AMERICAN CENTURY INTERNATIONAL BOND FUNDS
497, 1999-10-21
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[front cover]

                                                                     MAY 1, 1999


                               AMERICAN CENTURY

                       Statement of Additional Information

                                                         International Bond Fund


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



[left margin]


This  Statement of Additional  Information  adds to the discussion in the fund's
Prospectus,  dated  May 1,  1999,  but is not a  prospectus.  The  Statement  of
Additional  Information  should be read in  conjunction  with the fund's current
Prospectus. If you would like a copy of the Prospectus, please contact us at one
of the  addresses or phone  numbers  listed on the back cover or visit  American
Century's Web site at www.americancentury.com.


This  Statement of  Additional  Information  incorporates  by reference  certain
information that appears in the fund's annual and semiannual reports,  which are
delivered to all  shareholders.  You may obtain a free copy of the fund's annual
or semiannual report by calling 1-800-345-2021.

                                         Distributed by Funds Distributor, Inc.




                      STATEMENT OF ADDITIONAL INFORMATION
                                  May 1, 1999

TABLE OF CONTENTS


The Fund's History ........................................................    2

Fund Investment Guidelines ................................................    2
    Portfolio Composition .................................................    2
    Currency Management ...................................................    2

Detailed Information about the Fund .......................................    3
    Investment Strategies and Risks .......................................    3
    Investment Policies ...................................................    9
    Temporary Defensive Measures ..........................................   12
    Portfolio Turnover ....................................................   12
    Transactions with Subadvisor Affiliates ...............................   12

Management ................................................................   13
    The Board of Trustees .................................................   13
    Officers ..............................................................   17

The Fund's Principal Shareholders .........................................   18

Service Providers .........................................................   18
    Investment Advisor ....................................................   18
    Transfer Agent and Administrator ......................................   20
    Distributor ...........................................................   20

Other Service Providers ...................................................   21
    Custodian Banks .......................................................   21
    Independent Accountants ...............................................   21

Brokerage Allocation ......................................................   21

Information about Fund Shares .............................................   21
    Multiple Class Structure ..............................................   22
    Buying and Selling Fund Shares ........................................   24
    Valuation of the Fund's Securities ....................................   24

Taxes .....................................................................   24
    Federal Income Taxes ..................................................   24

How Fund Performance
   Information is Calculated ..............................................   26
   Multiple Class Performance Advertising .................................   27

Financial Statements ......................................................   27

Explanation of Fixed-Income
  Securities Ratings ......................................................   27
    Bond Ratings ..........................................................   28
    Commercial Paper Ratings ..............................................   29
    Note Ratings ..........................................................   29


Statement of Additional Information                                           1



THE FUNDS' HISTORY

    American  Century  International  Bond Funds (the  "Trust") is a  registered
open-end  management  investment  company that was organized as a  Massachusetts
business trust on August 28, 1991. The Trust was known as "Benham  International
Funds" until January 1997.

    The fund is a  separate  series of the  Trust.  The  Trust  may issue  other
series;  the fund would operate for many  purposes as if it were an  independent
company from any such future series.

Fund-Class (Ticker Symbol)                                   Inception Date
- --------------------------------------------------------------------------------
International Bond Fund--
Investor Class (BEGBX)                                             1/7/1992

International Bond Fund--
Advisor Class (N/A)                                              10/27/1998
- --------------------------------------------------------------------------------

FUND INVESTMENT GUIDELINES

    This  section  explains  the  extent to which the fund's  advisor,  American
Century Investment  Management,  Inc., can use various  investment  vehicles and
strategies  in  managing  a  fund's  assets.   Descriptions  of  the  investment
techniques  and risks  associated  with each appear in the section,  "Investment
Strategies  and  Risks,"  which  begins  on page 3.  In the  case of the  fund's
principal investment  strategies,  these descriptions  elaborate upon discussion
contained in the Prospectus.

    The fund is a nondiversified  open-end  investment company as defined in the
Investment Company Act of 1940 (the Investment Company Act). This means that the
fund may take larger positions in individual issuer's  securities;  for example,
the fund may  invest  more than 5% of its assets in the  securities  of a single
issuer.  This can increase the amount of risk in the  portfolio,  because it may
become concentrated in fewer issuers than diversified funds.

    To meet federal tax requirements for qualification as a regulated investment
company,  the fund  must  limit  its  investments  so that at the  close of each
quarter  of its  taxable  year (1) no more  than  25% of its  total  assets  are
invested in the securities of a single issuer (other than the U.S. government or
a regulated  investment  company),  and (2) with  respect to at least 50% of its
total assets, no more than 5% of its total assets are invested in the securities
of a single issuer.

PORTFOLIO COMPOSITION

    The fund  manager  intends to keep the fund fully  invested in foreign  debt
securities. Under normal market conditions, the fund will invest at least 65% of
its total assets in bonds issued or guaranteed by foreign  governments  or their
agencies and by foreign authorities,  provinces and municipalities. The fund may
invest  up to 35% of its total  assets  in  high-quality  (i.e.,  rated  "AA" or
higher) foreign corporate debt securities.

    The fund's  investments  may  include  but shall not be limited to: (1) Debt
obligations issued or guaranteed by (a) a foreign sovereign government or one of
its agencies, authorities, instrumentalities or political subdivisions including
a foreign state, province or municipality,  and (b) supranational  organizations
such as the World Bank, Asian  Development Bank,  European  Investment Bank, and
European Economic Community;  (2) Debt obligations of (a) foreign banks and bank
holding  companies,  and (b) domestic banks and  corporations  issued in foreign
currencies;  and (3) Foreign corporate debt securities and commercial paper. All
of these  investments must satisfy the credit quality  standards (i.e.,  "AA" or
higher) established by the trustees of the fund.

    The fund's credit quality  requirements  effectively  limit the countries in
which the fund may invest.  As of the date of this Prospectus,  the fund expects
to invest  in the  securities  of  issuers  located  in and  governments  of the
following countries:  Australia,  Austria,  Belgium,  Canada, Denmark,  Finland,
France, Germany, Ireland, Japan,  Liechtenstein,  Luxembourg,  Netherlands,  New
Zealand, Norway, Portugal,  Singapore,  Spain, Sweden,  Switzerland,  Taiwan and
United  Kingdom.  To limit  the  possibility  that the fund will  become  unduly
concentrated  in Japan,  the fund  currently  limits its  investment  in issuers
located in Japan to no more than 15% of total assets.

    For an explanation of the securities  ratings  referred to in the Prospectus
and this  Statement  of  Additional  Information,  see  "Additional  Performance
Comparisons" on page 27.

CURRENCY MANAGEMENT

    The rate of exchange between U.S. dollars and foreign currencies fluctuates,
which  results  in gains  and  losses to the fund.  Even if the  fund's  foreign
security


2                                                  American Century Investments


holdings  perform well,  an increase in the value of the dollar  relative to the
currencies  in  which  portfolio  securities  are  denominated  can  offset  net
investment income.

    Because  the  fund is  designed  for U.S.  investors  seeking  currency  and
interest  rate  diversification,  the  subadvisor  limits  its  use  of  hedging
strategies  intended to minimize the effect of currency  fluctuations.  Although
hedging strategies (if they are successful) reduce exchange rate risk, they also
reduce the  potential  for share  price  appreciation  when  foreign  currencies
increase in value relative to the U.S. dollar.

    When the subadvisor  considers the U.S. dollar to be attractive  relative to
foreign currencies, as much as 25% of the fund's total assets may be hedged into
dollars. For temporary defensive purposes and under extraordinary  circumstances
(such as significant political events), more than 25% of the fund's total assets
may be hedged in this manner.


    In managing the fund's currency  exposure,  the subadvisor will buy and sell
foreign  currencies  regularly,  either in the spot (i.e.,  cash)  market or the
forward  market.   Forward  foreign  currency   exchange   contracts   ("forward
contracts") are  individually  negotiated and privately  traded between currency
traders (usually large commercial banks) and their customers.  In most cases, no
deposit  requirements  exist,  and  these  contracts  are  traded at a net price
without commission.  Forward contracts involve an obligation to purchase or sell
a specific  currency at an  agreed-upon  price on a future date.  Most contracts
expire in less than one year.  The fund also may use  futures  and  options  for
currency  management  purposes.  For more  information  on futures and  options,
please see "Futures and Options" on page 6.

DETAILED INFORMATION ABOUT THE FUND


INVESTMENT STRATEGIES AND RISKS

    This section  describes each of the investment  vehicles and strategies that
the  advisor  can use in  managing a fund's  assets.  It also  details the risks
associated  with each,  because each  technique  contributes to a fund's overall
risk profile.

U.S. GOVERNMENT SECURITIES


    U.S. government securities include bills, notes and bonds issued by the U.S.
Treasury and securities issued or guaranteed by agencies or instrumentalities of
the U.S. government.


    Some U.S.  government  securities are supported by the direct full faith and
credit pledge of the U.S.  government;  others are supported by the right of the
issuer to borrow from the U.S.  Treasury;  others,  such as securities issued by
the  Federal  National  Mortgage   Association  (FNMA),  are  supported  by  the
discretionary  authority  of the  U.S.  government  to  purchase  the  agencies'
obligations;  and others  are  supported  only by the  credit of the  issuing or
guaranteeing  instrumentality.  There is no assurance  that the U.S.  government
will provide financial support to an  instrumentality it sponsors when it is not
obligated by law to do so.

REPURCHASE AGREEMENTS


    The 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 the 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 purchase 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.

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



Statement of Additional Information                                           3



    The  fund  will  not  invest  more  than  15% of its  assets  in  repurchase
agreements maturing in more than seven days.


SECURITIES LENDING

    The fund may lend its portfolio  securities to earn additional  income. If a
borrower  defaulted on a securities  loan, the fund could  experience  delays in
recovering  the  securities  it loaned;  if the value of the  loaned  securities
increased over the value of the collateral, the fund could suffer a loss.

    To minimize the risk of default on securities  loans, the manager adheres to
guidelines  prescribed by the Board of Trustees governing lending of securities.
These guidelines strictly govern (1) the type and amount of collateral that must
be received by the fund;  (2) the  circumstances  under which  additions to that
collateral must be made by borrowers; (3) the return received by the fund on the
loaned securities; (4) the limitations on the percentage of fund assets on loan;
and (5) the  credit  standards  applied in  evaluating  potential  borrowers  of
portfolio securities. In addition, the guidelines require that the fund have the
option  to  terminate  any  loan of a  portfolio  security  at any  time and set
requirements for recovery of securities from borrowers.

FOREIGN CURRENCY EXCHANGE TRANSACTIONS

    The fund expects to exchange dollars for the fund's  underlying  currencies,
and  vice  versa,  in the  normal  course  of  managing  the  fund's  underlying
investments.   J.P.  Morgan  Investment  Management  Inc.  (JPMIM),  the  fund's
subadvisor, does not expect that the fund will hold currency that is not earning
income on a regular basis, although the fund may do so temporarily when suitable
investments  are not  available.  The fund may exchange  currencies  on a "spot"
basis (i.e.,  for prompt delivery and  settlement),  or by entering into forward
currency exchange  contracts (also called forward  contracts) or other contracts
to purchase and sell  currencies  for settlement at a future date. The fund will
incur costs in converting assets from one currency to another.  Foreign exchange
dealers may charge a fee for conversion; in addition, they also realize a profit
based on the difference  (i.e., the spread) between the prices at which they buy
and sell various currencies in the spot and forward markets.  Thus, a dealer may
offer to sell a foreign currency to the fund at one rate, and repurchase it at a
lesser rate should the fund desire to resell the currency to the dealer.

    Forward  contracts  are  agreements  to  exchange a  specific  amount of one
currency for a specified amount of another at a future date. The date may be any
agreed  fixed  number  of days in the  future.  The  amount  of  currency  to be
exchanged,  the price at which the exchange will take place, and the date of the
exchange are negotiated when the fund enters into the contract and are fixed for
the term of the contract.  Forward  contracts are traded in an interbank  market
conducted directly between currency traders (usually large commercial banks) and
their customers.  A forward contract generally has no deposit requirement and is
consummated without payment of any commission.  However, the fund may enter into
forward contracts with deposit requirements or commissions.


    At the maturity of a forward contract, the fund may complete the contract by
paying for and receiving the  underlying  currency,  or may seek to roll forward
its contractual obligation by entering into an "offsetting" transaction with the
same  currency  trader  and  paying or  receiving  the  difference  between  the
contractual  exchange rate and the current  exchange  rate. The fund also may be
able  to  enter  into  an  offsetting  contract  prior  to the  maturity  of the
underlying  contract.  This practice is sometimes referred to as "cross hedging"
and may be employed if, for example,  JPMIM  believes that one foreign  currency
(in which a portion of the fund's  foreign  currency  holdings are  denominated)
will  change in value  relative  to the U.S.  dollar  differently  than  another
foreign  currency.  There is no assurance that offsetting  transactions,  or new
forward contracts, will always be available to the fund.

    Investors  should  realize  that  the  use of  forward  contracts  does  not
eliminate  fluctuations  in  the  underlying  prices  of  the  securities.  Such
contracts  simply establish a rate of exchange that the fund can achieve at some
future point in time. Additionally, although such contracts tend to minimize the
risk of loss due to  fluctuations  in the value of the hedged currency when used
as a hedge  against  foreign  currency  declines,  at the same time they tend to
limit any potential  gain that might result from the change in the value of such
currency.



4                                               American Century Investments


    Because  investments  in,  and  redemptions  from,  the fund will be in U.S.
dollars, JPMIM expects that the fund's normal investment activity will involve a
significant  amount of currency  exchange.  For  example,  the fund may exchange
dollars  for its  underlying  foreign  currencies  for  dollars in order to meet
shareholder  redemption  requests or to pay expenses.  These transactions may be
executed in the spot or forward markets.

    In addition,  the fund may combine  forward  transactions  in its underlying
currency with investments in U.S. dollar-denominated  instruments, in an attempt
to construct an investment position whose overall performance will be similar to
that of a security  denominated  in its  underlying  currency.  If the amount of
dollars to be exchanged is properly  matched with the  anticipated  value of the
dollar-denominated  securities, the fund should be able to "lock in" the foreign
currency value of the securities,  and the fund's overall investment return from
the combined  position should be similar to the return from purchasing a foreign
currency-denominated  instrument. This is sometimes referred to as a "synthetic"
investment position or a "position hedge."

    The execution of a synthetic  investment position may not be successful.  It
is impossible to forecast  with  absolute  precision  what the dollar value of a
particular   security   will  be  at  any  given   time.   If  the  value  of  a
dollar-denominated  security is not exactly  matched with the fund's  obligation
under the forward  contract on the  contract's  maturity  date,  the fund may be
exposed to some risk of loss from fluctuation of the dollar. Although JPMIM will
attempt to hold such  mismatchings to a minimum,  there can be no assurance that
JPMIM will be successful in doing so.

WHEN-ISSUED AND FORWARD COMMITMENT AGREEMENTS


    The fund may engage in securities  transactions  on a when-issued or forward
commitment basis in which the transaction  price and yield are each fixed at the
time the  commitment  is made,  but payment and delivery  occur at a future date
(typically 15 to 45 days later).


    When purchasing  securities on a when-issued or forward  commitment basis, a
fund assumes the rights and risks of ownership, including the risks of price and
yield  fluctuations.  While the fund will make  commitments  to purchase or sell
securities with the intention of actually  receiving or delivering  them, it may
sell the securities  before the settlement date if doing so is deemed  advisable
as a matter of investment strategy.

    In purchasing  securities on a when-issued  or forward  commitment  basis, a
fund will establish and maintain until the settlement date a segregated  account
consisting of cash, cash equivalents or other  appropriate  liquid securities in
an amount  sufficient to meet the purchase price. When the time comes to pay for
the when-issued  securities,  the fund will meet its obligations  with available
cash, through the sale of securities,  or, although it would not normally expect
to do so, by selling the  when-issued  securities  themselves  (which may have a
market  value  greater  or less than the  fund's  payment  obligation).  Selling
securities to meet  when-issued or forward  commitment  obligations may generate
taxable capital gains or losses.

    As an  operating  policy,  no fund  will  commit  more than 50% of its total
assets to when-issued or forward commitment  agreements.  If fluctuations in the
value of  securities  held  cause more than 50% of a fund's  total  assets to be
committed under when-issued or forward commitment  agreements,  the advisor need
not sell such  agreements,  but it will be restricted from entering into further
agreements  on behalf of the fund until the  percentage  of assets  committed to
such agreements is below 50% of total assets.

SHORT-TERM SECURITIES


    In order to meet  anticipated  redemptions,  to hold pending the purchase of
additional  securities for a fund's portfolio,  or, in some cases, for temporary
defensive purposes,  the fund may invest a portion of its assets in money market
and other short-term securities.

    Examples of those securities include

    *   Securities issued or guaranteed by the U.S. government and its agencies
        and instrumentalities

    *   Commercial Paper

    *   Certificates of Deposit and Euro Dollar Certificates of Deposit

    *   Bankers' Acceptances

    *   Short-term notes, bonds, debentures or other debt instruments

    *   Repurchase agreements



Statement of Additional Information                                          5



OTHER INVESTMENT COMPANIES

     Each of the  funds may  invest  up to 10% of its total  assets in any other
mutual fund,  including  those of the advisor,  provided that the  investment is
consistent  with the fund's  investment  policies  and  restrictions.  Under the
Investment  Company Act, each fund's  investment in such securities,  subject to
certain exceptions,  currently is limited to (a) 3% of the total voting stock of
any one  investment  company,  (b) 5% of the fund's total assets with respect to
any one  investment  company  and  (c) 10% of the  fund's  total  assets  in the
aggregate. Such purchases will be made in the open market where no commission or
profit to a sponsor or dealer results from the purchase other than the customary
brokers'  commissions.  As a shareholder of another  investment  company, a fund
would bear,  along with other  shareholders,  its pro rata  portion of the other
investment company's expenses,  including advisory fees. These expenses would be
in addition to the  management  fee that each fund bears  directly in connection
with its own operations.


FUTURES AND OPTIONS

    The fund may enter  into  futures  contracts,  options or options on futures
contracts. Some futures and options strategies,  such as selling futures, buying
puts and writing calls, hedge a fund's investments  against price  fluctuations.
Other strategies, such as buying futures, writing puts and buying calls, tend to
increase market exposure. The fund does not use futures and options transactions
for speculative purposes.

    Although other techniques may be used to control a fund's exposure to market
fluctuations,  the use of futures  contracts  may be a more  effective  means of
hedging this  exposure.  While a fund pays  brokerage  commissions in connection
with opening and closing out futures  positions,  these costs are lower than the
transaction   costs  incurred  in  the  purchase  and  sale  of  the  underlying
securities.

    Futures  contracts provide for the sale by one party and purchase by another
party of a specific  security  at a  specified  future  time and price.  Futures
contracts  are traded on  national  futures  exchanges.  Futures  exchanges  and
trading are regulated under the Commodity  Exchange Act by the Commodity Futures
Trading Commission (CFTC), a U.S. government agency.

    Although  futures  contracts,  by their terms,  call for actual  delivery or
acceptance of the underlying securities,  in most cases the contracts are closed
out before the  settlement  date. A futures  position may be closed by taking an
opposite  position in an identical  contract  (i.e.,  buying a contract that has
previously been sold or selling a contract that has previously been bought).

    To initiate and maintain open positions in a futures contract,  a fund would
be required to make a good faith margin deposit in cash or government securities
with a futures  broker or  custodian.  A margin  deposit is  intended  to assure
completion of the contract  (delivery or acceptance of the underlying  security)
if it is not terminated  prior to the specified  delivery date.  Minimum initial
margin requirements are established by the futures exchanges and may be revised.
In addition,  brokers may establish margin deposit  requirements that are higher
than the exchange minimums.

    Once a futures  contract  position is opened,  the value of the  contract is
marked to market daily. If the futures contract price changes to the extent that
the margin on deposit does not satisfy margin requirements,  the contract holder
is required  to pay  additional  variation  margin.  Conversely,  changes in the
contract  value may reduce the  required  margin,  resulting  in a repayment  of
excess margin to the contract  holder.  Variation margin payments are made to or
from the  futures  broker for as long as the  contract  remains  open and do not
constitute   margin   transactions   for  purposes  of  the  fund's   investment
restrictions.

PURCHASING PUT AND CALL OPTIONS


    By  purchasing  a put  option,  the  fund  obtains  the  right  (but not the
obligation) to sell the option's underlying  instrument at a fixed strike price.
In return for this right,  the fund pays the current market price for the option
(known  as the  option  premium).  Options  have  various  types  of  underlying
instruments,  including specific  securities,  indices of securities prices, and
futures  contracts.  The fund may  terminate its position in a put option it has
purchased by allowing it to expire or by exercising the option. If the option is
allowed to expire,  the fund will lose the entire  premium it paid.  If the fund
exercises the option, it completes the sale of the underlying  instrument at the
strike price.  The fund also may  terminate a put option  position by closing it
out in the secondary  market at its current price if a liquid  secondary  market
exists.



6                                                  American Century Investments


    The buyer of a typical  put option can expect to realize a gain if  security
prices fall substantially.  However,  if the underlying  instrument's price does
not fall enough to offset the cost of  purchasing  the  option,  a put buyer can
expect to suffer a loss (limited to the amount of the premium paid, plus related
transaction costs).

    The  features  of call  options  are  essentially  the  same as those of put
options,  except  that the  purchaser  of a call  option  obtains  the  right to
purchase,  rather than sell,  the underlying  instrument at the option's  strike
price.  A call buyer  typically  attempts  to  participate  in  potential  price
increases  of the  underlying  instrument  with risk  limited to the cost of the
option if security prices fall. At the same time, the buyer can expect to suffer
a loss if  security  prices do not rise  sufficiently  to offset the cost of the
option.

WRITING PUT AND CALL OPTIONS

    If the  fund  writes  a put  option,  it  takes  the  opposite  side  of the
transaction from the option's  purchaser.  In return for receipt of the premium,
the fund  assumes  the  obligation  to pay the  strike  price  for the  option's
underlying  instrument if the other party  chooses to exercise the option.  When
writing  an option  on a futures  contract,  the fund will be  required  to make
margin  payments  to a broker  or  custodian  as  described  above  for  futures
contracts. The fund may seek to terminate its position in a put option it writes
before exercise by closing out the option in the secondary market at its current
price.  However, if the secondary market is not liquid for a put option the fund
has written, the fund must continue to be prepared to pay the strike price while
the option is outstanding, regardless of price changes, and must continue to set
aside assets to cover its position.


    If security  prices  rise, a put writer  would  generally  expect to profit,
although  the gain would be limited to the amount of the  premium  received.  If
security  prices remain the same over time,  the writer also would likely profit
by being able to close out the option at a lower price. If security prices fall,
the put writer would expect to suffer a loss.  This loss should be less than the
loss from purchasing the underlying  instrument directly,  however,  because the
premium  received  for writing  the option  should  mitigate  the effects of the
decline.


    Writing a call option  obligates  the fund to sell or deliver  the  option's
underlying  instrument  in return for the  strike  price  upon  exercise  of the
option.  The  characteristics  of writing  call  options are similar to those of
writing put  options,  except  that  writing  calls  generally  is a  profitable
strategy  if prices  remain  the same or fall.  Through  receipt  of the  option
premium,  a call writer  mitigates the effects of a price  decline.  At the same
time,  because  a call  writer  must  be  prepared  to  deliver  the  underlying
instrument  in return for the strike price even if its current value is greater,
a call writer gives up some ability to participate in security price increases.

COMBINED POSITIONS

    The fund may purchase and write options in combination with one another,  or
in combination with futures or forward contracts,  to adjust the risk and return
characteristics  of the overall position.  For example,  the fund may purchase a
put  option  and  write a call  option  on the  same  underlying  instrument  to
construct a combined position whose risk and return  characteristics are similar
to selling a futures contract.  Another possible combined position would involve
writing a call  option at one strike  price and buying a call  option at a lower
price  to  reduce  the  risk  of the  written  call  option  in the  event  of a
substantial price increase.  Because combined options positions involve multiple
trades,  they result in higher  transaction  costs and may be more  difficult to
open and close out.

OVER-THE-COUNTER OPTIONS


    Unlike  exchange-traded  options, which are standardized with respect to the
underlying  instrument,  expiration  date,  contract size, and strike price, the
terms of  over-the-counter  (OTC)  options  (options  not  traded on  exchanges)
generally are established through negotiation with the other party to the option
contract.  While this type of arrangement allows the fund greater flexibility to
tailor an option to its needs, OTC options generally involve greater credit risk
than exchange-traded options, which are guaranteed by the clearing organizations
of the exchanges where they are traded.  The risk of illiquidity also is greater
with OTC  options  because  these  options  generally  can be closed out only by
negotiation with the other party to the option.



Statement of Additional Information                                           7


RISKS RELATED TO FUTURES AND OPTIONS TRANSACTIONS

    Futures and options  prices can be  volatile,  and trading in these  markets
involves  certain risks. If the fund managers apply a hedge at an  inappropriate
time or judge interest rate trends  incorrectly,  futures and options strategies
may lower a fund's return.



    A fund could suffer losses if it is unable to close out its position because
of an illiquid secondary market.  Futures contracts may be closed out only on an
exchange that provides a secondary market for these  contracts,  and there is no
assurance that a liquid secondary  market will exist for any particular  futures
contract at any particular time. Consequently, it may not be possible to close a
futures position when the fund managers  consider it appropriate or desirable to
do so. In the event of adverse  price  movements,  a fund would be  required  to
continue making daily cash payments to maintain its required margin. If the fund
had insufficient cash, it might have to sell portfolio  securities to meet daily
margin  requirements  at a time when the fund managers would not otherwise elect
to do so. In  addition,  a fund may be required  to deliver or take  delivery of
instruments  underlying  futures contracts it holds. The fund managers will seek
to minimize these risks by limiting the contracts  entered into on behalf of the
fund to those traded on national  futures  exchanges and for which there appears
to be a liquid secondary market.

    A fund  could  suffer  losses  if the  prices  of its  futures  and  options
positions were poorly  correlated with its other  investments,  or if securities
underlying futures contracts  purchased by a fund had different  maturities than
those of the portfolio  securities being hedged. Such imperfect  correlation may
give rise to  circumstances in which a fund loses money on a futures contract at
the same time that it experiences a decline in the value of its hedged portfolio
securities.  A fund also could lose  margin  payments  it has  deposited  with a
margin broker, if, for example, the broker became bankrupt.


    Most futures exchanges limit the amount of fluctuation  permitted in futures
contract  prices during a single  trading day. The daily limit  establishes  the
maximum  amount that the price of a futures  contract may vary either up or down
from the previous day's settlement price at the end of the trading session. Once
the daily limit has been reached in a particular type of contract, no trades may
be made on that day at a price  beyond  the  limit.  However,  the  daily  limit
governs only price movement during a particular trading day and, therefore, does
not limit potential losses. In addition, the daily limit may prevent liquidation
of unfavorable positions. Futures contract prices have occasionally moved to the
daily  limit for  several  consecutive  trading  days with little or no trading,
thereby  preventing prompt  liquidation of futures positions and subjecting some
futures traders to substantial losses.


OPTIONS ON FUTURES


    By purchasing an option on a futures contract, a fund obtains the right, but
not the  obligation,  to sell the futures  contract (a put option) or to buy the
contract (a call  option) at a fixed  strike  price.  A fund can  terminate  its
position in a put option by allowing it to expire or by  exercising  the option.
If the  option  is  exercised,  the fund  completes  the sale of the  underlying
security at the strike price.  Purchasing  an option on a futures  contract does
not require a fund to make margin payments unless the option is exercised.


CORRELATION OF PRICE CHANGES


    Because there are a limited number of types of  exchange-traded  futures and
options contracts,  it is likely that the standardized  contracts available will
not match the fund's current or anticipated  investments  exactly.  The fund may
invest in futures and  options  contracts  based on  securities  with  different
issuers,  maturities,  or other  characteristics from the securities in which it
typically invests (for example, by hedging  intermediate-term  securities with a
futures  contract based on an index of long-term  bond prices);  this involves a
risk that the  futures  position  will not track the  performance  of the fund's
other investments.


    Options and futures  prices can diverge from the prices of their  underlying
instruments  even if the underlying  instruments  correlate well with the fund's
investments.  Options and futures prices are affected by factors such as current
and  anticipated  short-term  interest  rates,  changes  in  volatility  of  the
underlying instrument,  and the time remaining until expiration of the contract,
which may not affect security prices the same way.  Imperfect  correlation  also
may result from  differing  levels of demand in the options and futures  markets
and securities markets,



8                                                   American Century Investments


from  structural  differences  in how options and  futures  and  securities  are
traded,  or from the  imposition  of daily price  fluctuation  limits or trading
halts.  The fund may  purchase  or sell  options and  futures  contracts  with a
greater  or lesser  value than the  securities  it wishes to hedge or intends to
purchase in an effort to compensate for  differences  in volatility  between the
contract and the  securities,  although this may not be successful in all cases.
If  price  changes  in the  fund's  options  or  futures  positions  are  poorly
correlated  with its  other  investments,  the  positions  may  fail to  produce
anticipated  gains or  result in  losses  that are not  offset by gains in other
investments.

FUTURES AND OPTIONS CONTRACTS RELATING TO FOREIGN CURRENCIES


    The fund may  purchase  and sell  currency  futures and  purchase  and write
currency  options to increase  or decrease  its  exposure to  different  foreign
currencies.  A fund also may purchase and write  currency  options in connection
with currency futures or forward contracts.


    Currency  futures   contracts  are  similar  to  forward  currency  exchange
contracts,  except that they are traded on exchanges and have standard  contract
sizes and delivery dates.  Most currency  futures  contracts call for payment or
delivery in U.S. dollars.

    The uses and risks of  currency  futures  are  similar  to those of  futures
relating to securities or indices,  as described above.  Currency futures values
can be expected to correlate  with  exchange  rates,  but may not reflect  other
factors that affect the value of the fund's  investments.  A currency hedge, for
example, should protect a German-mark-denominated security from a decline in the
German mark, but it will not protect the fund against a price decline  resulting
from a deterioration in the issuer's creditworthiness.

LIQUIDITY OF FUTURES CONTRACTS AND OPTIONS


    There is no  assurance  that a liquid  secondary  market  will exist for any
particular  futures contract or option at any particular time.  Options may have
relatively low trading volume and liquidity if their strike prices are not close
to the  underlying  instrument's  current  price.  In  addition,  exchanges  may
establish daily price  fluctuation  limits for futures contracts and options and
may halt  trading if a contract's  price moves upward or downward  more than the
limit on a given day. On volatile trading days when the price  fluctuation limit
is reached or a trading halt is imposed,  it may be  impossible  for the fund to
enter into new  positions  or close out  existing  positions.  If the  secondary
market for a contract  was not liquid,  because of price  fluctuation  limits or
otherwise,  prompt  liquidation of unfavorable  positions  could be difficult or
impossible,  and the fund could be required to continue holding a position until
delivery  or  expiration  regardless  of  changes  in  its  value.  Under  these
circumstances,  the fund's  access to assets held to cover its future  positions
also could be impaired.

    Futures and options  trading on foreign  exchanges  may not be  regulated as
effectively  as similar  transactions  in the U.S. and may not involve  clearing
mechanisms or guarantees  similar to those  available in the U.S. The value of a
futures  contract  or  option  traded  on a foreign  exchange  may be  adversely
affected by the imposition of different  exercise and settlement terms,  trading
procedures, margin requirements and lesser trading volume.


RESTRICTIONS ON THE USE OF FUTURES CONTRACTS AND OPTIONS


    Each fund may enter into  futures  contracts,  options or options on futures
contracts.

    Under the Commodity  Exchange Act, a fund may enter into futures and options
transactions (a) for hedging purposes without regard to the percentage of assets
committed to initial  margin and option  premiums or (b) for purposes other than
hedging, provided that assets committed to initial margin and option premiums do
not exceed 5% of the fund's total  assets.  To the extent  required by law, each
fund will segregate cash or securities on its records in an amount sufficient to
cover its obligations under the futures contracts and options.


INVESTMENT POLICIES

    Unless otherwise indicated, with the exception of the percentage limitations
on borrowing,  the restrictions apply at the time transactions are entered into.
Accordingly,  any later  increase or decrease  beyond the  specified  limitation
resulting  from a change  in a fund's  net  assets  will  not be  considered  in
determining whether it has complied with its investment restrictions.



Statement of Additional Information                                           9


FUNDAMENTAL INVESTMENT POLICIES

    The fund's  investment  restrictions  are set forth below.  These investment
restrictions  are  fundamental  and may not be  changed  without  approval  of a
majority of the  outstanding  votes of  shareholders of a fund, as determined in
accordance with the Investment Company Act.


    For purposes of the investment  restriction  relating to concentration,  the
fund shall not purchase any securities that would cause 25% or more of the value
of the  fund's  total  assets  at the time of  purchase  to be  invested  in the
securities of one or more issuers conducting their principal business activities
in the same industry,  provided that (a) there is no limitation  with respect to
obligations issued or guaranteed by the U.S. government, any state, territory or
possession  of the United  States,  the  District  of  Columbia  or any of their
authorities,   agencies,   instrumentalities   or  political   subdivisions  and
repurchase  agreements  secured by such  instruments;  (b) wholly owned  finance
companies  will be considered to be in the  industries of their parents if their
activities are primarily related to financing the activities of the parents; (c)
utilities will be divided  according to their  services,  for example,  gas, gas
transmission, electric and gas, electric and telephone will each be considered a
separate  industry;  and (d) personal credit and business credit businesses will
be considered separate industries.

Subject            Policy
- --------------------------------------------------------------------------------
Senior Securities  A fund may not issue senior securities,  except as
                   permitted under the Investment Company Act.
- --------------------------------------------------------------------------------
Borrowing          A fund may not borrow money, except for temporary or
                   emergency purposes (not for leveraging or investment) in
                   an amount not exceeding 33 1/3% of the fund's total
                   assets (including the amount borrowed) less liabilities
                   (other than borrowings).
- --------------------------------------------------------------------------------
Lending            A fund may not lend any security or make any other loan
                   if, as a result, more than 33 1/3% of the 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.
- --------------------------------------------------------------------------------
Real Estate        A fund may 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
                   investing 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.
- --------------------------------------------------------------------------------
Concentration      A fund may not  concentrate  its 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).
- --------------------------------------------------------------------------------
Underwriting       A fund may not act as an underwriter of securities issued
                   by others, except to the extent that the fund may be
                   considered an underwriter within the meaning of the
                   Securities  Act of  1933  in the  disposition  of  restricted
                   securities.
- --------------------------------------------------------------------------------
Commodities        A fund may 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 fund from  purchasing  or  selling  options  and  futures
                   contracts   or  from   investing  in   securities   or  other
                   instruments backed by physical commodities.
- --------------------------------------------------------------------------------
Control            A fund may not invest for purposes of exercising control over
                   management.



10                                                American Century Investments


NONFUNDAMENTAL INVESTMENT POLICIES

  In  addition,  the fund is  subject  to the  following  additional  investment
restrictions  that  are not  fundamental  and may be  changed  by the  Board  of
Trustees.


Subject             Policy
- --------------------------------------------------------------------------------
Diversification     The fund, to meet federal tax requirements for
                    qualification as a "regulated investment company," limits
                    its investment so that at the close of each quarter of
                    its taxable year: (i) with regard to at least 50% of
                    total assets, no more than 5% of total assets are invested
                    in the securities of a single issuer, and (ii) no more
                    than 25% of total assets are invested in the securities
                    of a single issuer. Limitations (i) and (ii) do not apply
                    to "Government securities" as defined for federal tax
                    purposes. The fund does not, with respect to 75% of its
                    total assets, currently intend to purchase the securities
                    of any issuer (other than securities issued or guaranteed
                    by the U.S. government or any of its agencies or
                    instrumentalities) if, as a result thereof, the fund would
                    own more than 10% of the outstanding voting securities of
                    such issuer.
- --------------------------------------------------------------------------------
Liquidity           The 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 contractual restrictions on
                    resale or the absence of a readily available market.
- --------------------------------------------------------------------------------
Short Sales         The fund may 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
                    transactions in futures contracts and options are not deemed
                    to constitute selling securities short.
- --------------------------------------------------------------------------------
Margin              The fund may 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  fund  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 SEC nor any other  agency of the
federal or state government  participates in or supervises the management of the
fund or its investment practices or policies.

    The  Investment  Company Act also provides that the fund may not invest more
than  25% of its  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 fund monitors industry concentration using a more
restrictive  list of industry groups than that  recommended by the SEC. The fund
believes 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 restrictive industry classifications may,
however, cause the fund to forego investment possibilities that may otherwise be
available to it under the Investment Company Act.



Statement of Additional Information                                          11


TEMPORARY DEFENSIVE MEASURES

    For temporary defensive purposes, the fund may invest in securities that may
not fit its  investment  objective  or its  stated  market.  During a  temporary
defensive  period,  the fund may direct its assets to the  following  investment
vehicles:

    *    interest-bearing bank accounts or Certificates of Deposit

    *    U.S. government securities and repurchase agreements collateralized by
         U.S. government securities

    *    money market funds

PORTFOLIO TURNOVER


    The  portfolio  turnover  rates  of the  fund  are  shown  in the  Financial
Highlights table in the Prospectuses.

    With respect to this fund,  the managers will  purchase and sell  securities
without  regard to the length of time the security  has been held.  Accordingly,
the fund's rate of portfolio turnover may be substantial.

    The fund managers intend to purchase a given security  whenever they believe
it may contribute to the stated  objective of the fund. In order to achieve each
fund's investment  objective,  the managers may sell a given security, no matter
how long or 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  managers  believe  that the
security is not fulfilling its purpose,  either because,  among other things, it
did not live up to the  managers'  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.  Under  normal  conditions,  the  fund's  annual
portfolio turnover rates may exceed 150%.

    Because  investment  decisions are based on the anticipated  contribution of
the security in question to the fund's objectives, the managers believe that the
rate of portfolio  turnover is irrelevant when they believe a change is in order
to achieve those  objectives.  As a result, a fund's annual  portfolio  turnover
rate  cannot be  anticipated  and may be higher  than  other  mutual  funds with
similar investment  objectives.  Higher turnover would generate  correspondingly
greater brokerage commissions, which is a cost the fund pays directly. Portfolio
turnover also may affect the character of capital gains realized and distributed
by the fund,  if any,  since  short-term  capital  gains are taxable as ordinary
income.  This  disclosure   regarding  portfolio  turnover  is  a  statement  of
fundamental policy and may be changed only by a vote of the shareholders.

    Because the  managers do not take  portfolio  turnover  rate into account in
making investment decisions, (1) the managers have no intention of accomplishing
any  particular  rate of  portfolio  turnover,  whether high or low, and (2) the
portfolio  turnover rates in the past should not be considered as representative
of the rates that will be attained in the future.


TRANSACTIONS WITH SUBADVISOR AFFILIATES

    As described in further detail under the section titled  "MANAGEMENT,"  J.P.
Morgan Investment Management, Inc. (JPMIM) is subadvisor to the fund pursuant to
an agreement with American Century Investment Management, Inc.

    JPMIM, Morgan Guaranty Trust Company of New York ("Morgan  Guaranty"),  J.P.
Morgan  Securities  Inc., and J.P.  Morgan  Securities  Limited are wholly owned
subsidiaries  of  J.P.  Morgan  &  Co.   Incorporated,   hereafter  referred  to
collectively as "Morgan affiliates."

    J. P. Morgan Securities Inc. is a broker-dealer  registered with the SEC and
is a member of the National Association of Securities Dealers. It is active as a
dealer in U.S.  government  securities  and an underwriter of and dealer in U.S.
government agency securities and money market instruments.

    J.P.  Morgan  Securities  Limited  underwrites,   distributes,   and  trades
international  securities,  including  Eurobonds,  commercial paper, and foreign
government  bonds.  J.P. Morgan & Co.  Incorporated  issues commercial paper and
long-term debt  securities.  Morgan  Guaranty and some of its  affiliates  issue
certificates of deposit and create bankers' acceptances.

    To the  extent  that  the fund  invests  a  portion  of its  assets  in such
obligations,  it will not  invest  in  securities  issued or  created  by Morgan
affiliates.

    Certain  activities of Morgan  affiliates may affect the fund's portfolio or
the markets for securities in which the fund invests. In particular,  activities
of Morgan affiliates may affect the prices of securities held by the


12                                                  American Century Investments


fund and the supply of issues available for purchase by the fund. Where a Morgan
affiliate holds a large portion of a given issue,  the price at which that issue
is traded may  influence  the price of similar  securities  the fund holds or is
considering purchasing.

    The fund will not purchase securities  directly from Morgan affiliates,  and
the size of Morgan  affiliates'  holdings  may limit the  selection of available
securities in a particular  maturity,  yield, or price range.  The fund will not
execute any transactions  with Morgan  affiliates and will use only unaffiliated
broker-dealers.  In addition,  the fund will not purchase any securities of U.S.
government  agencies during the existence of an underwriting or selling group of
which a Morgan affiliate is a member, except to the extent permitted by law.

    The fund's  ability to engage in  transactions  with  Morgan  affiliates  is
restricted by the SEC and the Federal Reserve Board. In JPMIM's  opinion,  these
limitations  should not  significantly  impair the fund's  ability to pursue its
investment objectives.  However, there may be circumstances in which the fund is
disadvantaged  by  these  limitations  compared  to  other  funds  with  similar
investment objectives that are not subject to these limitations.

    In acting for its fiduciary  accounts,  including  the fund,  JPMIM will not
discuss its  investment  decisions or positions with the personnel of any Morgan
affiliate.  JPMIM has informed the fund that, in making investment decisions, it
will not obtain or use material, non-public information in the possession of any
division or department of JPMIM or other Morgan affiliates.

    The commercial  banking  divisions of Morgan Guaranty and its affiliates may
have deposit,  loan, and other commercial banking  relationships with issuers of
securities the fund purchases, including loans that may be repaid in whole or in
part with the proceeds of  securities  purchased  by the fund.  Except as may be
permitted  by  applicable  law,  the fund will not  purchase  securities  in any
primary public offering when the prospectus  discloses that the proceeds will be
used to repay a loan from Morgan Guaranty. JPMIM will not cause the fund to make
investments for the direct purpose of benefitting other commercial  interests of
Morgan affiliates at the fund's expense.

MANAGEMENT

THE BOARD OF TRUSTEES


    The Board of Trustees oversees the management of the fund and meets at least
quarterly  to  review  reports  about  fund  operations.  Although  the Board of
Trustees does not manage the fund, it has hired the advisor to do so. Two-thirds
of the trustees are  independent  of the fund's  advisor;  that is, they are not
employed by and have no financial interest in the advisor.

    The  individuals  listed in the following table whose names are marked by an
asterisk (*) are  interested  persons of the fund (as defined in the  Investment
Company Act) by virtue of, among other  considerations,  their  affiliation with
either the fund;  the advisor,  American  Century  Investment  Management,  Inc.
(ACIM);  the fund's  agent for transfer and  administrative  services,  American
Century  Services   Corporation   (ACSC);  the  fund's  distribution  agent  and
co-administrator,   Funds  Distributor,  Inc.  (FDI);  the  parent  corporation,
American Century  Companies,  Inc. (ACC) or ACC's  subsidiaries;  or other funds
advised  by the  advisor.  Each  trustee  listed  below  serves as a trustee  or
director of seven registered investment companies in the American Century family
of funds, which are also advised by the advisor.



Statement of Additional Information                                          13



                           Position(s)
Name (Age)                 Held          Principal Occupation(s)
Address                    With Fund     During Past Five Years
- --------------------------------------------------------------------------------
Albert A. Eisenstat (68)   Trustee       General Partner, Discovery Venturers
1665 Charleston Road                     (venture capital firm, 1996 to
Mountain View, CA  94043                 present)
                                         Independent Director, Commercial
                                         Metals Co. (1982 to present)
                                         Independent Director, Sungard
                                         Data Systems (1991 to present)
                                         Independent Director, Business
                                         Objects S/A (software & programming,
                                         1994 to present)
- --------------------------------------------------------------------------------
Ronald J. Gilson (52)      Trustee       Charles J. Meyers Professor of
1665 Charleston Road                     Law and Business, Stanford Law
Mountain View, CA  94043                 School (since 1979)
                                         Marc and Eva Stern Professor of
                                         Law and Business, Columbia
                                         University School of Law (since 1992)
                                         Counsel, Marron, Reid & Sheehy
                                         (a San Francisco law firm, since 1984)
- --------------------------------------------------------------------------------
William M. Lyons* (43)     Trustee       President, Chief Operating Officer
4500 Main Street                         and Assistant Secretary, ACC
Kansas City, MO 64111                    Executive Vice President, Chief
                                         Operating Officer and Secretary
                                         ACSC and ACIS
- --------------------------------------------------------------------------------
Myron S. Scholes (57)      Trustee       Limited Partner, Long-Term Capital
1665 Charleston Road                     Management (since February 1999)
Mountain View, CA  94043                 Principal, Long-Term Capital
                                         Management     (investment     advisor,
                                         1993-January   1999)   Frank  E.   Buck
                                         Professor of Finance, Stanford Graduate
                                         School   of   Business   (since   1981)
                                         Director,   Dimensional  Fund  Advisors
                                         (investment   advisor,    since   1982)
                                         Director, Smith Breeden Family of Funds
                                         (since 1992)
- --------------------------------------------------------------------------------
Kenneth E. Scott (70)      Trustee       Ralph M. Parsons Professor of Law
1665 Charleston Road                     and Business, Stanford Law School
Mountain View, CA  94043                 (since 1972)
                                         Director, RCM Capital Funds, Inc.
                                         (since 1994)
- -------------------------------------------------------------------------------
Isaac Stein (52)           Trustee       Director, Raychem Corporation
1665 Charleston Road                     (electrical equipment, since
1993)
Mountain View, CA  94043                 President, Waverley Associates, Inc.
                                         (private investment firm, since 1983)
                                         Director, ALZA Corporation
                                         (pharmaceuticals, since 1987)
                                         Trustee, Stanford University
                                         (since 1994)
                                         Chairman, Stanford Health Services
                                         (since 1994)
- --------------------------------------------------------------------------------
James E. Stowers III* (40) Trustee,      Chief Executive Officer and
4500 Main Street           Chairman      Director, ACC
Kansas City, MO 64111      of the Board  President, Chief Executive Officer
                                         and Director, ACSC and ACIS
- --------------------------------------------------------------------------------
Jeanne D. Wohlers (53)     Trustee       Director and Partner, Windy Hill
1665 Charleston Road                     Productions, LP (edutainment software,
Mountain View, CA  94043                 1994-present)
                                         Director, Quintus Corporation,
                                         (automation solutions, 1995-present)
                                         Vice President and Chief Financial
                                         Officer, Sybase, Inc. (software
                                         company, 1988 to 1992)
- --------------------------------------------------------------------------------



14                                             American Century Investments


COMMITTEES


    The Board has four committees to oversee  specific  functions of the Trust's
operations.  Only independent  trustees serve on these  committees.  Information
about these committees appears in the table below:


Committee       Members              Function of Committee
- --------------------------------------------------------------------------------


Audit           Albert A. Eisenstat  The Audit Committee selects and oversees
                Kenneth E. Scott     the activities of the Trust's independent
                Jeanne D. Wohlers    auditor. The Committee receives reports
                                     from   the   advisor's    Internal    Audit
                                     Department,  which is accountable solely to
                                     the Committee.  The Committee also receives
                                     reporting    about    compliance    matters
                                     affecting the Trust.
- --------------------------------------------------------------------------------
Nominating      Albert A. Eisenstat  The Nominating Committee primarily
                Ronald J. Gilson     considers and recommends individuals
                Myron S. Scholes     for nomination as trustees. The names
                Kenneth E. Scott     of potential trustee candidates are
                Isaac Stein          drawn from a number of sources,
                Jeanne D. Wohlers    including recommendations from Board
                                     members, 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.
- --------------------------------------------------------------------------------
Portfolio       Ronald J. Gilson     The Portfolio Committee reviews quarterly
                Myron S. Scholes     the investment activities and strategies
                Isaac Stein          used to manage fund assets. The Committee
                                     regularly  receives  reports from portfolio
                                     managers,   credit   analysts   and   other
                                     investment  personnel concerning the funds'
                                     investments.
- --------------------------------------------------------------------------------
Quality of      Ronald J. Gilson     The Quality of Service Committee reviews
Service         Myron S. Scholes     the level and quality of transfer agent
                Isaac Stein          and administrative services provided to
                                     the funds and their shareholders. It
                                     receives and reviews reports comparing
                                     those services to fund competitors and
                                     seeks to improve such services where
                                     feasible and appropriate.
- --------------------------------------------------------------------------------



Statement of Additional Information                                        15


COMPENSATION OF TRUSTEES


    The trustees also serve as trustees for seven  American  Century  investment
companies other than the Trust.  Each trustee who is not an interested person as
defined in the  Investment  Company Act receives  compensation  for service as a
member of the Board of all seven  such  companies  based on a  schedule  that is
based on the number of  meetings  attended  and the assets of the fund for which
the  meetings  are held.  These fees and  expenses  are divided  among the seven
investment  companies based, in part, upon their relative net assets.  Under the
terms of the management  agreement with the advisor,  the funds are  responsible
for paying such fees and expenses.

    The following table shows the aggregate  compensation  paid by the Trust for
the periods indicated by the seven investment  companies served by this Board to
each  trustee  who is not an  interested  person as  defined  in the  Investment
Company Act.


    The Trust has adopted the American  Century Deferred  Compensation  Plan for
Non-Interested  Directors and trustees. Under the plan, the independent trustees
may defer  receipt of all or any part of the fees to be paid to them for serving
as trustees.


    All deferred fees are credited to an account  established in the name of the
trustees.  The amounts credited to the account then increase or decrease, as the
case may be, in accordance  with the  performance of one or more of the American
Century funds that are selected by the trustee. The account balance continues to
fluctuate in accordance with the performance of the selected fund or funds until
final  payment of all amounts  credited to the account.  Trustees are allowed to
change their designation of mutual funds from time to time.

    No deferred fees are payable until such time as a trustee  resigns,  retires
or  otherwise  ceases  to be a member  of the Board of  Trustees.  Trustees  may
receive  deferred  fee  account  balances  either  in a lump sum  payment  or in
substantially equal installment  payments to be made over a period not to exceed
10 years.  Upon the death of a  trustee,  all  remaining  deferred  fee  account
balances are paid to the  trustee's  beneficiary  or, if none,  to the trustee's
estate.


    The plan is an unfunded plan and,  accordingly,  the Trust has no obligation
to segregate  assets to secure or fund the deferred fees. The rights of trustees
to receive their  deferred fee account  balances are the same as the rights of a
general unsecured  creditor of the Trust. The plan may be terminated at any time
by the  administrative  committee of the plan. If  terminated,  all deferred fee
account balances will be paid in a lump sum.


    No deferred  fees were paid to any trustee  under the plan during the fiscal
year ended December 31, 1998.

Aggregate Trustee Compensation for Fiscal Year  Ended December 31, 1998
- --------------------------------------------------------------------------------
                                                        Total Compensation
                                Total Compensation           from the
                                 Compensation from       American Century
Name of Trustee                     the Fund(1)         Family of Funds(2)
- --------------------------------------------------------------------------------
Albert A. Eisenstat                   $4,079                  $65,750
Ronald J. Gilson                      $4,106                  $73,000
Myron S. Scholes                      $4,045                  $61,750
Kenneth E. Scott                      $4,096                  $73,000
Isaac Stein                           $4,065                  $67,500
Jeanne D. Wohlers                     $4,096                  $73,000
- --------------------------------------------------------------------------------

(1)  Includes  compensation  paid to the  trustees  during the fiscal year ended
December 31, 1998,  and also  includes  amounts  deferred at the election of the
trustees under the American Century Mutual Fund Deferred  Compensation  Plan for
Non-Interested Directors and Trustees. The total amount of deferred compensation
included  in the  preceding  table is as follows:  Mr.  Eisenstat,  $4,079;  Mr.
Gilson, $2,053; Mr. Scholes, $4,045; Mr. Scott, $2,048 and Ms. Wohlers, $2,048.

(2) Includes  compensation  paid by the seven investment  company members of the
American Century family of funds served by this Board.



16                                                American Century Investments


OFFICERS


    Background  information  for the  officers  of the Trust is  provided in the
following  table.  All  persons  named as  officers  of the Trust  also serve in
similar  capacities for the 12 other investment  companies  advised by ACIM. Not
all officers of the Trust are listed;  only those  officers  with  policy-making
functions  for the Trust are listed.  No officer is  compensated  for his or her
service  as an officer of the  Trust.  The  individuals  listed in the table are
interested  persons of the fund (as defined in the  Investment  Company  Act) by
virtue of, among other  considerations,  their affiliation with either the fund;
ACC, ACC's  subsidiaries  (including ACIM and ACSC),  or the fund's  distributor
(FDI), as specified in the table.

                        Position(s)
Name (Age)              Held With     Principal Occupation(s)
Address                 Fund          During Past Five Years
- --------------------------------------------------------------------------------
George A. Rio (44)      President     Executive Vice President and Director
60 State Street                       of Client Services, FDI (March 1998
Boston, MA 02109                      to present)
                                      Senior  Vice   President  and  Senior  Key
                                      Account Manager, Putnam Mutual Funds (June
                                      1995  to  March  1998)  Director  Business
                                      Development,  First Data  Corporation (May
                                      1994 to June 1995)  Senior Vice  President
                                      and   Manager  of  Client   Services   and
                                      Director  of  Internal  Audit,  The Boston
                                      Company, Inc. (September 1983 to May 1994)
- --------------------------------------------------------------------------------
Mary A. Nelson (34)     Vice          Vice President and Manager of Treasury
60 State Street         President     Services and Administration, FDI
Boston, MA 02109                      (1994 to present)
                                      Assistant Vice President and Client
                                      Manager, The Boston Company, Inc.
                                      (1989 to 1994)
- --------------------------------------------------------------------------------
Maryanne Roepke,        Vice          Senior Vice President, Treasurer and
CPA (43)                President     Principal Accounting Officer, ACSC
4500 Main Street        and Treasurer
Kansas City, MO 64111
- --------------------------------------------------------------------------------
David C. Tucker (40)    Vice         Senior Vice President and General
4500 Main Street        President    Counsel, ACSC and ACIM (June 1998
Kansas City, MO 64111                to present)
                                     General Counsel, ACC (June 1998
                                     to present)
                                     Consultant to mutual fund industry
                                     May 1997-April 1998)
                                     Vice President and General Counsel,
                                     Janus Companies (1990 to 1997)
- --------------------------------------------------------------------------------
Christopher J.          Vice         Vice President and Associate General
Kelley (34)             President    Counsel, FDI (since July 1996)
60 State Street                      Assistant Counsel, Forum Financial Group
Boston, MA 02109                     (April 1994 to July 1996)
                                     Compliance Officer, Putnam Investments
                                     (1992 to April 1994)
- --------------------------------------------------------------------------------
Douglas A. Paul (52)    Secretary    Vice President and Associate General
1665 Charleston Road    and Vice     Counsel, ACSC
Mountain View, CA 94043 President
- --------------------------------------------------------------------------------
C. Jean Wade (35)       Controller   Controller-Fund Accounting, ACSC
4500 Main Street
Kansas City, MO 64111
- --------------------------------------------------------------------------------
Jon Zindel (32)         Tax Officer  Director of Taxation, ACSC (1996
4500 Main Street                     to present)
Kansas City, MO 64111                Tax Manager, Price Waterhouse, LLP
                                     (1989-1996)
- --------------------------------------------------------------------------------



Statement of Additional Information                                         17



THE FUNDS' PRINCIPAL SHAREHOLDERS

    As of April 1, 1999 the following  companies  were the record owners of more
than 5% of a  fund's  outstanding  shares.  The  fund is  unaware  of any  other
shareholders,  beneficial  or of  record,  who own  more  than 5% of the  fund's
outstanding  shares.  As of April 1, 1999 the officers and trustees of the fund,
as a group, own less than 1% of the fund's outstanding shares.

                                                                 Percentage
                                                                 of Shares
Fund                         Shareholder                         Outstanding
- -------------------------------------------------------------------------------
International Bond           Charles Schwab & Co.                29.0%
                             101 Montgomery Street
                             San Francisco, CA 94101


SERVICE PROVIDERS

    The fund has no employees.  To conduct its day-to-day activities,  the Trust
has hired a number of service  providers.  Each service  provider has a specific
function to fill on behalf of the Trust and is described below.


    ACIM and ACSC are both wholly owned by ACC.  James E. Stowers Jr.,  Chairman
of ACC,  controls  ACC by virtue of his  ownership  of a majority  of its voting
stock.


INVESTMENT ADVISOR


    The fund has an  investment  management  agreement  with the advisor,  dated
August 1, 1997.  This agreement was approved by the  shareholders of the fund on
July 30, 1997.


    A  description  of  the  responsibilities  of  the  advisor  appears  in the
Prospectus under the caption "Management."


    For the services  provided to the fund,  the advisor  receives a monthly fee
based on a percentage of the average net assets of the fund.  The annual rate at
which this fee is assessed is determined monthly in a two-step process: First, a
fee rate schedule is applied to the assets of all of the funds of its investment
category  managed by the advisor (the  "Investment  Category Fee"). For example,
when calculating the fee for a money market fund, all of the assets of the money
market  funds  managed  by the  advisor  are  aggregated.  The three  investment
categories  are money  market  funds,  bond funds and equity  funds.  Second,  a
separate fee rate  schedule is applied to the assets of all of the funds managed
by the advisor (the "Complex Fee"). The Investment  Category Fee and the Complex
Fee are then added to determine the unified  management  fee payable by the fund
to the advisor.


    The schedules by which the  Investment  Category Fees are  determined are as
follows:

INVESTMENT CATEGORY FEE SCHEDULE FOR

*   International Bond


Category Assets                                     Fee Rate
- -------------------------------------------------------------------------------
First $1 billion                                    0.6100%
Next $1 billion                                     0.5580%
Next $3 billion                                     0.5280%
Next $5 billion                                     0.5080%
Next $15 billion                                    0.4950%
Next $25 billion                                    0.4930%
Thereafter                                          0.4925%
- -------------------------------------------------------------------------------


    The Complex Fee is determined according to the schedule on the table below.

COMPLEX FEE SCHEDULE


Complex Assets                                      Fee Rate
- -------------------------------------------------------------------------------
First $2.5 billion                                  0.3100%
Next $7.5 billion                                   0.3000%
Next $15 billion                                    0.2985%
Next $25 billion                                    0.2970%
Next $50 billion                                    0.2960%
Next $100 billion                                   0.2950%
Next $100 billion                                   0.2940%
Next $200 billion                                   0.2930%
Next $250 billion                                   0.2920%
Next $500 billion                                   0.2910%
Thereafter                                          0.2900%
- -------------------------------------------------------------------------------

    On the first  business day of each month,  the fund pays a management fee to
the  advisor  for the  previous  month at the  specified  rate.  The fee for the
previous month is calculated by  multiplying  the applicable fee for the fund by
the  aggregate  average  daily  closing  value of a fund's net assets during the
previous  month 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).



18                                                American Century Investments



    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 (1) the fund's
Board of Trustees, or by the vote of a majority of outstanding votes (as defined
in the  Investment  Company  Act);  and  (2) by the  vote of a  majority  of the
trustees of the funds who are not parties to the agreement or interested persons
of the advisor,  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 fund's Board of Trustees,  or by a vote of
a majority of outstanding votes, on 60 days' written notice to the advisor,  and
that it shall be automatically terminated if it is assigned.

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


    The  management  agreement  also provides that the advisor and its officers,
trustees 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 fund  and also for  other
clients  advised by the  advisor.  Investment  decisions  for the fund 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
fund.  In addition,  purchases or sales of the same security may be made for two
or more clients or fund on the same date.  Such  transactions  will be allocated
among  clients in a manner  believed by the advisor 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  subadvisor  may  aggregate  purchase  and sale orders of the funds with
purchase and sale orders of its other clients when the subadvisor  believes that
such  aggregation  provides the best execution for the fund. The fund's Board of
Trustees has approved the policy of the advisor and  subadvisor  with respect to
the aggregation of portfolio  transactions.  Where portfolio  transactions  have
been  aggregated,  the fund  participates  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 subadvisor will not aggregate portfolio  transactions of the
fund unless it believes such  aggregation  is  consistent  with its duty to seek
best execution on behalf of the fund and the terms of the management  agreement.
The subadvisor  receives no additional  compensation or remuneration as a result
of such aggregation.

    Prior to  August  1,  1997,  Benham  Management  Corporation  served  as the
investment  advisor to the fund. Benham  Management  Corporation was merged into
the advisor in late 1997.


    Unified management fees incurred by the fund by class for the fiscal periods
ended December 31, 1998,  1997 and 1996,  are indicated in the following  table.
Fee amounts are net of amounts  reimbursed or recouped under the fund's previous
investment advisory agreement with Benham Management Corporation.

UNIFIED MANAGEMENT FEES*

Fund                                1998          1997          1996
- ----------------------------------------------------------------------------
International Bond
     Investor                 $1,263,294    $1,219,730    $1,060,306
     Advisor                          61            0              0
- ----------------------------------------------------------------------------

*  Net of reimbursements

    The investment  management  agreement provides that the manager may delegate
certain responsibilities under the agreement to a subadvisor.  Currently,  JPMIM
serves as  subadvisor  to the fund under a  subadvisory  agreement  between  the
manager and JPMIM dated  August 1, 1997,  that was approved by  shareholders  on
July 30,  1997.  This  supersedes  subadvisory  agreements  dated  June 1, 1995,
December 31, 1991, and June 1, 1994. The subadvisory  agreement continues for an
initial   period  of  two  years  and  thereafter  so  long  as  continuance  is
specifically  approved  by vote of a majority of the fund's  outstanding  voting
securities or by vote of a majority of the fund's trustees, including a majority
of those trustees who are neither parties to the agreement



Statement of Additional Information                                          19


nor interested persons of any such party, cast in person at a meeting called for
the purpose of voting on such approval.  The subadvisory agreement is subject to
termination without penalty on 60 days' written notice by the manager, the Board
of  Trustees,  or a  majority  of the  fund's  outstanding  shares or 12 months'
written notice by JPMIM and will terminate automatically in the event of (i) its
assignment or (ii) termination of the investment  advisory agreement between the
fund and the manager.

    The subadvisory agreement provides that JPMIM will make investment decisions
for the fund in accordance with the fund's investment objective,  policies,  and
restrictions, and whatever additional written guidelines it may receive from the
manager from time to time. For these services,  the manager pays JPMIM a monthly
fee at an annual rate of .20% of the fund's  average daily net assets up to $200
million; and .15% of average daily net assets over $200 million.  Under the 1991
subadvisory agreement, the manager paid JPMIM a monthly fee at an annual rate of
 .25% of average daily net assets up to $200  million,  and .05% of average daily
net assets in excess of $200 million, with a minimum annual fee of $250,000.

    For the fiscal years ended  December 31,  1998,  1997 and 1996,  the manager
paid JPMIM subadvisory fees as listed in the following table:

JPMIM SUBADVISORY FEES


1998                                 $340,185
1997                                 $315,813
1996                                 $470,287


OTHER ADVISORY RELATIONSHIPS


    In addition to managing the funds,  the advisor also serves as an investment
advisor  to  seven  institutional  accounts  and  to  the  following  registered
investment companies:


 American Century Mutual Funds, Inc.
 American Century World Mutual Funds, Inc.
 American Century Premium Reserves, Inc.
 American Century Variable Portfolios, Inc.
 American Century Capital Portfolios, Inc.
 American Century Strategic Asset Allocations, Inc.
 American Century Municipal Trust
 American Century Government Income Trust
 American Century Investment Trust
 American Century Target Maturities Trust
 American Century Quantitative Equity Funds
 American Century California Tax-Free and Municipal Funds

TRANSFER AGENT AND ADMINISTRATOR


    American  Century  Services  Corporation,  4500 Main  Street,  Kansas  City,
Missouri 64111, acts as transfer agent and  dividend-paying  agent for the fund.
It provides physical  facilities,  computer hardware and software and personnel,
for the day-to-day  administration  of the fund and of the advisor.  The advisor
pays ACSC for such services.

    Prior to August 1, 1997,  the fund paid ACSC  directly  for its  services as
transfer agent and administrative services agent.

    Administrative  service  and  transfer  agent  fees paid by the fund for the
fiscal years ended December 31, 1997 and 1996, are indicated in the table below.
Fee amounts are net of expense limitations.

ADMINISTRATIVE FEES
                                       Fiscal                    Fiscal
Fund                                     1997                      1996
- ----------------------------------------------------------------------------
International Bond                   $120,327                  $263,533
- ----------------------------------------------------------------------------

TRANSFER AGENT FEES
                                       Fiscal                    Fiscal
Fund                                     1997                      1996
- ----------------------------------------------------------------------------
International Bond                   $134,632                  $239,896
- ----------------------------------------------------------------------------


DISTRIBUTOR


    The fund's shares are  distributed by FDI, a registered  broker-dealer.  The
distributor is a wholly owned indirect subsidiary of Boston Institutional Group,
Inc. The  distributor's  principal  business  address is 60 State Street,  Suite
1300, Boston, Massachusetts 02109.

    The  distributor  is the principal  underwriter  of the fund's  shares.  The
distributor makes a continuous,  best-efforts underwriting of the fund's shares.
This means that the distributor has no liability for unsold shares.



20                                                American Century Investments


OTHER SERVICE PROVIDERS

CUSTODIAN BANKS


    Chase  Manhattan  Bank,  770  Broadway,  10th  Floor,  New  York,  New  York
10003-9598,  and Commerce Bank, N.A., 1000 Walnut,  Kansas City, Missouri 64105,
each serves as custodian of the assets of the fund. The custodians  take no part
in  determining  the  investment  policies  of the  fund  or in  deciding  which
securities are purchased or sold by the fund. The fund,  however,  may invest in
certain  obligations  of  the  custodians  and  may  purchase  or  sell  certain
securities from or to the custodians.


INDEPENDENT ACCOUNTANTS


    PricewaterhouseCoopers LLP is the independent accountant of the fund for the
fiscal   years   ended   December   31,   1997  and   1998.   The   address   of
PricewaterhouseCoopers  LLP is 1055 Broadway,  10th Floor, Kansas City, Missouri
64105.  As  the  independent  accountant  of  the  fund,  PricewaterhouseCoopers
provides services including (1) audit of the annual financial statements for the
fund,  (2) assistance and  consultation  in connection  with SEC filings and (3)
review of the annual federal income tax return filed for the fund.

    KPMG Peat Marwick LLP, 1000 Walnut, Suite 1600, Kansas City, Missouri 64106,
served  as  independent  auditors  for  the  fund  and  examined  the  financial
statements of the fund for all fiscal years ending prior to January 1, 1997.


BROKERAGE ALLOCATION


    Under the  management  agreement  between the fund and the advisor and under
the Subadvisory Agreement between the advisor and the subadvisor, the subadvisor
has the  responsibility  of selecting  brokers and dealers to execute  portfolio
transactions.  In many  transactions,  the  selection of the broker or dealer is
determined by the  availability of the desired  security and its offering price.
In other  transactions,  the  selection of broker or dealer is a function of the
selection  of  market  and the  negotiation  of price,  as well as the  broker's
general  execution and  operational  and financial  capabilities  in the type of
transaction  involved.  The subadvisor  will seek to obtain prompt  execution of
orders at the most  favorable  prices or yields.  The  subadvisor  may choose to
purchase  and  sell  portfolio  securities  to  and  from  dealers  who  provide
statistical and other information and services,  including research, to the fund
and to the subadvisor.  Such  information or services will be in addition to and
not in lieu of the services required to be performed by the subadvisor,  and the
expenses of the  subadvisor  will not  necessarily be reduced as a result of the
receipt of such supplemental information.


INFORMATION ABOUT FUND SHARES

    The Declaration of Trust permits the Board of Trustees to issue an unlimited
number of full and fractional  shares of beneficial  interest without par value,
which may be issued in series  (or  funds).  Shares  issued  are fully  paid and
nonassessable and have no preemptive, conversion or similar rights.


    Voting rights are not cumulative, so that investors holding more than 50% of
the Trust's (i.e., all funds')  outstanding  shares may be able to elect a Board
of Trustees. The Trust understates  dollar-based voting, meaning that the number
of votes you are entitled to is based upon the dollar amount of your investment.
The  election of trustees is  determined  by the votes  received  from all Trust
shareholders  without  regard to  whether a  majority  of shares of any one fund
voted in favor of a particular nominee or all nominees as a group.


    Each shareholder has rights to dividends and  distributions  declared by the
fund he or she owns and to the net assets of such fund upon its  liquidation  or
dissolution  proportionate  to his or her share ownership  interest in the fund.
Shares  of each  fund  have  equal  voting  rights,  although  each  fund  votes
separately on matters affecting that fund exclusively.

    Shareholders  of  a  Massachusetts   business  trust  could,  under  certain
circumstances,  be held  personally  liable for its  obligations.  However,  the
Declaration of Trust contains an express disclaimer of shareholder liability for
acts or  obligations  of the Trust.  The  Declaration of Trust also provides for
indemnification and reimbursement of expenses of any shareholder held personally
liable for obligations of the Trust.  The Declaration of Trust provides that the
Trust  will,  upon  request,  assume the  defense of any claim made  against any
shareholder  for any act or  obligation  of the Trust and satisfy  any  judgment
thereon.  The Declaration of Trust further  provides that the Trust may maintain
appropriate insurance (for example,  fidelity,  bonding and errors and omissions
insurance)


Statement of Additional Information                                     21


for the protection of the Trust, its shareholders, trustees, officers, employees
and agents to cover  possible tort and other  liabilities.  Thus,  the risk of a
shareholder  incurring  financial loss as a result of  shareholder  liability is
limited to circumstances in which both inadequate insurance exists and the Trust
is unable to meet its obligations.


    The assets  belonging to each fund or class of shares are held separately by
the  custodian  and the  shares of each  fund or class  represent  a  beneficial
interest in the principal,  earnings and profit (or losses) of  investments  and
other assets held for each fund or class.  Your rights as a shareholder  are the
same for all funds or class of securities unless otherwise stated.  Within their
respective fund or class, all shares have equal redemption  rights.  Each share,
when issued, is fully paid and non-assessable.

    In  the  event  of  complete   liquidation   or  dissolution  of  the  fund,
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.

    Each shareholder has rights to dividends and  distributions  declared by the
fund he or she owns and to the net assets of such fund upon its  liquidation  or
dissolution proportionate to his or her share ownership interest in the fund.


MULTIPLE CLASS STRUCTURE


    The  Trust's  Board of  Trustees  has  adopted a  multiple  class  plan (the
Multiclass  Plan)  pursuant to Rule 18f-3  adopted by the SEC.  Pursuant to such
plan, the fund may issue up to three classes of shares:  an Investor  Class,  an
Institutional  Class and an Advisor Class.  Not all American Century funds offer
all three classes.

    The Investor Class is made available to investors  directly without any load
or  commission,  for a single  unified  management  fee. The  Institutional  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 advisor as Investor Class  shareholders.  As a
result,  the advisor is able to charge  these  classes a lower total  management
fee.  In addition to the  management  fee,  however,  Advisor  Class  shares are
subject to a Master  Distribution  and  Shareholder  Services Plan (described on
this  page).  The plan has been  adopted by the Board of  Trustees  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 Trustees and approved by its  shareholders.  Pursuant to such
rule,  the Board of Trustees and initial  shareholder  of the Advisor Class have
approved and entered into a Master  Distribution  and Shareholder  Services Plan
(the "Plan"). The Plan is described below.

    In  adopting  the Plan,  the Board of  Trustees  [including  a  majority  of
trustees  who  are  not  interested  persons  of the  fund  (as  defined  in the
Investment Company Act),  hereafter  referred to as the "independent  trustees"]
determined  that there was a reasonable  likelihood  that the Plan would benefit
the fund and the  shareholders  of the affected  class.  Pursuant to Rule 12b-1,
information with respect to revenues and expenses under the Plan is presented to
the Board of Trustees  quarterly for its  consideration  in connection  with its
deliberations as to the continuance of the Plan. Continuance of the Plan must be
approved  by the Board of  Trustees  (including  a majority  of the  independent
trustees)  annually.  The Plan may be amended by a vote of the Board of Trustees
(including a majority of the independent trustees), except that the Plan 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 Plan
terminates  automatically  in the event of an  assignment  and may be terminated
upon a vote of a majority of the  independent  trustees or by vote of a majority
of the outstanding voting securities of the affected class.


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


22                                                 American Century Investments


MASTER DISTRIBUTION AND SHAREHOLDER SERVICES PLAN


    As described in the  Prospectus,  the fund's Advisor Class of shares also 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.  The fund's  distributor  enters into
contracts  with various  banks,  broker-dealers,  insurance  companies and other
financial  intermediaries,  with respect to the sale of the fund's shares and/or
the use of the fund's  shares in various  investment  products or in  connection
with various financial services.


    Certain  recordkeeping and administrative  services that are provided by the
fund's 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 fund's  shares to be made  available  through  such plans and
financial  intermediaries,  and to compensate them for such services, the fund's
advisor has reduced its  management  fee by 0.25% per annum with  respect to the
Advisor  Class  shares and the fund's  Board of  Trustees  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 assets of the fund's Advisor Class shares,  0.25% of which is paid
for  Shareholder  Services (as  described  below) and 0.25% of which is paid for
distribution services.

    Payments may be made for a variety of shareholder services,  including,  but
are not limited to, (a) receiving, aggregating and processing purchase, exchange
and redemption  requests from beneficial  owners  (including  contract owners of
insurance  products that utilize the fund as an underlying  investment media) of
shares  and  placing   purchase,   exchange  and  redemption   orders  with  the
Distributor;  (b) providing  shareholders with a service that invests the assets
of their accounts in shares pursuant to specific or pre-authorized instructions;
(c)  processing  dividend  payments  from a fund on behalf of  shareholders  and
assisting  shareholders in changing dividend options,  account  designations and
addresses; (d) providing and maintaining elective services such as check writing
and wire transfer services;  (e) acting as shareholder of record and nominee for
beneficial owners; (f) maintaining account records for shareholders and/or other
beneficial  owners;  (g) issuing  confirmations of  transactions;  (h) 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;  (i) preparing and forwarding shareholder communications from the
fund (such as proxies,  shareholder  reports,  annual and  semiannual  financial
statements and dividend,  distribution  and tax notices) to shareholders  and/or
other  beneficial  owners;  and (j) providing other similar  administrative  and
sub-transfer  agency  services.   Shareholder  Services  do  not  include  those
activities  and expenses  that are  primarily  intended to result in the sale of
additional shares of the fund.

    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,  (a) the  payment  of  sales
commissions,  on going  commissions  and other  payments  to  brokers,  dealers,
financial  institutions  or others who sell  Advisor  Class  shares  pursuant to
Selling  Agreements;  (b)  compensation to registered  representatives  or other
employees of  distributor  who engage in or support  distribution  of the fund's
Advisor Class shares; (c) compensation to, and expenses  (including overhead and
telephone expenses) of distributor; (d) the printing of prospectuses, statements
of additional information and reports for other than existing shareholders;  (e)
the  preparation,  printing and distribution of sales literature and advertising
materials provided to the fund's shareholders and prospective shareholders;  (f)
receiving and answering correspondence from prospective shareholders,  including
distributing prospectuses, statements of additional information, and shareholder
reports;  (g) the providing of facilities to answer  questions from  prospective
investors  about fund shares;  (h) complying  with federal and state  securities
laws  pertaining  to the  sale  of  fund  shares;  (i)  assisting  investors  in
completing  application forms and selecting  dividend and other account options;
(j) the  providing  of  other  reasonable  assistance  in  connection  with  the
distribution of fund shares; (k) the organizing and conducting of sales seminars
and payments



Statement of Additional Information                                       23



in the form of  transactional  and compensation or promotional  incentives;  (l)
profit on the foregoing;  (m) the payment of "service fees" for the provision of
personal, continuing services to investors, as contemplated by the Rules of Fair
Practice of the NASD and (n) such other distribution and services  activities as
the advisor determines may be paid for by the fund pursuant to the terms of this
Agreement and in accordance with Rule 12b-1 of the Investment Company Act.


BUYING AND SELLING FUND SHARES

    Information about buying, selling and exchanging fund shares is contained in
the  American  Century  Investor  Services  Guide.  The  guide is  available  to
investors without charge and may be obtained by calling us.


VALUATION OF THE FUND'S SECURITIES

    The fund's net asset value per share (NAV) is  calculated as of the close of
business  of the New York  Stock  Exchange  (the  Exchange),  usually  at 4 p.m.
Eastern time each day the Exchange is open for business.  The Exchange typically
observes the  following  holidays:  New Year's Day,  Martin Luther King Jr. Day,
Presidents'  Day,  Good  Friday,  Memorial  Day,  Independence  Day,  Labor Day,
Thanksgiving Day and Christmas Day.  Although the fund expects the same holidays
to be observed in the future,  the Exchange  may modify its holiday  schedule at
any time.

    The  subadvisor  typically  completes  its  trading on behalf of the fund in
various  markets  before  the  Exchange  closes  for the day.  Foreign  currency
exchange rates also are determined prior to the close of the Exchange.  However,
if  extraordinary  events  occur  that are  expected  to  affect  the value of a
portfolio  security  after  the  close of the  primary  exchange  on which it is
traded,  the security  will be valued at fair market value as determined in good
faith under the  direction of the Board of  Trustees.  The fund's share price is
calculated  by adding the value of all  portfolio  securities  and other assets,
deducting   liabilities  and  dividing  the  result  by  the  number  of  shares
outstanding.  Expenses and interest  earned on portfolio  securities are accrued
daily.


TAXES

FEDERAL INCOME TAX


    The fund  intends to qualify  annually as a "regulated  investment  company"
under  Subchapter M of the Internal Revenue Code of 1986, as amended (the Code).
By so qualifying,  a fund will be exempt from federal income taxes to the extent
that it  distributes  substantially  all of its net  investment  income  and net
realized capital gains (if any) to shareholders. If a fund fails to qualify as a
regulated  investment  company,  it  will be  liable  for  taxes,  significantly
reducing its distributions to shareholders and eliminating shareholders' ability
to treat distributions of the fund in the manner they were realized by the fund

    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  greater than 12 months 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  distributions  of
long-term capital 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 to 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 each
quarter 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



24                                                  American Century Investments



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 that 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 also may 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.

    If you have not complied  with certain  provisions  of the Internal  Revenue
Code and Regulations,  either American Century or your financial intermediary is
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, and is not refundable.

    Redemption  of shares of a fund  (including  redemption  made in an exchange
transaction)  will be a taxable  transaction for federal income tax purposes and
shareholders  will  generally  recognize  gain or loss in an amount equal to the
difference between the basis of the shares and the amount received. 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 Code,  resulting in a postponement of the recognition of such
loss for federal income tax purposes.


    The fund's  transactions in foreign currencies,  forward contracts,  options
and  futures  contracts  (including  options and  futures  contracts  on foreign
currencies) will be subject to special  provisions of the Code that, among other
things, may affect the character of gains and losses realized by the fund (i.e.,
may  affect  whether  gains or  losses  are  ordinary  or  capital),  accelerate
recognition  of  income  to  the  fund,  defer  fund  losses,   and  affect  the
determination of whether capital gains and losses are characterized as long-term
or short-term  capital gains or losses.  These rules could therefore  affect the
character, amount and timing of distributions to shareholders.  These provisions
also may require the fund to mark to market  certain  types of the  positions in
its portfolio (i.e.,  treat them as if they were sold), which may cause the fund
to recognize income without  receiving cash with which to make  distributions in
amounts  necessary  to satisfy  the 90% and 98%  distribution  requirements  for
relief from income and excise  taxes,  respectively.  The fund will  monitor its
transactions   and  may  make  such  tax  elections  as  fund  management  deems
appropriate  with respect to foreign  currency,  options,  futures  contracts or
forward contracts. The fund's status as a regulated investment company may limit
its  transactions  involving  foreign  currency,  futures,  options  and forward
contracts.

    Under the Code,  gains or losses  attributable  to  fluctuations in exchange
rates that occur between the time the fund accrues  income or other  receivables
or accrues expenses or other  liabilities  denominated in a foreign currency and
the time the fund actually  collects such  receivables or pays such  liabilities
generally


Statement of Additional Information                                          25


are  treated  as  ordinary  income  or loss.  Similarly,  in  disposing  of debt
securities   denominated  in  foreign   currencies,   certain  forward  currency
contracts, or other instruments, gains or losses attributable to fluctuations in
the value of a foreign  currency  between the date the  security,  contract,  or
other  instrument  is acquired  and the date it is disposed of are also  usually
treated as ordinary income or loss.  Under Section 988 of the Code,  these gains
or losses may increase or decrease the amount of the fund's  investment  company
taxable income distributed to shareholders as ordinary income.

    Earnings derived by the fund from sources outside the U.S. may be subject to
non-U.S.  withholding  and possibly  other  taxes.  Such taxes may be reduced or
eliminated under the terms of a U.S. income tax treaty,  and the fund intends to
undertake any procedural  steps required to claim the benefits of such a treaty.
With respect to any non-U.S.  taxes  actually paid by the fund, if more than 50%
in value of the fund's total assets at the close of any taxable year consists of
securities  of foreign  corporations,  the fund may elect to treat any  non-U.S.
income  and  similar  taxes  it  pays  as  though  the  taxes  were  paid by its
shareholders.


TAXATION OF NON-U.S. SHAREHOLDERS


    U.S. taxation of a shareholder who is a non-resident alien or a non-U.S.
corporation, partnership, trust, or estate depends on whether the payments
received from a fund are "effectively connected" with a U.S. trade or business
carried on by such a shareholder. Ordinarily, income from the fund will not be
treated as "effectively connected."

    If the payments received from the fund are effectively connected with a U.S.
trade or business of the shareholder, then all distributions of net investment
income and net capital gains of the fund and gains realized upon the redemption,
exchange, or other taxable disposition of shares will be subject to U.S. federal
income tax at the graduated rates applicable to U.S. citizens, residents, or
domestic entities, although the tax may be eliminated under the terms of an
applicable U.S. income tax treaty. Non-U.S. corporate shareholders also may be
subject to a branch profits tax with respect to payments from the fund.

    If the shareholder is not engaged in a U.S. trade or business, or the
payments received from the fund are not effectively connected with the conduct
of such a trade or business, the shareholder will generally be subject to U.S.
tax withholding at the rate of 30% (or a lower rate under an applicable U.S.
income tax treaty) on distributions of net investment income and net realized
short-term capital received. Non-U.S. shareholders not engaged in a U.S. trade
or business, or having no effectively connected income, may also be subject to
U.S. tax at the rate of 30% (or a lower treaty rate) on additional distributions
resulting from the fund's election to treat any non-U.S. taxes it pays as though
the taxes were paid by its shareholders.

    Distributions   of  net  realized   long-term   capital  gains  to  non-U.S.
shareholders and any capital gains realized by them upon the redemption or other
taxable  disposition of shares generally will not be subject to U.S. tax. In the
case of individuals  and other  non-exempt,  non-U.S.  shareholders  who fail to
furnish the fund with required certifications  regarding their foreign status on
IRS Form W-8 or an  appropriate  substitute,  the fund may be required to impose
backup  withholding  of  U.S.  tax at the  rate of 31% on  distributions  of net
realized capital gains and proceeds of redemptions and exchanges.


    The  information  above is only a summary of some of the tax  considerations
affecting the fund and their  shareholders.  No attempt has been made to discuss
individual tax consequences.  A prospective  investor should consult with his or
her tax  advisors  or state or local or foreign  tax  authorities  to  determine
whether the fund is a suitable investment.


HOW FUND PERFORMANCE INFORMATION IS CALCULATED


    The fund may quote  performance  in  various  ways.  Historical  performance
information will be used in advertising and sales literature.

    Yield is  calculated  by adding  over a 30-day  (or  one-month)  period  all
interest and dividend  income (net of fund  expenses)  calculated  on each day's
market  values,  dividing  this  sum  by  the  average  number  of  fund  shares
outstanding  during the period, and expressing the result as a percentage of the
fund's  share  price on the last day of the 30-day (or  one-month)  period.  The
percentage is then annualized.  Capital gains and losses are not included in the
calculation.



26                                                 American Century Investments



    The following  table sets forth yield  quotations for the two classes of the
fund for the 30-day  period ended  December 31, 1998 (the last day of the fiscal
year pursuant to computation methods prescribed by the SEC).

                                           Investor             Advisor
Fund                                       Class                Class
- --------------------------------------------------------------------------------
International Bond                         3.04%                N/A
- --------------------------------------------------------------------------------

    The fund also may elect to  advertise  cumulative  total  return and average
annual total return, computed as described above.

    The following table shows the cumulative total return and the average annual
total return of the Investor  Class of the fund since its  inception  (as noted)
through December 31, 1998.

Fund                                 1 Year            From Inception
- --------------------------------------------------------------------------------
International Bond                   17.87%            78.41%
- --------------------------------------------------------------------------------

(1) Commenced operations on January 7, 1992.

ADDITIONAL PERFORMANCE COMPARISONS

    The fund's  performance may be compared with the performance of other mutual
funds  tracked by mutual  fund rating  services or with other  indices of market
performance.  This may include  comparisons with funds that, unlike the American
Century funds, are sold with a sales charge or deferred sales charge. Sources of
economic  data that may be used for such  comparisons  may include,  but are not
limited to, U.S. Treasury bill, note and bond yields,  money market fund yields,
U.S.  government debt and percentage held by foreigners,  the U.S. money supply,
net  free  reserves,  and  yields  on  current-coupon  GNMAs  (source:  Board of
Governors of the Federal Reserve  System);  the federal funds and discount rates
(source:  Federal  Reserve  Bank of New York);  yield  curves for U.S.  Treasury
securities and AA/AAA-rated  corporate  securities (source:  Bloomberg Financial
Markets);  yield curves for AAA-rated  tax-free  municipal  securities  (source:
Telerate);  yield curves for foreign government  securities (sources:  Bloomberg
Financial  Markets and Data  Resources,  Inc.);  total  returns on foreign bonds
(source:  J.P.  Morgan  Securities  Inc.);  various U.S. and foreign  government
reports;  the junk bond market (source:  Data Resources,  Inc.); the CRB Futures
Index  (source:  Commodity  Index Report);  the price of gold  (sources:  London
a.m./p.m.  fixing and New York Comex Spot Price); rankings of any mutual fund or
mutual fund category tracked by Lipper Analytical Services, Inc. or Morningstar,
Inc.;  mutual  fund  rankings   published  in  major,   nationally   distributed
periodicals;  data  provided  by  the  Investment  Company  Institute;  Ibbotson
Associates,  Stocks, Bonds, Bills, and Inflation;  major indices of stock market
performance;  and  indices and  historical  data  supplied  by major  securities
brokerage or investment  advisory firms. The fund also may utilize reprints from
newspapers  and magazines  furnished by third  parties to illustrate  historical
performance.


MULTIPLE CLASS PERFORMANCE ADVERTISING

    Pursuant to the Multiple Class Plan, the Trust may issue additional  classes
of its existing fund 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
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.

FINANCIAL STATEMENTS


    The  financial  statements  of the fund are included in the Annual Report to
shareholders  for the fiscal year ended  December 31, 1998. The Annual Report is
incorporated herein by reference.  You may receive copies of the Reports without
charge upon  request to American  Century at the  address and  telephone  number
shown on the back cover of this Statement of Additional Information.


EXPLANATION OF FIXED-INCOME SECURITIES RATINGS


    As described in the Prospectus, the fund invests in fixed-income securities.
Those investments,  however, are subject to certain credit quality restrictions,
as noted in the Prospectus and in this Statement of Additional Information.  The
following is a summary of the rating  categories  referenced  in the  prospectus
disclosure.



Statement of Additional Information                                        27


BOND RATINGS


S&P   Moody's   Description
- --------------------------------------------------------------------------------
AAA   Aaa       These are the highest ratings assigned by S&P and Moody's to
                a debt obligation and indicates an extremely  strong capacity to
                pay interest and repay principal.
- --------------------------------------------------------------------------------
AA    Aa        Debt  rated in this  category  is  considered  to have a very
                strong  capacity to pay interest and repay principal and differs
                from AAA/Aaa issues only in a small degree.
- --------------------------------------------------------------------------------
A     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   Baa       Debt  rated  BBB/Baa  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    Ba        Debt rated BB/Ba 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     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 and repay principal. The B rating category also is used
                for debt  subordinated to senior debt that is assigned an actual
                or implied BB/Ba or BB-/Ba3 rating.
- --------------------------------------------------------------------------------
CCC   Caa       Debt rated CCC/Caa 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/Caa
                rating category also is used for debt subordinated to senior
                debt that is assigned an actual or implied B or B-/B3 rating.
- --------------------------------------------------------------------------------
CC    Ca        The rating CC/Ca typically is applied to debt subordinated
                to senior debt that is assigned an actual or implied
                CCC/Caa rating.
- --------------------------------------------------------------------------------
C     C         The rating C typically is applied to debt subordinated to
                senior debt, which is assigned an actual or implied CCC-/Caa3
                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     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.
- --------------------------------------------------------------------------------



28                                             American Century Investments


    To provide  more  detailed  indications  of credit  quality,  the Standard &
Poor's 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.  Similarly,
Moody's adds numerical  modifiers (1,2,3) to designate  relative standing within
its major bond rating categories. Fitch Investors Service, Inc. also rates bonds
and uses a ratings system that is substantially similar to that used by Standard
& Poor's.

COMMERCIAL PAPER RATINGS

S&P      Moody's         Description
- --------------------------------------------------------------------------------
A-1      Prime-1         This indicates that the degree of safety regarding
         (P-1)           timely payment is strong. Standard & Poor's rates
                         those issues determined to possess extremely strong
                         safety characteristics as A-1+.
- --------------------------------------------------------------------------------
A-2      Prime-2         Capacity for timely payment on commercial paper is
         (P-2)           satisfactory, but the relative degree of safety is
                         not as  high as for  issues  designated  A-1.  Earnings
                         trends and coverage ratios,  while sound,  will be more
                         subject to variation.  Capitalization  characteristics,
                         while  still  appropriated,  may be  more  affected  by
                         external  conditions.   Ample  alternate  liquidity  is
                         maintained.
- --------------------------------------------------------------------------------
A-3      Prime-3         Satisfactory capacity for timely repayment. Issues
         (P-3)           that carry this rating are somewhat more vulnerable
                         to the adverse changes in circumstances than
                         obligations carrying the higher designations.
- --------------------------------------------------------------------------------

NOTE RATINGS

S&P      Moody's         Description
- --------------------------------------------------------------------------------
SP-1     MIG-1; VMIG-1   Notes are of the highest quality enjoying
                         strong  protection from established cash flows of funds
                         for their servicing or from established and broad-based
                         access to the market for refinancing,
                         or both.
- --------------------------------------------------------------------------------
SP-2     MIG-2; VMIG-2   Notes are of high quality, with margins of protection
                         ample, although not so large as in the preceding
                         group.
- --------------------------------------------------------------------------------
SP-3     MIG-3; VMIG-3   Notes are of favorable quality, with all security
                         elements accounted for, but lacking the undeniable
                         strength of the preceding grades. Market access for
                         refinancing, in particular, is likely to be less
                         well established.
- --------------------------------------------------------------------------------
SP-4     MIG-4; VMIG-4   Notes are of adequate quality,  carrying
                         specific risk but having  protection and not distinctly
                         or predominantly speculative.
- --------------------------------------------------------------------------------


Statement of Additional Information                                        29


MORE INFORMATION ABOUT THE FUND IS CONTAINED THESE DOCUMENTS

ANNUAL AND SEMIANNUAL REPORTS


     These contain more information about the fund's  investments and the market
conditions  and investment  strategies  that  significantly  affected the fund's
performance  during the most recent  fiscal  period.  The annual and  semiannual
reports are  incorporated  by reference into this SAI. This means that these are
legally part of this SAI.

You can receive a free copy of the annual and  semiannual  reports,  and ask any
questions about the funds, by contacting us at one of the addresses or telephone
numbers listed below.


If you own or are considering purchasing fund shares through

* an employer-sponsored retirement plan
* a bank
* a broker-dealer
* an insurance company
* another financial intermediary

you can receive the annual and semiannual reports directly from them.

You also can get  information  about the funds from the  Security  and  Exchange
Commission (SEC).

* In person                        SEC Public
                                   Reference Room
                                   Washington, D.C.
                                   Call 1-800-SEC-0330 for location and hours.

* On the Internet                  www.sec.gov

* By mail                          SEC Public Reference Section
                                   Washington, D.C. 20549-6009
                                   (The SEC will charge a fee for copying
                                   the documents.)

Investment Company Act File No. 811-3706


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


AMERICAN CENTURY INVESTMENTS
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

WWW.AMERICANCENTURY.COM

FAX
816-340-7962

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

BUSINESS; NOT-FOR-PROFIT AND EMPLOYER-SPONSORED RETIREMENT PLANS
1-800-345-3533


SH-SAI-18622  9910


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