AMERICAN CENTURY PREMIUM RESERVES INC
497, 1998-06-29
Previous: INSURED MUNICIPALS INCOME TRUST 138TH INSURED MULTI SERIES, 497J, 1998-06-29
Next: INSURED MUNICIPALS INCOME TRUST 176TH INSURED MULTI SERIES, 497J, 1998-06-29



                     AMERICAN CENTURY PREMIUM RESERVES, INC.

                              PROSPECTUS SUPPLEMENT
                           Premium Government Reserve
                             Premium Capital Reserve
                                  Premium Bond

                         SUPPLEMENT DATED JUNE 30, 1998
                         Prospectus dated August 1, 1997

The following disclosure replaces the fifth paragraph under the heading "Premium
Bond," found on page 10 of the Prospectus.

     To  achieve  its  objective,  Premium  Bond  may  invest  in a  diversified
portfolio of high- and  medium-grade  debt  securities  payable in both U.S. and
foreign  currencies.  The  fund may  invest  in  securities  that at the time of
purchase are rated by a nationally  recognized  statistical rating organization,
such as Moody's Investor  Services  (Moody's) and Standard & Poor's  Corporation
(S&P), as follows:

                                                       Examples of
                                                         Minimum
                                                         Ratings
                                                  --------------------
Type of Security       General Credit Limit       Moody's          S&P
- --------------------------------------------------------------------------------
Short-term notes            two highest            MIG-2           SP-2
                             categories

Corporate, sovereign        five highest            Ba              BB
   and municipal bonds        categories

U.S. government                NONE                 n/a             n/a
   and government
   agency securities

Other types                  two highest            P-2             A-2
                              categories
- --------------------------------------------------------------------------------

     The fund may also invest in unrated  securities  if the manager  determines
that they are of equivalent credit quality.

     Corporate,  sovereign  and  municipal  bonds that the fund may buy  include
securities known as "medium-grade securities." Medium-grade securities are those
rated  in  the  fourth  and  fifth  highest  ratings  categories.   Medium-grade
securities are somewhat  speculative.  Adverse  economic  conditions or changing
circumstances are more likely to lead to a weakened capacity to pay interest and
repay principal by issuers of  fourth-category  rated  securities  (Moody's Baa,
S&P's BBB) than more highly rated  securities.  This sensitivity and exposure to
adverse or changing economic  conditions is heightened in  fifth-category  rated
(Moody's Ba, S&P's BB) securities.  The fund may not invest more than 15% of its
total assets in securities rated Ba or BB (or their equivalent).

     The fund may invest in U.S.  government and government agency securities as
described under "Premium Government Reserve," page 8.

The following  chart is inserted  after the fourth  paragraph  under the heading
"Fundamentals  of  Fixed  Income   Investing,"  found  on  pages  10-11  of  the
Prospectus.

                         Authorized Quality Range
                   A-1              A-2         A-3
                   P-1              P-2         P-3
                   MIG-1           MIG-2        MIG-3
                   SP-1            SP-2         SP-3

                 AAA   AA         A   BBB       BB   B     CCC    CC     C    D
Premium Bond     XXX   XX         X   XXX       XX

The  following  disclosure  should be  inserted  after the  section  "Rule  144A
Securities," found on page 15 of the Prospectus.

INVESTMENTS IN COMPANIES WITH LIMITED
OPERATING HISTORIES

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

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

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

The following  disclosure is added on page 23 of the  Prospectus,  following the
last paragraph under the heading "When Share Price is Determined."

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

The following  disclosure is added on page 27 of the  Prospectus,  following the
last paragraph under the heading "Transfer and Administrative Services."

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

YEAR 2000 ISSUES

     Many of the world's computer systems currently cannot properly recognize or
process  date-sensitive  information  relating to the Year 2000 and beyond.  The
funds and the  manager  depend  upon the  computer  systems of  various  service
providers,  including  the  transfer  agent,  for their  day-to-day  operations.
Inadequate  remediation of the Year 2000 problem by these service  providers and
others  with whom they  interact  could  have an  adverse  effect on the  funds'
operations,  including  pricing,  securities  trading  and  settlement,  and the
provision of shareholder services.

     The transfer agent, in cooperation  with the manager,  has assembled a team
of  information  technology  professionals  who are taking steps to address Year
2000  issues  with  respect  to its own  computers  and to  obtain  satisfactory
assurances that comparable steps are being taken by the funds' and the manager's
other major  service  providers and vendors.  The key phases of the  remediation
plan include: an inventory of all internal systems, vendor products and services
and data  providers  (substantially  completed in 1997);  an  assessment  of all
systems  for date  reliance  and the  impact  of the  century  rollover  on each
(substantially  completed with respect to critical  systems in early 1998);  and
the renovation  and testing of affected  systems  (targeted for completion  with
respect to critical  systems by the end of 1998).  The manager  will pay for the
remediation effort with revenues from its management fee, so that the funds will
not directly bear any of the cost.

     In  light of these  remediation  efforts,  the  funds do not  anticipate  a
material  adverse  impact on its  business,  operations  or financial  condition
relating  to Year  2000  issues.  However,  there can be no  assurance  that the
remediation  plan will be sufficient and timely or that  interaction  with other
noncomplying  computer  systems will not have a material  adverse  effect on the
funds' business, operations or financial condition.

     In  addition,  companies  in which  the  funds  invest  may have  Year 2000
computer  problems.  The value of their  securities could go down if they do not
fix their problems in time or if fixing them is very expensive. Before making an
investment  decision  about a company,  the manager  asks it about its Year 2000
readiness.  However, the manager cannot be sure that the information it receives
is complete and accurate,  and there is no guarantee that  portfolio  companies'
Year 2000 problems will not hurt the funds' performance.

The  following   disclosure  replaces  the  first  sentence  under  the  heading
"Distribution of Fund Shares" found on page 27 of the Prospectus.

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

The  following  disclosure  should be inserted as the last  paragraph  under the
heading "Distribution of Fund Shares" on page 27 of the Prospectus.

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

                  P.O. Box 419200                [american century logo(reg.sm)]
                  Kansas City, Missouri                                 American
                  64141-6200                                     Century(reg.tm)
                                                  1-800-345-2021 or 816-531-5575

SH-SPL-13247 9806
<PAGE>
                     AMERICAN CENTURY PREMIUM RESERVES, INC.

                                  Supplement to
                       Statement of Additional Information

                   SUPPLEMENT DATED JUNE 30, 1998 Statement of
                   Additional Information dated August 1, 1997

The following disclosure replaces the first paragraph under the heading "Premium
Bond," found on page 2 of the Statement of Additional Information.

    The manager will invest the Premium Bond portfolio in high- and medium-grade
debt securities payable in both U.S. and foreign currencies. The fund may invest
in  securities  that,  at the  time  of  purchase,  are  rated  by a  nationally
recognized statistical rating organization as follows:

                                                      Examples of
                                                        Minimum
                                                        Ratings
                                                    ---------------
Type of Security       General Credit Limit        Moody's       S&P
- --------------------------------------------------------------------------------
Short-term notes             two highest             MIG-2        SP-2
                              categories

Corporate, sovereign        five highest              Ba        BB
   and municipal bonds        categories

U.S. government                NONE                   n/a        n/a
   and government
   agency securities

Other types                  two highest              P-2        A-2
                              categories
- --------------------------------------------------------------------------------

    The fund may also invest in unrated  securities  if the  manager  determines
that they are of equivalent credit quality.  See "An Explanation of Fixed Income
Securities Ratings," page 4.

    Premium Bond may also purchase  securities  under  repurchase  agreements as
described  in the  Prospectus  and  purchase  and  sell  interest  rate  futures
contracts and related options.  See "Interest Rate Futures Contracts and Related
Options," page 6.

The following  disclosure replaces the first through twentieth  paragraphs under
the heading  "Officers  and  Directors,"  found on page 10 of the  Statement  of
Additional Information.

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

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

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

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

    ROBERT W. DOERING M.D (66), Director; retired; formerly general surgeon.

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

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

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

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

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

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

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

    CHRISTOPHER  J. KELLEY (33),  Vice  President  (1998);  Vice  President  and
Associate  General  Counsel of FDI.  Prior to joining  FDI,  Mr. Kelly served as
Assistant  Counsel at Forum  Financial  Group (from April 1994 to July 1996) and
before that as a compliance officer for Putnam Investments (from 1992 to 1994).

    MARY A. NELSON (34),  Vice President  (1998);  Vice President and Manager of
Treasury  Services and  Administration  of FDI. Prior to joining FDI, Ms. Nelson
was Assistant  Vice President and Client  Manager for The Boston  Company,  Inc.
(from 1989 to 1994).

    C. JEAN WADE, CPA (34), Controller.

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

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

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

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

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

                 P.O. Box 419200                 [american century logo(reg.sm)]
                 Kansas City, Missouri                                  American
                 64141-6200                                      Century(reg.tm)
                 1-800-345-2021 or 816-531-5575 

SH-SPL-13248 9806


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission