AMERICAN CENTURY CAPITAL PORTFOLIOS INC
497, 1999-09-30
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AMERICAN CENTURY CAPITAL PORTFOLIOS, INC.

Prospectus Supplement

LARGE CAP VALUE * VALUE * SMALL CAP VALUE * EQUITY INCOME

Supplement dated October 1, 1999 * Prospectus dated July 30, 1999


The following replaces the chart on page 14 of the Investor Class prospectus.

MINIMUM INITIAL INVESTMENT AMOUNTS

To open an account, the minimum investments are:

Individual or Joint                          $2,500
Traditional IRA                              $1,000
Roth IRA                                     $1,000
Education IRA                                $500
UGMA/UTMA                                    $2,500
403(b)                                       No minimum
Qualified Retirement Plans                   $2,500(1)

(1) The minimum investment requirements may be different for some types of
    retirement accounts.


SH-SPL-18120   9909
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AMERICAN CENTURY CAPITAL PORTFOLIOS, INC.

PROSPECTUS SUPPLEMENT

REAL ESTATE FUND

Supplement dated October 1, 1999 * Prospectus dated July 30, 1999

SPECIAL MEETING OF SHAREHOLDERS

The Board of Directors has requested that the following matter be submitted to
shareholders of the fund for approval at a special meeting of shareholders to be
held on December 17, 1999, to vote on the approval of a new Subadvisory
Agreement with J.P. Morgan Investment Management, Inc.

The record date for the meeting is October 22, 1999. If you own shares of the
fund as of the close of business on that date, you will be entitled to vote at
the meeting. Proxy materials containing more information about these proposals
are expected to be first sent to shareholders on or about October 29, 1999. If
approved by shareholders, the new Subadvisory Agreement would become effective
on January 1, 2000.

The following replaces the chart on page 12 of the Investor Class prospectus.

MINIMUM INITIAL INVESTMENT AMOUNTS

To open an account, the minimum investments are:

Individual or Joint                          $2,500
Traditional IRA                              $1,000
Roth IRA                                     $1,000
Education IRA                                $500
UGMA/UTMA                                    $2,500
403(b)                                       No minimum
Qualified Retirement Plans                   $2,500(1)

(1) The minimum investment requirements may be different for some types of
    retirement accounts.


SH-SPL-18121   9909


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