BENHAM INVESTMENT TRUST
497, 1996-12-23
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                                   PROSPECTUS

                                 [company logo]
                             American Century (sm)

                               SEPTEMBER 3, 1996
                            REVISED JANUARY 1, 1997

                                     BENHAM
                                    GROUP(R)

                               Prime Money Market

                                 [front cover]


                          AMERICAN CENTURY INVESTMENTS
                                FAMILY OF FUNDS

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

AMERICAN CENTURY INVESTMENTS


BENHAM GROUP

MONEY MARKET FUNDS
GOVERNMENT BOND FUNDS
DIVERSIFIED BOND FUNDS
MUNICIPAL BOND FUNDS

Prime Money
Market


AMERICAN CENTURY GROUP

ASSET ALLOCATION &
BALANCED FUNDS
CONSERVATIVE EQUITY FUNDS
SPECIALTY FUNDS


TWENTIETH CENTURY(R) GROUP

GROWTH FUNDS
INTERNATIONAL FUNDS

                                 [inside cover]


                                   PROSPECTUS
                               SEPTEMBER 3, 1996
                            REVISED JANUARY 1, 1997

                               Prime Money Market

                       AMERICAN CENTURY INVESTMENT TRUST

     American   Century   Investment   Trust  is  a  part  of  American  Century
Investments,  a family of funds that  includes  nearly 70 no-load  mutual  funds
covering a variety of  investment  opportunities.  One of the money market funds
from our Benham Group (the "Fund") is  described in this  Prospectus.  The other
funds are described in separate prospectuses.

     INVESTMENTS  IN THE  FUND  ARE  NOT  INSURED  OR  GUARANTEED  BY  THE  U.S.
GOVERNMENT  OR ANY OTHER  AGENCY.  THERE IS NO  ASSURANCE  THAT THE FUND WILL BE
ABLE TO MAINTAIN A $1.00 SHARE PRICE.

     American  Century  offers  retail  investors a full line of no-load  funds,
investments that have no sales charges or commissions.

     This Prospectus  gives you information  about the Fund that you should know
before investing. Please read this Prospectus carefully and retain it for future
reference.  Additional  information  is included in the  Statement of Additional
Information  dated  September 3, 1996 and filed with the Securities and Exchange
Commission  ("SEC").  It is  incorporated  in this  Prospectus by reference.  To
obtain a copy without charge, call or write:

                          AMERICAN CENTURY INVESTMENTS
                       4500 Main Street o P.O. Box 419200
               Kansas City, Missouri 64141-6200 o 1-800-345-2021
                       International calls: 816-531-5575
                    Telecommunications Device for the Deaf:
                   1-800-634-4113 o In Missouri: 816-753-1865
                       Internet: www.americancentury.com

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

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

Prospectus                                                                     1


                        INVESTMENT OBJECTIVE OF THE FUND

AMERICAN CENTURY-BENHAM
PRIME MONEY MARKET FUND

     The Fund's  investment  objective  is to seek the highest  level of current
income consistent with preservation of capital.

     The  Fund  buys   high-quality,   U.S.   dollar-denominated   money  market
instruments  and  other  short-term   obligations  of  banks,   governments  and
corporations.

     INVESTMENTS  IN THE  FUND  ARE  NOT  INSURED  OR  GUARANTEED  BY  THE  U.S.
GOVERNMENT  OR ANY OTHER  AGENCY.  THERE IS NO  ASSURANCE  THAT THE FUND WILL BE
ABLE TO MAINTAIN A $1.00 SHARE PRICE.

There is no assurance that the Fund will achieve its investment objective.

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

2    Investment Objective                           American Century Investments


TABLE OF CONTENTS

Transaction and Operating Expense Table ............................. 4
Financial Highlights ................................................ 5

INFORMATION REGARDING THE FUND

Investment Policies of the Fund ..................................... 6
   Investment Objective ............................................. 6
   Eligible Investments ............................................. 6
   Portfolio Investment Quality and Maturity Criteria ............... 6
   Diversification .................................................. 7
   Industry Concentration ........................................... 7
Risk Factors and Investment Techniques .............................. 7
   Corporate Obligations ............................................ 7
   Bank Obligations ................................................. 8
   Government Obligations ........................................... 8
   Variable and Floating-Rate Instruments ........................... 8
   Restricted and Illiquid Securities ............................... 9
   U.S. Dollar-Denominated Foreign Securities ....................... 9
Other Investment Practices, Their Characteristics and Risks ......... 9
   Repurchase Agreements ............................................ 9
   When-Issued and Forward Commitment Agreements .................... 9
   Borrowing ........................................................10
   Other Techniques .................................................10
Performance Advertising .............................................10

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

American Century Investments ........................................11
Investing in American Century .......................................11
How to Open an Account ..............................................11
     By Mail ........................................................11
     By Wire ........................................................11
     By Exchange ....................................................12
     In Person ......................................................12
   Subsequent Investments ...........................................12
     By Mail ........................................................12
     By Telephone ...................................................12
     By Online Access ...............................................12
     By Wire ........................................................12
     In Person ......................................................12
   Automatic Investment Plan ........................................12
How to Exchange from One Account to Another .........................12
     By Mail ........................................................13
     By Telephone ...................................................13
     By Online Access ...............................................13
How to Redeem Shares ................................................13
     By Mail ........................................................13
     By Telephone ...................................................13
     By Check-A-Month ...............................................13
     Other Automatic Redemptions ....................................13
   Redemption Proceeds ..............................................13
     By Check .......................................................13
     By Wire and ACH ................................................13
   Redemption of Shares in Low-Balance Accounts .....................13
Signature Guarantee .................................................14
Special Shareholder Services ........................................14
     Automated Information Line .....................................14
     Online Account Access ..........................................14
     Checkwriting ...................................................14
     Tax-Qualified Retirement Plans .................................15
Important Policies Regarding Your Investments .......................15
Reports to Shareholders .............................................16
Employer-Sponsored Retirement Plans and Institutional Accounts ......16

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price .........................................................17
   When Share Price Is Determined ...................................17
   How Share Price Is Determined ....................................17
   Where to Find Yield Information ..................................18
Distributions .......................................................18
Taxes ...............................................................18
   Tax-Deferred Accounts ............................................18
   Taxable Accounts .................................................18
Management ..........................................................19
   Investment Management ............................................19
   Code of Ethics ...................................................20
   Transfer and Administrative Services .............................20
Distribution of Fund Shares .........................................21
Expenses ............................................................21
Further Information About American Century ..........................21

Prospectus                                                Table of Contents    3


TRANSACTION AND OPERATING EXPENSE TABLE

                                                              Prime Money Market

SHAREHOLDER TRANSACTION EXPENSES:

Maximum Sales Load Imposed on Purchases ............................ none
Maximum Sales Load Imposed on Reinvested Dividends ................. none
Deferred Sales Load ................................................ none
Redemption Fee(1) .................................................. none
Exchange Fee ....................................................... none

ANNUAL FUND OPERATING EXPENSES:(2)
(as a percentage of net assets)

Management Fees .................................................... .19%
12b-1 Fees ......................................................... none
Other Expenses ..................................................... .31%
Total Fund Operating Expenses ...................................... .50%

EXAMPLE

You would pay the following expenses on a                 1 year     $  5
$1,000 investment, assuming a 5% annual return and       3 years       16
redemption at the end of each time period:               5 years       28
                                                        10 years       63

     (1)  Redemption proceeds sent by wire are subject to a $10 processing fee.

     (2)  Benham Management Corporation (the "Manager") has agreed to limit each
          Fund's  total  operating  expenses to  specified  percentages  of each
          Fund's  average  daily net assets.  The  agreement  provides  that the
          Manager may recover amounts  absorbed on behalf of the Fund during the
          preceding 11 months if, and to the extent  that,  for any given month,
          Fund expenses were less than the expense limit in effect at that time.
          The current  expense  limitation  for the Fund is .50%.  This  expense
          limitation is subject to annual renewal in June,  1998. If the expense
          limitation  was  not in  effect,  the  Fund's  Management  Fee,  Other
          Expenses  and  Total  Fund  Operating  Expenses  would be as  follows,
          respectively: .31%, .31% and .62%.

     The Fund pays the Manager  advisory fees equal to an annualized  percentage
of the Fund's average daily net assets.  Other expenses  include  administrative
and transfer agent fees paid to American Century Services Corporation.

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

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

4    Transaction and Operating Expense Table        American Century Investments


FINANCIAL HIGHLIGHTS
PRIME MONEY MARKET

     The  Financial  Highlights  for each of the  periods  presented  have  been
audited by KPMG Peat Marwick LLP,  independent  auditors.  Their report  thereon
appears in the Fund's annual report, which is incorporated by reference into the
Statement of Additional  Information.  The semiannual and annual reports contain
additional  performance  information and will be made available upon request and
without charge. The information presented is for a share outstanding  throughout
the years ended February 29 and 28, except as noted.
<TABLE>

                                                               1996            1995        1994(1)


PER-SHARE DATA
<S>                                                            <C>            <C>           <C>  
Net Asset Value, Beginning of Period .......................   $1.00          $1.00         $1.00
                                                              --------       --------      --------
Income from Investment Operations

   Net Investment Income ...................................     .0560          .0493         .0095
                                                              --------       --------      --------
Distributions

   From Net Investment Income ..............................    (.0560)        (.0493)       (.0095)
                                                              --------       --------      --------
Net Asset Value, End of Period .............................   $1.00          $1.00         $1.00
                                                              --------       --------      --------
   TOTAL RETURN(2) .........................................    5.60%          4.93%          .96%
                                                              ========       ========      ========

SUPPLEMENTAL DATA AND RATIOS

   Ratio of Operating Expenses to Average Net Assets(3) ....     .48%           .04%           0%

   Ratio of Operating Expenses to Average Net Assets
     (Before Reimbursement)(3) .............................     .62%           .71%         1.49%(4)

   Ratio of Net Investment Income to Average Net Assets ....    5.43%          5.28%         3.35%(4)

   Ratio of Net Investment Income to Average Net Assets
     (Before Reimbursement) ................................    5.29%          4.61%         1.86%(4)

   Net Assets, End of Period (in thousands) .............. $1,270,653      1,509,863          75,168
</TABLE>
     (1)  Commencement  of operations for the Benham Prime Money Market Fund was
          November 17, 1993.

     (2)  Total return  figures  assume  reinvestment  of dividends  and are not
          annualized.

     (3)  The ratios for the year ended February 29, 1996 include  expenses paid
          through expense offset arrangements.

     (4)  Annualized.

Prospectus                                             Financial Highlights    5


INFORMATION REGARDING THE FUND

INVESTMENT POLICIES OF THE FUND

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

     For an explanation of the securities  ratings  referred to in the following
discussion, see "Other Information" in the Statement of Additional Information.

INVESTMENT OBJECTIVE

     The Fund's  investment  objective  is to seek the highest  level of current
income consistent with  preservation of capital.  As with any mutual fund, there
is no guarantee that the Fund will achieve its investment objective.

ELIGIBLE INVESTMENTS

     The Fund buys high-quality  ("first-tier"),  U.S.  dollar-denominated money
market instruments and other short-term obligations of banks,  governments,  and
corporations.  The table below provides a brief overview of the Fund's  possible
investments.  The obligations  referenced in the table and the risks  associated
with  investing in them are  described in the section  titled "Risk  Factors and
Investment Techniques," which begins on page 7.

ISSUERS                                   TYPES OF OBLIGATIONS

Domestic and foreign financial            Negotiable  certificates of 
institutions (e.g., banks, broker-        deposit, bankers' acceptances, 
dealers, insurance companies,             bank notes, and commercial   
leasing and financing corpora-            paper (including floating-rate 
tions)                                    agency securities)
- -----------------------------------------------------------------------------
Domestic and foreign                      Commercial paper and short-
nonfinancial corporations                 term corporate debt obliga-
                                          tions (including fixed- and
                                          variable-rate notes and
                                          bonds)
- -----------------------------------------------------------------------------
U.S. government and its                   U.S. Treasury bills, notes,
agencies and instrumentalities            bonds, and U.S. government
                                          agency obligations (including
                                          floating-rate agency securities)
- -----------------------------------------------------------------------------
Foreign governments                       Commercial paper and
and their agencies and                    discount notes
instrumentalities


PORTFOLIO INVESTMENT QUALITY
AND MATURITY CRITERIA

     The Manager follows  regulatory  guidelines on quality and maturity for the
Fund's  investments,  which are  designed to help  maintain a stable $1.00 share
price. In particular, the Fund:

     (1)  Buys  only  U.S.   dollar-denominated   obligations   with   remaining
          maturities  of 13  months  or less (and  variable-  and  floating-rate
          obligations  with  demand  features  that  effectively  shorten  their
          maturities to 13 months or less);

     (2)  Maintains a dollar-weighted  average portfolio  maturity of 90 days or
          less;

     (3)  Restricts its  investments to high-quality  obligations  determined by
          the Manager to present  minimal  credit risks,  pursuant to guidelines
          established by the board of trustees.

     To be considered high-quality, an obligation must be one of the following:

6    Information Regarding the Fund                 American Century Investments


     (1)  A U.S. government obligation;

     (2)  Rated  (or  issued  by an  issuer  rated  with  respect  to a class of
          short-term debt obligations)  within the two highest rating categories
          for short-term debt obligations by at least two nationally  recognized
          statistical rating  organizations  ("rating agencies") (or one if only
          one has rated the obligation);

     (3)  An unrated  obligation  judged by the Manager,  pursuant to guidelines
          established by the board of trustees, to be of comparable quality.

     The Fund intends to buy only obligations which are designated as first-tier
securities as defined by the SEC; that is, securities with the highest rating.

     The  acquisition of securities that are unrated or rated by only one rating
agency must be approved or ratified by the board of trustees.

DIVERSIFICATION

     In order to reduce  investment  risks,  the  Manager is  required by law to
diversify the Fund's  investment  portfolio.  As a general rule, the Manager may
not invest more than 5% of the Fund's  total  assets in  securities  issued by a
single  institution.  In addition,  the Fund must also limit its  investments in
securities subject to puts of a single institution.

     This  policy  does not apply to U.S.  government  securities,  in which the
Fund  may  invest   without   limitation.   See  the   Statement  of  Additional
Information for a more detailed description.

INDUSTRY CONCENTRATION

     Under normal market conditions,  25% or more of the Fund's total assets are
invested in  obligations  of issuers in the financial  services  industry.  This
industry  concentration  reflects that of the markets in which the Fund invests.
More than half of the  markets'  commercial  paper is  issued  by  companies  or
organizations in the financial services industry.

     For temporary defensive purposes,  less than 25% of the Fund's total assets
may be invested in  obligations of issuers in the financial  services  industry.
The  manager  will not invest  more than 25% of the Fund's  total  assets in any
other industry.

RISK FACTORS AND INVESTMENT TECHNIQUES

     The Fund may be  appropriate  for  investors who seek to (1) earn income at
current money market rates while preserving their investments;  (2) use the Fund
as part of a long-term, balanced investment portfolio consisting of money market
instruments,  bonds, and stocks;  or (3) use the Fund to place investment monies
as part of a dollar-cost averaging investment program.

     Because the Fund emphasizes stability,  it will not generate as much income
as a bond fund. No single fund constitutes a balanced investment plan.

     Corporations  and  governments  address  their  short-term   borrowing  and
cash-flow management needs in a highly liquid, worldwide financial market called
the "money  market." The following is a brief  description of the types of money
market instruments the Fund may buy.

CORPORATE OBLIGATIONS

     Commercial paper is issued by large corporations to raise cash. The maximum
maturity for commercial  paper is 270 days,  although most  commercial  paper is
issued  with  maturities  of 60 days or less.  Commercial  paper is offered at a
discount with its full face value paid at maturity.

     Although  commercial paper rates generally  fluctuate with the value of the
London Interbank Offered Rate (LIBOR), Treasury bills, bankers' acceptances, and
certificates  of deposit,  they are also influenced by (1) the issuer's size and
credit rating and (2) the commercial paper maturity date.

     Smaller or lower-rated  corporations  may tap the  commercial  paper market
through asset-backed  commercial paper programs. In a typical program, a special
purpose  corporation  (a "SPC"),  created  and/or  serviced by a bank,  uses the
proceeds from an issuance of commercial  paper to purchase  receivables from one
or more corporations (sellers).  The sellers transfer their interest in the cash
flow from the  receivables to the SPC, and this cash is used to pay interest and
repay principal on the commercial  paper.  Letters of credit may be available to
cover the risk that the cash flow from the receivables will not be sufficient to
cover the maturing commercial paper.

Prospectus                                   Information Regarding the Fund    7


     The Fund may purchase  corporate notes and bonds with remaining  maturities
of 13  months  or less in the  secondary  market  provided  that  each of  these
securities has characteristics consistent with regulatory requirements for money
market funds.

BANK OBLIGATIONS

     Negotiable  certificates  of deposit (CDs) evidence a bank's  obligation to
repay money  deposited  with it for a specified  period of time. The table below
identifies the types of CDs the Fund may buy.

CD TYPE                          ISSUER

Domestic                         Domestic offices of U.S.
                                 banks
- -----------------------------------------------------------------------------
Yankee                           U.S. branches of foreign
                                 banks
- -----------------------------------------------------------------------------
Eurodollar                       Issued in London by U.S.,
                                 Canadian, European, and
                                 Japanese banks
- -----------------------------------------------------------------------------
Schedule B                       Canadian subsidiaries of
                                 non-Canadian banks

     Bankers'  acceptances are used to finance foreign commercial trade.  Issued
by a bank with an importer's name on them, these  instruments allow the importer
to back up its own pledge to pay for imported goods with a bank's  obligation to
cover the transaction if the importer fails to do so.

     Bank notes are senior  unsecured  promissory  notes  issued in the U.S.  by
domestic commercial banks.

     The bank obligations the Fund may buy generally are not insured by the FDIC
or any other insurer.

GOVERNMENT OBLIGATIONS

     U.S.  Treasury  securities differ from one another in their interest rates,
maturities,  and issuance and interest  payment  schedules.  Treasury bills have
initial  maturities of one year or less;  Treasury notes,  two to ten years; and
Treasury bonds, more than ten years.

     A number of U.S. government agencies and government-sponsored organizations
issue debt  securities.  These  agencies  generally  are  created by Congress to
fulfill a specific  need,  such as providing  credit for home buyers or farmers.
Among these  agencies are the Federal  Home Loan Banks,  the Federal Farm Credit
System,  the Student Loan  Marketing  Association,  and the  Resolution  Funding
Corporation.

     Some  obligations  issued or  guaranteed  by U.S.  government  agencies  or
instrumentalities  are  supported  by the  full  faith  and  credit  of the U.S.
government;  others are  supported by the right of the issuer to borrow from the
Treasury; others are supported by the U.S. government's  discretionary authority
to purchase certain obligations of the agency or instrumentality, and others are
supported only by the credit of the issuing agency or instrumentality.

     Supranational organizations (generally,  multilateral lending institutions,
or "MLI"s) are created by governments  to promote  economic  reconstruction  and
development.  An MLI's  creditworthiness  is based not only on its own financial
performance, but on the willingness and ability of member governments to support
its lending activities.

     While maintaining  strict financial controls to ensure liquidity and strong
creditworthiness,  MLIs finance their operations in the same manner as any other
financial  institution,   with  a  combination  of  short-  and  long-term  debt
obligations.  Short-term  debt is  usually  issued  in the  form  of  short-term
discount notes and commercial paper.

VARIABLE AND FLOATING-RATE INSTRUMENTS

     Variable-  and  floating-rate   instruments  are  issued  by  corporations,
financial institutions, and government agencies and instrumentalities.

     Floating-rate instruments have interest rates that change whenever there is
a change in a designated base rate, whereas  variable-rate  instruments  provide
for specified periodic interest rate adjustments. The interest rate on variable-
and floating-rate  instruments is ordinarily determined by reference to (or is a
percentage of) an objective standard,  such as the Federal Funds effective rate,
the 90-day U.S. Treasury bill rate, or LIBOR.

     Although the Fund  typically  limits its  investments  to  securities  with
remaining  maturities  of 13 months or less,  it may  invest  in  variable-  and
floating-rate  instruments that have nominal (or stated) maturities in excess of
13 months, provided that such instru-

8    Information Regarding the Fund                 American Century Investments


ments (1) have demand  features  consistent  with  regulatory  requirements  for
money market funds,  or (2) are  securities  issued by the U.S.  government or a
U.S.  government  agency that meet  certain  regulatory  requirements  for money
market funds.

RESTRICTED AND ILLIQUID SECURITIES

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

     With respect to securities  eligible for resale under Rule 144A,  the staff
of the SEC has taken the position that the  liquidity of such  securities in the
portfolio of a fund offering redeemable securities is a question of fact for the
board  of  trustees  to  determine,  such  determination  to  be  based  upon  a
consideration  of the readily  available  trading  markets and the review of any
contractual restrictions.  Accordingly, the board of trustees is responsible for
developing and  establishing  the guidelines and procedures for  determining the
liquidity  of Rule  144A  securities.  As  allowed  by Rule  144A,  the board of
trustees of the Funds has delegated the day-to-day  function of determining  the
liquidity  of Rule  144A  securities  to the  Manager.  The  board  retains  the
responsibility to monitor the implementation of the guidelines and procedures it
has adopted.

     Since the  secondary  market  for such  securities  is  limited  to certain
qualified  institutional  investors,  the  liquidity of such  securities  may be
limited accordingly and a fund may, from time to time, hold a Rule 144A security
that is illiquid. In such an event, the Fund's manager will consider appropriate
remedies  to  minimize  the effect on such  fund's  liquidity.  The Fund may not
invest more than 10% of its total assets in illiquid securities (securities that
may not be sold within seven days at approximately the price used in determining
the net asset value of fund shares).

U.S. DOLLAR-DENOMINATED FOREIGN SECURITIES

     The Fund invests exclusively in U.S. dollar-denominated  instruments,  some
of which may be issued by foreign  entities as described in the table on page 6.
Consequently,  the Fund may be subject to risks different than those incurred by
a fund that invests only in debt obligations of domestic issuers.

     Currently,  the only securities held outside the United States in which the
Fund expects to invest are EuroCDs,  which are held in England. As a result, the
Fund's exposure to these foreign  investment  risks is expected to be lower than
funds which invest more broadly in  securities  held outside the United  States.
Regulatory limits specified in the section titled "Portfolio  Investment Quality
and Maturity  Criteria"  on page 6 apply  equally to  securities  of foreign and
domestic issuers.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

     For additional  information regarding the investment practices of the Fund,
see the Fund's Statement of Additional Information.

REPURCHASE AGREEMENTS

     The Fund may  enter  into  repurchase  agreements,  collateralized  by U.S.
government  securities,  with banks or broker-dealers that are deemed to present
minimum credit risk. A repurchase  agreement involves the purchase of a security
and a simultaneous agreement to sell the security back to the seller at a higher
price.  At the direction of the board of trustees,  the Manager has  established
procedures  to minimize  potential  losses due to credit risk.  Delays or losses
could result if the other party to the agreement defaults or becomes bankrupt.

WHEN-ISSUED AND FORWARD
COMMITMENT AGREEMENTS

     The Fund may  sometimes  purchase new issues of securities on a when-issued
or forward commitment basis when, in the opinion of the Manager,  such purchases
will further the  investment  objectives of the Fund.  The price of  when-issued
securities is established at the time  commitment to purchase is made.  Delivery
of and  payment  for these  securities  typically  occurs 1 to 7 days  after the
commitment to purchase.

Prospectus                                   Information Regarding the Fund    9


Market  rates of interest  on debt  securities  at the time of  delivery  may be
higher or lower than those  contracted  for on the  security.  Accordingly,  the
value of such  security may decline  prior to delivery,  which could result in a
loss to the Fund.

BORROWING

     The  Fund may  borrow  money  only for  temporary  or  emergency  purposes.
Borrowings are not expected to exceed 5% of the Fund's total assets.

OTHER TECHNIQUES

     The Manager may buy other types of  securities  or employ  other  portfolio
management  techniques  on  behalf  of the  Fund  including  reverse  repurchase
agreements.  When SEC  guidelines  require  it to do so, the Fund will set aside
cash or  appropriate  liquid assets in a segregated  account to cover the Fund's
obligations.

PERFORMANCE ADVERTISING

     From  time  to  time,  the  Fund  may  advertise   performance  data.  Fund
performance  may be shown by presenting  one or more  performance  measurements,
including  cumulative  total return or average  annual total  return,  yield and
effective yield.

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

     A  quotation  of yield  reflects  a  fund's  income  over a  stated  period
expressed as a percentage  of the fund's share  price.  Yield is  calculated  by
measuring  the income  generated by an  investment  in the fund over a seven-day
period  (net of Fund  expenses).  This income is then  annualized,  that is, the
amount  of income  generated  by the  investment  over the  seven-day  period is
assumed to be  generated  over each similar  period each week  throughout a full
year and is shown as a percentage  of the  investment.  The  effective  yield is
calculated in a similar  manner but, when  annualized,  the income earned by the
investment is assumed to be  reinvested.  The  effective  yield will be slightly
higher  than  the  yield  because  of the  compounding  effect  on  the  assumed
reinvestment.

     Yields are calculated according to accounting methods that are standardized
in accordance with SEC rules. The SEC yield should be regarded as an estimate of
the Fund's rate of  investment  income,  and it may not equal the Fund's  actual
income  distribution  rate, the income paid to a shareholder's  account,  or the
income reported in the Fund's financial statements.

     The Fund may also include in advertisements data comparing performance with
the performance of non-related  investment media,  published  editorial comments
and performance  rankings compiled by independent  organizations (such as Lipper
Analytical  Services or  Donoghue's  Money Fund  Report) and  publications  that
monitor the performance of mutual funds.  Performance  information may be quoted
numerically  or may be presented  in a table,  graph or other  illustration.  In
addition,  Fund  performance  may be  compared to  well-known  indices of market
performance  including the  Donoghue's  Money Fund Average and Bank Rate Monitor
National  Index of 2  1/2-year  CD rates.  The  fund's  performance  may also be
compared,  on a relative  basis,  to the other  funds in our fund  family.  This
relative  comparison,  which  may be based  upon  historical  or  expected  fund
performance,  volatility  or  other  fund  characteristics,   may  be  presented
numerically,  graphically  or in text.  The  performance of the fund may also be
combined or blended  with other funds in our fund family,  and that  combined or
blended  performance  may be  compared to the same  indices to which  individual
funds may be compared.

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

10   Information Regarding the Fund                 American Century Investments


HOW TO INVEST WITH
AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

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

INVESTING IN AMERICAN CENTURY

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

     If  you  own  or  are   considering   purchasing  Fund  shares  through  an
employer-sponsored  retirement  plan or through a bank,  broker-dealer  or other
financial  intermediary,  the  following  sections,  as well as the  information
contained  in our Investor  Services  Guide,  may not apply to you.  Please read
"Employer-Sponsored Retirement Plans and Institutional Accounts," page 16.

HOW TO OPEN AN ACCOUNT

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

     The minimum investment is $2,500 ($1,000 for IRA accounts).

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

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

     You may invest in the following ways:

BY MAIL

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

BY WIRE

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

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

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

o    BENEFICIARY ACCOUNT NUMBER (BNF ACCT):
     2804918

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

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

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

     o   Taxpayer identification or Social Security number

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

Prospectus                  How to Invest with American Century Investments   11


     o   Current tax year, previous tax year or rollover designation if an  IRA.
         Specify whether IRA, SEP-IRA or SARSEP-IRA.

BY EXCHANGE

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

IN PERSON

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

     4500 Main Street
     Kansas City, Missouri 64111

     1665 Charleston Road
     Mountain View, California 94043

     2000 S. Colorado Blvd.
     Denver, Colorado 80222

SUBSEQUENT INVESTMENTS

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

BY MAIL

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

BY TELEPHONE

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

BY ONLINE ACCESS

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

BY WIRE

     You may make  subsequent  investments  by wire.  Follow  the wire  transfer
instructions on page 11 and indicate your account number.

IN PERSON

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

AUTOMATIC INVESTMENT PLAN

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

HOW TO EXCHANGE FROM ONE ACCOUNT TO ANOTHER

     As long as you meet any minimum investment  requirements,  you may exchange
your Fund shares to our other funds.  An exchange  request will be processed the
same day it is received if it is received before the fund's net asset values are
calculated,  which is one hour prior to the close of the New York Stock Exchange
for the Benham Target Maturities Trust, and at the close of the Exchange for all
of our other funds. See "When Share Price is Determined," page 17.

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

12 How to Invest with American Century Investments  American Century Investments


BY MAIL

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

BY TELEPHONE

     You can make  exchanges  over the phone  (either with an Investor  Services
Representative or using our Automated Information Line--see page 14) if you have
authorized  us to  accept  telephone  instructions.  You can  authorize  this by
selecting "Full Services" on your application or by calling us at 1-800-345-2021
to receive the appropriate form.

BY ONLINE ACCESS

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

HOW TO REDEEM SHARES

     We will redeem or "buy back" your shares at any time.  Redemptions  will be
made at the next net asset value determined after a complete  redemption request
is received.

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

BY MAIL

     Your  written  instructions  to  redeem  shares  may be  made  either  by a
redemption form,  which we will send to you upon request,  or by a letter to us.
Certain  redemptions  may require a signature  guarantee.  Please see "Signature
Guarantee," page 14.

BY TELEPHONE

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

BY CHECK-A-MONTH

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

OTHER AUTOMATIC REDEMPTIONS

     You may elect to make  redemptions  automatically by authorizing us to send
funds to you or to your account at a bank or other financial institution. To set
up automatic redemptions, call one of our Investor Services Representatives.

REDEMPTION PROCEEDS

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

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

BY CHECK

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

BY WIRE AND ACH

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

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

REDEMPTION OF SHARES IN LOW-BALANCE ACCOUNTS

     Whenever  the  shares  held in an  account  have a value  of less  than the
required  minimum,  a letter will be sent advising you of the necessity to bring
the value of the shares held in the account up to the minimum.  If action is not
taken within 90 days of the let-

Prospectus                  How to Invest with American Century Investments   13


ter's date,  the shares held in the account will be redeemed  and proceeds  from
the redemption  will be sent by check to your address of record.  We reserve the
right to increase the investment minimums.

SIGNATURE GUARANTEE

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

     o    redeeming more than $25,000; or

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

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

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

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

SPECIAL SHAREHOLDER SERVICES

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

     Our special shareholder services include:

AUTOMATED INFORMATION LINE

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

ONLINE ACCOUNT ACCESS

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

CHECKWRITING

     We offer  CheckWriting  as a service option for your account.  CheckWriting
allows you to redeem shares in your account by writing a draft ("check") against
your account  balance.  (Shares held in certificate  form may not be redeemed by
check.)  There is no limit on the number of checks  you can write,  but each one
must be for at least $100.

     When you write a check,  you will  continue  to  receive  dividends  on all
shares until your check is presented  for payment to our clearing  bank.  If you
redeem all shares in your  account by check,  any accrued  distributions  on the
redeemed  shares  will be paid to you in cash on the next  monthly  distribution
date.

     If  you  want  to add  CheckWriting  to an  existing  account  that  offers
CheckWriting,  contact us by phone or mail for an  appropriate  form.  For a new
account, you may elect CheckWriting on your purchase application by choosing the
"Full Services" option. CheckWriting is not available for any account held in an
IRA or 403(b) plan.

     CheckWriting  redemptions  may  only  be  made on  checks  provided  by us.
Currently, there is no charge for checks or for the CheckWriting service.

     We will  return  checks  drawn  on  insufficient  funds  or on  funds  from
investments  made by means  other  than by wire  within  the  previous  15 days.
Neither the company nor our clearing bank will be liable for any

14 How to Invest with American Century Investments  American Century Investments


loss or expenses associated with returned checks. Your account may be assessed a
$15 service charge for checks drawn on insufficient funds.

     A stop payment may be ordered on a check written  against your account.  We
will use reasonable  efforts to stop a payment,  but we cannot guarantee that we
will be able to do so. If we are successful in fulfilling a stop-payment  order,
your account may be assessed a $15 fee.

TAX-QUALIFIED RETIREMENT PLANS

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

     o    Individual Retirement Accounts (IRAs);

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

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

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

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

IMPORTANT POLICIES REGARDING YOUR INVESTMENTS

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

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

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

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

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

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

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

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

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

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

Prospectus                  How to Invest with American Century Investments   15


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

REPORTS TO SHAREHOLDERS

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

     With the  exception of most  automatic  transactions  and  transactions  by
CheckWriting, each time you invest, redeem, transfer or exchange shares, we will
send  you  a  confirmation  of  the  transactions.   Transactions  initiated  by
CheckWriting  will be confirmed on a monthly  basis.  See the Investor  Services
Guide for more detail.

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

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

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

EMPLOYER-SPONSORED RETIREMENT PLANS AND
INSTITUTIONAL ACCOUNTS

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

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

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

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

16 How to Invest with American Century Investments  American Century Investments


ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

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

     Investments  and  requests  to redeem or exchange  shares will  receive the
share price next determined  after receipt by us of the investment or redemption
or exchange request. For example, investments and requests to redeem or exchange
shares  of a fund  received  by us or one of our  agents  before  the  close  of
business on the Exchange,  usually 3 p.m.  Central  time,  are effective on, and
will receive the price determined, that day. Investment, redemption and exchange
requests received  thereafter are effective on, and receive the price determined
on, the next day the Exchange is open.

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

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

     Investment and transaction  instructions received by us on any business day
by mail before the net asset value is determined  will receive that day's price.
Investments  and  instructions  received  after that time will receive the price
determined on the next business day.

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

HOW SHARE PRICE IS DETERMINED

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

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

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

     Pursuant to a  determination  by the Fund's board of trustees and Rule 2a-7
under the Investment Company Act of 1940 (the "1940 Act"),  portfolio securities
of the Fund are valued at amortized cost. When a security is valued at amortized
cost,  it is valued at its cost when  purchased,  and  thereafter  by assuming a
constant amortization to maturity of any discount or premium,  regardless of the
impact of fluctuating interest rates on the market value of the instrument.

Prospectus                           Additional Information You Should Know   17


WHERE TO FIND YIELD INFORMATION

     The yield of the Fund is published weekly in leading financial publications
and  daily in many  local  newspapers.  The net asset  values,  as well as yield
information  on all of the other funds in the American  Century family of funds,
may  be   obtained   by   calling   us  or  by   accessing   our  Web   site  at
www.americancentury.com.

DISTRIBUTIONS

     At the close of each day, including  Saturdays,  Sundays and holidays,  net
income  plus net  realized  gains on  portfolio  securities  is  determined  and
declared as a distribution.  The  distribution  will be paid monthly on the last
Friday of each month,  except for year-end  distributions  which will be made on
the last business day of the year.

     You will  begin to  participate  in the  distributions  the day after  your
purchase is effective.  (See "When Share Price is Determined,"  page 17.) If you
redeem  shares,  you will receive the  distribution  declared for the day of the
redemption.  If all  shares  are  redeemed  (other  than by  CheckWriting),  the
distribution  on the  redeemed  shares  will be  included  with your  redemption
proceeds.

     The Fund does not  expect to  realize  any  long-term  capital  gains  and,
accordingly, does not expect to pay any capital gains distributions.

     Participants  in  employer-sponsored   retirement  or  savings  plans  must
reinvest all distributions. For shareholders investing through taxable accounts,
distributions  will be  reinvested  unless  you elect to  receive  them in cash.
Distributions of less than $10 generally will be reinvested.  Distributions made
shortly  after a  purchase  by check  or ACH may be held up to 15 days.  You may
elect to have distributions on shares held in Individual Retirement Accounts and
403(b)  plans  paid  in  cash  only  if you are at  least  59 1/2  years  old or
permanently and totally disabled. Distribution checks normally are mailed within
seven days after the record date. Please consult our Investor Services Guide for
further information regarding your distribution options.

TAXES

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

TAX-DEFERRED ACCOUNTS

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

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

TAXABLE ACCOUNTS

     If Fund shares are purchased through taxable accounts, distributions of net
investment  income  and net  short-term  capital  gains  are  taxable  to you as
ordinary income, except as described below. The dividends from net income do not
qualify for the 70% dividends-received deduction for corporations since they are
derived from interest income. Distributions from net long-term capital gains are
taxable as long-term  capital  gains  regardless  of the length of time you have
held the shares on which such distributions are paid.  However,  you should note
that any loss realized upon the sale or redemption of shares held for six months
or less  will be  treated  as a  long-term  capital  loss to the  extent  of any
distribution of long-term capital gain to you with respect to such shares.

     Distributions  are taxable to you  regardless  of whether they are taken in
cash or reinvested,  even if the value of your shares is below your cost. If you
purchase shares shortly before a capital gain distribution,  you must pay income
taxes on the  distribution,  even though the value of your investment (plus cash
received, if any) will not have increased.

     In January of the year following the  distribution,  if you own shares in a
taxable account, you will receive

18   Additional Information You Should Know         American Century Investments


a Form 1099-DIV  notifying you of the status of your  distributions  for federal
income tax purposes.

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

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

     Redemption of shares of the Fund (including redemptions made in an exchange
transaction)  will be a taxable  transaction for federal income tax purposes and
shareholders  will generally  recognize a gain or loss in an amount equal to the
difference  between  the basis of the shares and the amount  received.  Assuming
that  shareholders hold such shares as a capital asset, the gain or loss will be
a capital gain or loss and will generally be long term if shareholders have held
such  shares for a period of more than one year.  If a loss is  realized  on the
redemption of Fund shares,  the reinvestment in additional Fund shares within 30
days before or after the  redemption  may be subject to the "wash sale" rules of
the Internal  Revenue Code,  resulting in a postponement  of the  recognition of
such loss for federal income tax purposes.

MANAGEMENT

INVESTMENT MANAGEMENT

     The Fund is the sole series of the American  Century  Investment Trust (the
"Trust").  Under the laws of the  Commonwealth  of  Massachusetts,  the board of
trustees is  responsible  for  managing  the  business and affairs of the Trust.
Acting pursuant to an investment advisory agreement entered into with the Trust,
Benham Management  Corporation (the "Manager") serves as the investment  manager
of the Fund. Its principal place of business is 1665 Charleston  Road,  Mountain
View,  California  94043.  The Manager has been  providing  investment  advisory
services to investment companies and institutional clients since 1971.

     In June 1995,  American  Century  Companies,  Inc.  ("ACC") acquired Benham
Management  International,  Inc., the then-parent company of the Manager. ACC is
the parent company of American Century  Investment  Management,  Inc.  ("ACIM"),
which  provides  investment  management  services  to many of the  funds  in the
American  Century  family of funds.  In the  acquisition,  the Manager  became a
wholly-owned  subsidiary  of  ACC.  Certain  employees  of the  Manager  will be
providing investment management services to funds managed by ACIM, while certain
ACIM employees provide  investment  management  services to funds managed by the
Manager.

     The Manager supervises and manages the investment portfolio of the Fund and
directs the purchase and sale of its investment securities. The Manager utilizes
a team of portfolio  managers,  assistant portfolio managers and analysts acting
together to manage the assets of the Fund.  The team meets  regularly  to review
portfolio  holdings and to discuss purchase and sale activity.  The team adjusts
holdings  in the  Fund's  portfolios  and  the  Fund's  asset  mix  as it  deems
appropriate in pursuit of the Fund's investment objective.  Individual portfolio
manager members of the team may also adjust portfolio holdings of the Fund or of
sectors of the Fund as necessary between team meetings.

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

Prospectus                           Additional Information You Should Know   19


     AMY O'DONNELL,  Portfolio Manager,  has been primarily  responsible for the
day-to-day  operation of the Fund since its  inception in November of 1993.  Ms.
O'Donnell  joined  American  Century in 1987,  and was  promoted  to her present
position  as  a  Portfolio   Manager  in  1992.  She  has  a  B.S.  in  business
administration  and an M.B.A.  in  Finance  from  California  State  University,
Hayward.

     ROBERT V. GAHAGAN,  Vice  President and Portfolio  Manager,  is a member of
the team that  manages  the Fund.  Mr.  Gahagan has a B.A.  and M.B.A.  from the
University  of  Missouri  in  Kansas  City and has  over 12 years of  investment
experience.  He  joined  American  Century  in 1983 and  manages  several  other
American Century funds.

     The  activities of the Manager are subject only to direction of the Trust's
Board of Trustees.  For the services  provided to the Fund, the Manager receives
an annual  fee which  cannot  exceed  0.50% of  average  daily net  assets.  The
Manager's  fee drops to a marginal  rate of 0.19% of average daily net assets as
the Trust's assets increase.  Currently, however, the Fund is the sole series of
the  Trust.  As a result,  the fee rate is  effectively  applied  to the  Fund's
average daily net assets.

CODE OF ETHICS

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

TRANSFER AND ADMINISTRATIVE SERVICES

     American  Century  Services  Corporation,  4500 Main  Street,  Kansas City,
Missouri,   64111,   (the   "transfer   agent")  acts  as  transfer   agent  and
dividend-paying  agent for the  Fund.  It  provides  facilities,  equipment  and
personnel  to the  Fund  and  is  paid  for  such  services  by  the  Fund.  For
administrative services, the Fund pays the transfer agent a monthly fee equal to
its pro rata share of the dollar amount  derived from applying the average daily
net assets of all of the funds managed by the Manager.  The  administrative  fee
rate ranges from 0.11% to 0.08% of average daily net assets,  dropping as assets
managed by the Manager increase.  For transfer agent services, the Fund pays the
transfer  agent a monthly fee for each  shareholder  account  maintained and for
each shareholder transaction executed during that month.

     The Fund charges no sales  commissions,  or "loads," of any kind.  However,
investors  who do not choose to purchase or sell Fund shares  directly  from the
transfer   agent  may   purchase   or  sell  Fund  shares   through   registered
broker-dealers and other qualified service  providers,  who may charge investors
fees for their services.  These  broker-dealers and service providers  generally
provide  shareholder,  administrative  and/or  accounting  services  which would
otherwise be provided by the transfer agent. To accommodate these investors, the
Manager and its affiliates have entered into agreements with some broker-dealers
and service  providers to provide  these  services.  Fees for such  services are
borne  normally by the Fund at the rates  normally  paid to the transfer  agent,
which would otherwise provide the services. Any distribution expenses associated
with these arrangements are borne by the Manager.

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

     The Manager and the transfer  agent are both wholly owned by ACC.  James E.
Stowers Jr.,  Chairman of the Board of Directors of ACC,  controls ACC by virtue
of his ownership of a majority of its common stock.

20   Additional Information You Should Know         American Century Investments


DISTRIBUTION OF FUND SHARES

     The Fund's shares are distributed by American Century Investment  Services,
Inc. (the  "Distributor"),  a registered  broker-dealer  and an affiliate of the
Manager.  The Manager pays all expenses for promoting and  distributing the Fund
shares  offered by this  Prospectus.  The Fund does not pay any  commissions  or
other  fees to the  Distributor  or to any  other  broker-dealers  or  financial
intermediaries in connection with the distribution of Fund shares.

EXPENSES

     The Fund pays  certain  operating  expenses  directly,  including,  but not
limited to: custodian,  audit, and legal fees; fees of the independent trustees;
costs  of  printing  and  mailing   prospectuses,   statements   of   additional
information, proxy statements,  notices, and reports to shareholders;  insurance
expenses;  and costs of registering the Fund's shares for sale under federal and
state  securities  laws. See the Statement of Additional  Information for a more
detailed discussion of independent trustee compensation.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

     The Trust was organized as a Massachusetts business trust on June 16, 1993.
The Trust is a diversified, open-end management investment company. Its business
and affairs  are managed by its  officers  under the  direction  of its board of
trustees.

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

     The Fund is the sole  series of the Trust which  issues  shares with no par
value. Additional series of the Trust may be created in the future. In the event
that such other  series are  created,  the assets  belonging  to each  series of
shares will be held  separately  by the custodian and in effect each series will
be a separate fund.

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

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

     Unless  required by the 1940 Act, it will not be necessary for the Trust to
hold annual meetings of  shareholders.  As a result,  shareholders  may not vote
each year on the election of trustees or the  appointment of auditors.  However,
pursuant to the Trust's by-laws, the holders of shares representing at least 10%
of the votes  entitled  to be cast may  request  that the  Trust  hold a special
meeting of shareholders.  The Trust will assist in the communication  with other
shareholders.

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

     THIS PROSPECTUS CONSTITUTES AN OFFER TO SELL SECURITIES OF THE FUND ONLY IN
THOSE STATES WHERE THE FUND'S SHARES HAVE BEEN REGISTERED OR OTHERWISE QUALIFIED
FOR SALE. THE FUND WILL NOT ACCEPT  APPLICATIONS FROM PERSONS RESIDING IN STATES
WHERE THE FUND'S SHARES ARE NOT REGISTERED.

Prospectus                           Additional Information You Should Know   21


P.O. Box 419200
Kansas City, Missouri
64141-6200

Person-to-person assistance:
1-800-345-2021 or 816-531-5575

Automated Information Line:
1-800-345-8765

Telecommunications Device for the Deaf:
1-800-634-4113 or 816-753-1865

Fax: 816-340-7962

Internet: www.americancentury.com

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