AMERICAN CENTURY CAPITAL PORTFOLIOS INC
497, 1999-12-27
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AMERICAN CENTURY CAPITAL PORTFOLIOS, INC.

STATEMENT OF ADDITIONAL INFORMATION SUPPLEMENT

Supplement dated December 28, 1999 * Statement of Additional Information dated
July 30, 1999

The following is inserted immediately after the chart for Fundamental Investment
Policies on page 12.


For purposes of the investment restrictions relating to lending and borrowing,
the funds have received an exemptive order from the SEC regarding interfund
lending. Under the terms of the exemptive order, the funds may borrow money from
or lend money to other funds, advised by ACIM, that permit such transactions.
All such transactions will be subject to the limits set above for borrowing
and lending. The funds will borrow money through the program only when the costs
are equal to or lower than the cost of short-term bank loans. Interfund loans
and borrowings normally extend only overnight, but can have a maximum duration
of seven days. The funds will lend through the program only when the returns are
higher than those available from other short-term instruments (such as
repurchase agreements). The funds may have to borrow from a bank at a higher
interest rate if an interfund loan is called or not renewed. Any delay in
repayment to a lending fund could result in a lost investment opportunity or
additional borrowing costs.


The following replaces the chart in the right-hand column of page 19 effective
January 1, 2000.

  Fund                    Class                   Percentage of Net Assets
- --------------------------------------------------------------------------------
  Large Cap Value         Investor                0.90% of first $1 billion

                                                  0.80% of the next $4 billion

                                                  0.70% over $5 billion

                          Institutional           0.70% of first $1 billion

                                                  0.60% of the next $4 billion

                                                  0.50% over $5 billion

                          Advisor                 0.65% of first $1 billion

                                                  0.55% of the next $4 billion

                                                  0.45% over $5 billion
- --------------------------------------------------------------------------------
  Value                   Investor                1.00%

                          Institutional           0.80%

                          Advisor                 0.75%
- --------------------------------------------------------------------------------
  Small Cap Value         Investor                1.25%

                          Institutional           1.05%

                          Advisor                 1.00%
- --------------------------------------------------------------------------------
  Equity Income           Investor                1.00%

                          Institutional           0.80%

                          Advisor                 0.75%
- --------------------------------------------------------------------------------
  Equity Index            Investor                0.49%

                          Institutional           0.29%
- --------------------------------------------------------------------------------
  Real Estate             Investor                1.20% first $100 million

                                                  1.15% over $100 million

                          Institutional           1.00% first $100 million

                                                  0.95% over $100 million

                          Advisor                 0.95% first $100 million

                                                  0.90% over $100 million
- --------------------------------------------------------------------------------

SH-SPL-19156   9912


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