation duly adopted
resolutions dividing into Series the authorized capital stock of the Corporation
and allocating shares to each Series as set forth in these Articles
Supplementary.

SEVENTH: The Board of Directors of the Corporation duly adopted
resolutions renaming the Series, as set forth in Article FIRST, allocating
shares to the Series, as set forth in Article SECOND, and dividing the Series of
capital stock of the Corporation into Classes and reallocating shares to each
Class, as set forth in Article THIRD.

IN WITNESS WHEREOF, TWENTIETH CENTURY WORLD INVESTORS, INC. has caused
these Articles Supplementary to be signed and acknowledged in its name and on
its behalf by its Vice President and its corporate seal to be hereunto affixed
and attested to by its Secretary on this 9th day of September, 1996.

TWENTIETH CENTURY WORLD
ATTEST: INVESTORS, INC.

/s/ William M. Lyons By: /s/ Patrick A. Looby
Name: William M. Lyons Name: Patrick A. Looby
Title: Secretary Title: Vice President

THE UNDERSIGNED Vice President of TWENTIETH CENTURY WORLD INVESTORS,
INC., who executed on behalf of said Corporation the foregoing Articles
Supplementary to the Charter, of which this certificate is made a part, hereby
acknowledges, in the name of and on behalf of said Corporation, the foregoing
Articles Supplementary to the Charter to be the corporate act of said
Corporation, and further certifies that, to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
the approval thereof are true in all material respects under the penalties of
perjury.

Dated: September 9, 1996 /s/ Patrick A. Looby
--------------------
Patrick A. Looby, Vice President

MANAGEMENT AGREEMENT

THIS MANAGEMENT AGREEMENT ("Agreement") is made as of the 1st day of
August, 1997, by and between AMERICAN CENTURY WORLD MUTUAL FUNDS, INC., a
Maryland corporation (hereinafter called the "Corporation"), and AMERICAN
CENTURY INVESTMENT MANAGEMENT, INC., a Delaware corporation (hereinafter called
the "Investment Manager").

WHEREAS, the Corporation has adopted a Multiple Class Plan dated as of
September 3, 1996 (as the same may be amended from time to time, the "Multiple
Class Plan"), pursuant to Rule 18f-3 of the Investment Company Act of 1940, as
amended (the "Investment Company Act"), and

WHEREAS, the Multiple Class Plan establishes four classes of shares for
certain series of shares of the Corporation: the Investor Class, the
Institutional Class, the Service Class, and the Advisor Class; and

WHEREAS, the parties hereto desire to enter into this Agreement to
arrange for investment management services to be provided by Investment Manager
for all classes of shares issued by the Corporation.

NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements
herein contained, the parties agree as follows:

1. Investment Management Services. The Investment Manager shall
supervise the investments of each class of each series of shares of the
Corporation contemplated as of the date hereof, and each class of each
subsequent series of shares as the Corporation shall select the Investment
Manager to manage. In such capacity, the Investment Manager shall either
directly, or through the utilization of others as contemplated by Section 7
below, maintain a continuous investment program for each series, determine what
securities shall be purchased or sold by each series, secure and evaluate such
information as it deems proper and take whatever action is necessary or
convenient to perform its functions, including the placing of purchase and sale
orders. In performing its duties hereunder, the Investment Manager will manage
the portfolio of all classes of shares of a particular series as a single
portfolio.

2. Compliance with Laws. All functions undertaken by the Investment
Manager hereunder shall at all times conform to, and be in accordance with, any
requirements imposed by: (1) the Investment Company Act of 1940, as amended (the
"Investment Company Act"), and any rules and regulations promulgated thereunder;
(2) any other applicable provisions of law; (3) the Articles of Incorporation of
the Corporation as amended from time to time; (4) the Bylaws of the Corporation
as amended from time to time; (5) the Multiple Class Plan; and (6) the
registration statement(s) of the Corporation, as amended from time to time,
filed under the Securities Act of 1933 and the Investment Company Act.

3. Board Supervision. All of the functions undertaken by the Investment
Manager hereunder shall at all times be subject to the direction of the Board of
Directors of the Corporation, its executive committee, or any committee or
officers of the Corporation acting under the authority of the Board of
Directors.

4. Payment of Expenses. The Investment Manager will pay all of the
expenses of each class of each series of the Corporation's shares that it shall
manage other than interest, taxes, brokerage commissions, extraordinary
expenses, the fees and expenses of those directors who are not "interested
persons" as defined in the Investment Company Act (hereinafter referred to as
the "Independent Directors") (including counsel fees), and expenses incurred in
connection with the provision of shareholder services and distribution services
under the Master Distribution and Shareholder Services Plan adopted by the
Corporation and dated September 3, 1996. The Investment Manager will provide the
Corporation with all physical facilities and personnel required to carry on the
business of each class of each series of the Corporation's shares that it shall
manage, including but not limited to office space, office furniture, fixtures
and equipment, office supplies, computer hardware and software and salaried and
hourly paid personnel. The Investment Manager may at its expense employ others
to provide all or any part of such facilities and personnel.

5. Account Fees. The Corporation, by resolution of the Board of
Directors, including a majority of the Independent Directors, may from time to
time authorize the imposition of a fee as a direct charge against shareholder
accounts of any class of one or more of the series, such fee to be retained by
the Corporation or to be paid to the Investment Manager to defray expenses which
would otherwise be paid by the Investment Manager in accordance with the
provisions of paragraph 4 of this Agreement. At least sixty days prior written
notice of the intent to impose such fee must be given to the shareholders of the
affected class and series.

6. Management Fees.

(a) In consideration of the services provided by the Investment
Manager, each class of each series of shares of the Corporation managed by the
Investment Manager shall pay to the Investment Manager a per annum management
fee (hereinafter, the "Applicable Fee") as follows:

<TABLE>
Asset Applicable
Name of Series Name of Class Level Fee Rate
- -------------- ------------- ----- --------

<S> <C> <C> <C>
Twentieth Century Investor Class 0-$500 million 1.75%
International Discovery $500 million-$1 billion 1.40%
Fund $1 billion and over 1.20%
Institutional Class 0-$500 million 1.55%
$500 million-$1 billion 1.20%
$1 billion and over 1.00%
Service Class 0-$500 million 1.50%
$500 million-$1 billion 1.15%
$1 billion and over .95%
Advisor Class 0-$500 million 1.50%
$500 million-$1 billion 1.15%
$1 billion and over .95%

Asset Applicable
Name of Series Name of Class Level Fee Rate
- -------------- ------------- ----- --------

Twentieth Century Investor Class 0-$ 1 billion 1.50%
International Growth $1 billion-$2 billion 1.20%
Fund $2 billion and over 1.10%
Institutional Class 0-$1 billion 1.30%
$1 billion-$2 billion 1.00%
$2 billion and over .90%
Service Class 0-$1 billion 1.25%
$1 billion-$2 billion .95%
$2 billion and over .85%
Advisor Class 0-$1 billion 1.25%
$1 billion-$2 billion .95%
$2 billion and over .85%
Twentieth Century Investor Class 0-$500 million 2.00%
Emerging Markets $500 million-$1 billion 1.50%
Fund $1 billion and over 1.25%
Institutional Class 0-$500 million 1.80%
$500 million-$1 billion 1.30%
$1 billion and over 1.05%
Service Class 0-$500 million 1.75%
$500 million-$1 billion 1.25%
$1 billion and over 1.00%
Advisor Class 0-$500 million 1.75%
$500 million-$1 billion 1.25%
$1 billion and over 1.00%
</TABLE>

(b) On the first business day of each month, each class of each series
of shares set forth above shall pay the management fee at the rate specified by
subparagraph (a) of this paragraph 6 to the Investment Manager for the previous
month. The fee for the previous month shall be calculated by multiplying the
Applicable Fee set forth above for each class and series by the aggregate
average daily closing value of the net assets of each class and series during
the previous month, and further multiplying that product by a fraction, the
numerator of which shall be the number of days in the previous month, and the
denominator of which shall be 365 (366 in leap years).

(c) In the event that the Board of Directors of the Corporation shall
determine to issue any additional series or classes of shares for which it is
proposed that the Investment Manager serve as investment manager, the
Corporation and the Investment Manager may enter into an Addendum to this
Agreement setting forth the name of the series, the Applicable Fee and such
other terms and conditions as are applicable to the management of such series of
shares.

7. Subcontracts. In rendering the services to be provided pursuant to
this Agreement, the Investment Manager may, from time to time, engage or
associate itself with such persons or entities as it determines is necessary or
convenient in its sole discretion and may contract with such persons or entities
to obtain information, investment advisory and management services, or such
other services as the Investment Manager deems appropriate. Any fees,
compensation or expenses to be paid to any such person or entity shall be paid
by the Investment Manager, and no obligation to such person or entity shall be
incurred on behalf of the Corporation. Any arrangement entered into pursuant to
this paragraph shall, to the extent required by law, be subject to the approval
of the Board of Directors of the Corporation, including a majority of the
Independent Directors, and the shareholders of the Corporation.

8. Continuation of Agreement. This Agreement shall continue in effect,
unless sooner terminated as hereinafter provided, for a period of two years from
the execution hereof, and for as long thereafter as its continuance is
specifically approved at least annually (a) by the Board of Directors of the
Corporation or by the vote of a majority of the outstanding class of voting
securities of each series and (b) by the vote of a majority of the Directors of
the Corporation, who are not parties to the Agreement or interested persons of
any such party, cast in person at a meeting called for the purpose of voting on
such approval.

9. Termination. This Agreement may be terminated by the Investment
Manager at any time without penalty upon giving the Corporation 60 days' written
notice, and may be terminated at any time without penalty by the Board of
Directors of the Corporation or by vote of a majority of the outstanding voting
securities of each class of each series on 60 days' written notice to the
Investment Manager.

10. Effect of Assignment. This Agreement shall automatically terminate
in the event of assignment by the Investment Manager, the term "assignment" for
this purpose having the meaning defined in Section 2(a)(4) of the Investment
Company Act.

11. Other Activities. Nothing herein shall be deemed to limit or
restrict the right of the Investment Manager, or the right of any of its
officers, directors or employees (who may also be a director, officer or
employee of the Corporation), to engage in any other business or to devote time
and attention to the management or other aspects of any other business, whether
of a similar or dissimilar nature, or to render services of any kind to any
other corporation, firm, individual or association.

12. Standard of Care. In the absence of willful misfeasance, bad faith,
gross negligence, or reckless disregard of its obligations or duties hereunder
on the part of the Investment Manager, it, as an inducement to it to enter into
this Agreement, shall not be subject to liability to the Corporation or to any
shareholder of the Corporation for any act or omission in the course of, or
connected with, rendering services hereunder or for any losses that may be
sustained in the purchase, holding or sale of any security.

13. Separate Agreement. The parties hereto acknowledge that certain
provisions of the Investment Company Act, in effect, treat each series of shares
of an investment company as a separate investment company. Accordingly, the
parties hereto hereby acknowledge and agree that, to the extent deemed
appropriate and consistent with the Investment Company Act, this Agreement shall
be deemed to constitute a separate agreement between the Investment Manager and
each series of shares of the Corporation managed by the Investment Manager.

14. Use of the Names "American Century", "Twentieth Century", and
"Benham". The names "American Century", "Twentieth Century", and "Benham" and
all rights to the use of the names "American Century", "Twentieth Century", and
"Benham" are the exclusive property of American Century Services Corporation
and/or its affiliate, Benham Management Corporation (collectively, "ACSC"). ACSC
has consented to, and granted a non-exclusive license for, the use by the
Corporation of the names "American Century", "Twentieth Century", and "Benham"
in the name of the Corporation and any series of shares thereof. Such consent
and non-exclusive license may be revoked by ACSC in its discretion if ACSC, the
Investment Manager, or a subsidiary or affiliate of either of them is not
employed as the investment adviser of each series of shares of the Corporation.
In the event of such revocation, the Corporation and each series of shares
thereof using the names "American Century", "Twentieth Century", or "Benham"
shall cease using the names "American Century", "Twentieth Century", or
"Benham", unless otherwise consented to by ACSC or any successor to its interest
in such names.

IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective duly authorized officers as of the day and year
first above written.

AMERICAN CENTURY WORLD AMERICAN CENTURY INVESTMENT
MUTUAL FUNDS, INC. MANAGEMENT, INC.

By: /s/ James E. Stowers III By: /s/ James E. Stowers III
Name: James E. Stowers III Name: James E. Stowers III
Title: President Title: President

Attest :/s/ William M. Lyons Attest: /s/ William M. Lyons
Name: William M. Lyons Name: William M. Lyons
Title: Secretary Title: Secretary

DAVID H. REINMILLER
ATTORNEY AT LAW

4500 MAIN STREET * P.O. BOX 418210
KANSAS CITY, MISSOURI 64141-9210

TELEPHONE (816)340-4046
TELECOPIER (816)340-4964

March 30, 1998

American Century World Mutual Funds, Inc.
American Century Tower
4500 Main Street
Kansas City, Missouri 64111

Ladies and Gentlemen:

As counsel to American Century World Mutual Funds, Inc. (the
"Corporation"), I am generally familiar with its affairs. Based upon this
familiarity, and upon the examination of such documents as I deemed relevant, it
is my opinion that the shares of the Corporation described in Post-Effective
Amendment No. 9 to its Registration Statement on Form N-1A, to be filed with the
Securities and Exchange Commission on March 30, 1998, will, when issued, be
validly issued, fully paid and nonassessable.

For the record, it should be stated that I am an officer of the Corporation
and an officer of American Century Services Corporation, an affiliated
corporation of American Century Investment Management, Inc., the investment
adviser of the Corporation.

I hereby consent to the use of this opinion as an exhibit to Post-Effective
Amendment No. 9.

Very truly yours,

/s/David H. Reinmiller
David H. Reinmiller

INDEPENDENT AUDITORS' CONSENT

American Century World Mutual Funds, Inc.:

We consent to the use in Post-Effective Amendment No. 9 to Registration
Statement No. 33-39242 of our report dated January 13, 1998, included in the
Annual Report to Shareholders for the year ended November 30, 1997, and
incorporated by reference in the Statement of Additional Information, which is a
part of such Registration Statement, and to the references to us under the
captions "Financial Highlights" appearing in the Prospectuses, which also are a
part of such Registration Statement.

/s/Deloitte & Touche LLP
Deloitte & Touche LLP
Kansas City, Missouri
March 26, 1998

ERNST & YOUNG LLP
Certified Public Accountants
One Kansas City Place * Suite 2000
1200 Main Street
Kansas City, Missouri 64105

Telephone (816) 474-5200
Fax (816) 480-5555

CONSENT OF INDEPENDENT AUDITORS

American Century World Mutual Funds, Inc.
American Century Tower
4500 Main Street
Kansas City, Missouri 64111

We consent to the use of our report dated January 3, 1997 on the Statement of
Changes in Net Assets and Financial Highlights for the period ended November 30,
1996 of American Century World Mutual Funds, Inc. in the Post-Effective
Amendment No. 9 to the Registration Statement (Form N-1A) and related Prospectus
filed with the Securities and Exchange Commission under the Securities Act of
1933 (Registration No. 33-39242) and under the Investment Company Act of 1940
(Registration No. 811-6247).

/s/Ernst & Young LLP
ERNST & YOUNG LLP

Kansas City, Missouri
March 26, 1998

SCHEDULE OF COMPUTATION OF PERFORMANCE ADVERTISING QUOTATIONS

Set forth below are representative calculations of each type of total
return performance quotation included in the Statement of Additional Information
of American Century World Mutual Funds, Inc.

1. AVERAGE ANNUAL TOTAL RETURN. The average one-year annual total
return of International Growth as quoted in the Statement of Additional
Information, was 18.12%.

This return was calculated as follows:

n
P(1+T) =ERV
where,

P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years
ERV = ending redeemable value of the hypothetical $1,000 payment at the end
of the period.

Applying the actual return figures of the fund for the one year period
ended November 30, 1997:

1
1,000(1+T) = $1,181.20

1
(1,181.20)
T = ---------- - 1
(1,000)

T = 18.12%

2. CUMULATIVE TOTAL RETURN. The cumulative total return of
International Growth from May 9, 1991 (inception) to November 30, 1997 as
quoted in the Statement of Additional Information, was 132.66%

This return was calculated as follows:

(ERV-P)
C = -------
P

where,

C = cumulative total return
P = a hypothetical initial payment of $1,000
ERV = ending redeemable value of the hypothetical $1,000 payment at the
end of the period.

Applying the actual return figures of the fund for the period May 9, 1991
through November 30, 1997.

(2,326.6-1,000)
C = ----------------
1,000

C = 132.66%

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned, American Century
World Mutual Funds, Inc., hereinafter called the "Corporation", and certain
directors and officers of the Corporation, do hereby constitute and appoint
Richard W. Ingram, Patrick A. Looby, Charles A. Etherington, David H.
Reinmiller, and Charles C.S. Park, and each of them individually, their true and
lawful attorneys and agents to take any and all action and execute any and all
instruments which said attorneys and agents may deem necessary or advisable to
enable the Corporation to comply with the Securities Act of 1933 and/or the
Investment Company Act of 1940, as amended, and any rules, regulations, orders,
or other requirements of the United States Securities and Exchange Commission
thereunder, in connection with the registration under the Securities Act of 1933
and/or the Investment Company Act of 1940, as amended, including specifically,
but without limitation of the foregoing, power and authority to sign the name of
the Corporation in its behalf and to affix its corporate seal, and to sign the
names of each of such directors and officers in their capacities as indicated,
to any amendment or supplement to the Registration Statement filed with the
Securities and Exchange Commission under the Securities Act of 1933 and/or the
Investment Company Act of 1940, as amended, and to any instruments or documents
filed or to be filed as a part of or in connection with such Registration
Statement; and each of the undersigned hereby ratifies and confirms all that
said attorneys and agents shall do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the Corporation has caused this Power to be
executed by its duly authorized officers on this the 23rd day of January, 1998.

AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.

By: /s/ Richard W. Ingram
Richard W. Ingram, President

SIGNATURE AND TITLE

/s/ Richard W. Ingram /s/ Robert W. Doering
Richard W. Ingram Robert W. Doering, M.D.
President, Principal Executive and Principal Director
Financial Officer

/s/ Maryanne Roepke /s/ Andrea C. Hall
Maryanne Roepke Andrea C. Hall, Ph.D.
Vice President and Treasurer Director

/s/ James E. Stowers, Jr. /s/ Donald H. Pratt
James E. Stowers, Jr. Donald H. Pratt
Director Director

/s/ James E. Stowers III /s/ Lloyd T. Silver
James E. Stowers III Lloyd T. Silver
Director Director

/s/ Thomas A. Brown /s/ M. Jeannine Strandjord
Thomas A. Brown M. Jeannine Strandjord
Director Director

Attest: /s/ D.D. (Del) Hock
D.D. ("Del") Hock
By: /s/ Patrick A. Looby Director
Patrick A. Looby, Secretary

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT OF AMERICAN CENTURY WORLD MUTUAL FUNDS AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH REPORT. INFORMATION PRESENTED IS A TOTAL OF ALL CLASSES,
EXCEPT WHERE SUCH PRESENTATION IS NOT POSSIBLE(SUCH AS PER SHARE DATA). IN THOSE
CASES, ONLY THE INVESTOR CLASS INFORMATION IS PRESENTED.
</LEGEND>
<CIK> 0000872825
<NAME> AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.
<SERIES>
<NUMBER> 1
<NAME> INTERNATIONAL GROWTH FUND

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> NOV-30-1997 <F1>
<INVESTMENTS-AT-COST> 1,566,526,070
<INVESTMENTS-AT-VALUE> 1,734,472,716
<RECEIVABLES> 78,898,640
<ASSETS-OTHER> 4,329,843
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,817,701,199
<PAYABLE-FOR-SECURITIES> 56,566,641
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 4,560,209
<TOTAL-LIABILITIES> 61,126,850
<SENIOR-EQUITY> 1,905,393
<PAID-IN-CAPITAL-COMMON> 1,357,959,010
<SHARES-COMMON-STOCK> 190,539,318
<SHARES-COMMON-PRIOR> 154,308,018
<ACCUMULATED-NII-CURRENT> 5,233,208
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 222,860,335
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 168,616,403
<NET-ASSETS> 1,756,574,349
<DIVIDEND-INCOME> 20,225,691
<INTEREST-INCOME> 2,978,771
<OTHER-INCOME> 0
<EXPENSES-NET> 22,736,418
<NET-INVESTMENT-INCOME> 468,044
<REALIZED-GAINS-CURRENT> 229,010,260
<APPREC-INCREASE-CURRENT> 18,520,872
<NET-CHANGE-FROM-OPS> 247,999,176
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 5,636 <F2>
<DISTRIBUTIONS-OF-GAINS> 140,790,632
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 142,861,678
<NUMBER-OF-SHARES-REDEEMED> 124,492,346
<SHARES-REINVESTED> 17,861,968
<NET-CHANGE-IN-ASSETS> 41,013,854
<ACCUMULATED-NII-PRIOR> 273,167
<ACCUMULATED-GAINS-PRIOR> 139,138,340
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 25,562,932
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 25,609,372
<AVERAGE-NET-ASSETS> 1,638,863,569
<PER-SHARE-NAV-BEGIN> 8.73 <F2>
<PER-SHARE-NII> 0.00
<PER-SHARE-GAIN-APPREC> 1.41 <F2>
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.92
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 9.22 <F2>
<EXPENSE-RATIO> 1.38 <F2>
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

<FN>
<F1>SCHEDULE RELFECTS THE TOTAL FOR ALL CLASSES, EXCEPT WHERE INDICATED.
<F2>INVESTOR CLASS INFORMATION ONLY.
</FN>

</TABLE>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT OF AMERICAN CENTURY WORLD MUTUAL FUNDS AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH REPORT.
</LEGEND>
<CIK> 0000872825
<NAME> AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.
<SERIES>
<NUMBER> 2
<NAME> INTERNATIONAL DISCOVERY FUND

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> NOV-30-1997
<INVESTMENTS-AT-COST> 532,422,755
<INVESTMENTS-AT-VALUE> 627,283,234
<RECEIVABLES> 14,956,635
<ASSETS-OTHER> 210,102
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 642,449,971
<PAYABLE-FOR-SECURITIES> 14,741,600
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,381,771
<TOTAL-LIABILITIES> 16,123,371
<SENIOR-EQUITY> 733,465
<PAID-IN-CAPITAL-COMMON> 500,595,724
<SHARES-COMMON-STOCK> 73,346,501
<SHARES-COMMON-PRIOR> 49,602,881
<ACCUMULATED-NII-CURRENT> 1,404,025
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 28,490,013
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 95,103,373
<NET-ASSETS> 626,326,600
<DIVIDEND-INCOME> 6,831,213
<INTEREST-INCOME> 716,059
<OTHER-INCOME> 0
<EXPENSES-NET> 9,607,413
<NET-INVESTMENT-INCOME> (2,060,141)
<REALIZED-GAINS-CURRENT> 32,550,517
<APPREC-INCREASE-CURRENT> 47,358,619
<NET-CHANGE-FROM-OPS> 77,848,995
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 862,734
<DISTRIBUTIONS-OF-GAINS> 16,063,439
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 39,820,482
<NUMBER-OF-SHARES-REDEEMED> 18,446,269
<SHARES-REINVESTED> 2,369,407
<NET-CHANGE-IN-ASSETS> 249,198,209
<ACCUMULATED-NII-PRIOR> 739,552
<ACCUMULATED-GAINS-PRIOR> 15,590,283
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 10,542,265
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 10,547,042
<AVERAGE-NET-ASSETS> 564,142,831
<PER-SHARE-NAV-BEGIN> 7.60
<PER-SHARE-NII> (0.03)
<PER-SHARE-GAIN-APPREC> 1.31
<PER-SHARE-DIVIDEND> 0.02
<PER-SHARE-DISTRIBUTIONS> 0.32
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 8.54
<EXPENSE-RATIO> 1.70
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

</TABLE>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE ANNUAL REPORT OF AMERICAN CENTURY WORLD MUTUAL FUNDS
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH REPORT.
</LEGEND>
<CIK> 0000872825
<NAME> AMERICAN CENTURY WORLD MUTUAL FUNDS, INC.
<SERIES>
<NUMBER> 3
<NAME> EMERGING MARKETS

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> NOV-30-1997
<INVESTMENTS-AT-COST> 14,670,327
<INVESTMENTS-AT-VALUE> 13,671,009
<RECEIVABLES> 194,140
<ASSETS-OTHER> 36,521
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 13,901,670
<PAYABLE-FOR-SECURITIES> 689,952
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 1,382,203
<TOTAL-LIABILITIES> 2,072,155
<SENIOR-EQUITY> 28,511
<PAID-IN-CAPITAL-COMMON> 13,547,264
<SHARES-COMMON-STOCK> 2,851,142
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (747,570)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (998,690)
<NET-ASSETS> 11,829,515
<DIVIDEND-INCOME> 9,188
<INTEREST-INCOME> 11,580
<OTHER-INCOME> 0
<EXPENSES-NET> 33,065
<NET-INVESTMENT-INCOME> (12,297)
<REALIZED-GAINS-CURRENT> (758,197)
<APPREC-INCREASE-CURRENT> (998,690)
<NET-CHANGE-FROM-OPS> (1,769,184)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 3,580,134
<NUMBER-OF-SHARES-REDEEMED> 728,992
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 11,829,515
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 33,065
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 33,065
<AVERAGE-NET-ASSETS> 9,721,852
<PER-SHARE-NAV-BEGIN> 5.00
<PER-SHARE-NII> (0.01)
<PER-SHARE-GAIN-APPREC> (0.84)
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.00
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 4.15
<EXPENSE-RATIO> 2.00
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

</TABLE>