AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS INC, 485BPOS, 1998-03-27

AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS INC
485BPOS, 1998-03-27

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As filed with the Securities and Exchange Commission on March 27, 1998

1933 Act File No. 33-79482; 1940 Act File No. 811-8532
- --------------------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-1A

REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933 __X__

Pre-Effective Amendment No.____ _____

Post-Effective Amendment No.__3__ __X__

and/or

REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 __X__

Amendment No.__3__

AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.
---------------------------------------------------
(Exact Name of Registrant as Specified in Charter)

American Century Tower, 4500 Main Street, Kansas City, MO 64111
----------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, including Area Code: 816-531-5575

James E. Stowers III
American Century Tower, 4500 Main Street, Kansas City, MO 64111
-----------------------------------------------------------------
(Name and address of Agent for service)

Approximate Date of Proposed Public Offering: April 1, 1998

It is proposed that this filing will become effective (check appropriate box)
_____ immediately upon filing pursuant to paragraph (b) of Rule 485
__X__ on April 1, 1998 pursuant to paragraph (b) of Rule 485
_____ 60 days after filing pursuant to paragraph (a) of Rule 485
_____ on (date) pursuant to paragraph (a) of Rule 485
_____ 75 days after filing pursuant to paragraph (a)(2) of Rule 485
_____ on (date) pursuant to paragraph (a)(2) of Rule 485

The Registrant has registered an indefinite number or amount of securities under
the Securities Act of 1933 pursuant to Rule 24f-2. The Form 24F-2 Notice for the
fiscal year ending November 30, 1997, was filed on January 29, 1998.
================================================================================
<PAGE>
================================================================================
CROSS REFERENCE SHEET

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N-1A Item No. Location
------------- --------
PART A

Item 1. Cover Page Cover Page
Item 2. Synopsis Transaction and Operating
Expense Table
Item 3. Condensed Financial Financial Highlights
Information
Item 4. General Description Investment Policies of
Registrant the Funds; Other Investment
Practices, Their Characteristics
and Risks; Performance
Advertising; Distribution
of Fund Shares; Further
Information About
American Century
Item 5. Management of the Management
Fund
Item 6. Capital Stock and Further Information About
Other Securities American Century
Item 7. Purchase of Securities How to Open An Account;
Being Offered How to Exchange From One
Account to Another;
Share Price; Distribution
Item 8. Redemption How to Redeem Shares;
Signature Guarantee
Item 9. Pending Legal N/A
Proceedings

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PART B
- --------------------------------------------------------------------------------

Item 10. Cover Page Cover Page
Item 11. Table of Contents Table of Contents
Item 12. General Information N/A
Item 13. Investment Objectives Investment Objectives of
and Policies the Funds; Fundamental Policies
of the Funds; Additional
Investment Restrictions;
Forward Currency Exchange
Contracts; An Explanation of
Fixed Income Securities Ratings;
Short Sales; Portfolio Lending;
Portfolio Turnover
Item 14. Management of the Officers and Directors;
Registrant Management;
Custodians
Item 15. Control Persons Capital Stock
and Principal
Holders of Securities
Item 16. Investment Advisory Management;
and Other Services Custodians
Item 17. Brokerage Allocation Brokerage;
Performance Advertising
Item 18. Capital Stock and Capital Stock;
Other Securities Multiple Class Structure
Item 19. Purchase, Redemption N/A
and Pricing of
Securities Being
Offered
Item 20. Tax Status N/A
Item 21. Underwriters N/A
Item 22. Calculation of Yield Performance Advertising
Quotations of Money
Market Funds
Item 23. Financial Statements Financial Statements
<PAGE>
PROSPECTUS

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

APRIL 1, 1998

AMERICAN
CENTURY
GROUP

Strategic Allocation: Conservative
Strategic Allocation: Moderate
Strategic Allocation: Aggressive

INVESTOR CLASS

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 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--FAMILY OF FUNDS
- -------------------------------------------------------------------------------
Benham American Century Twentieth Century(reg. tm)
Group(reg. tm) Group Group
- -------------------------------------------------------------------------------
MONEY MARKET FUNDS ASSET ALLOCATION & GROWTH FUNDS
GOVERNMENT BOND FUNDS BALANCED FUNDS INTERNATIONAL FUNDS
DIVERSIFIED BOND FUNDS CONSERVATIVE EQUITY FUNDS
MUNICIPAL BOND FUNDS SPECIALTY FUNDS
- -------------------------------------------------------------------------------
Strategic Allocation: Conservative
Strategic Allocation: Moderate
Strategic Allocation: Aggressive

PROSPECTUS

APRIL 1, 1998

Strategic Allocation: Conservative * Strategic Allocation: Moderate *
Strategic Allocation: Aggressive

INVESTOR CLASS

AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.

American Century Strategic Asset Allocations, Inc. 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. Three of the funds that
diversify their investments among stocks, bonds and money market instruments are
described in this Prospectus.Their investment objectives are listed on page 2 of
this Prospectus. The other funds are described in separate prospectuses.

Through its Investor Class of shares, American Century offers investors a
full line of no-load funds, investments that have no sales charges or
commissions.

This Prospectus gives you information about the funds 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 April 1, 1998, and filed with the Securities and Exchange
Commission. It is incorporated into this Prospectus by reference. To obtain a
copy without charge, call or write:

AMERICAN CENTURY INVESTMENTS
4500 Main Street * P.O. Box 419200 Kansas City,
Missouri 64141-6200 * 1-800-345-2021
International calls: 816-531-5575
Telecommunications Device for the Deaf:
1-800-634-4113 * In Missouri: 816-444-3485
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 OBJECTIVES OF THE FUNDS

AMERICAN CENTURY
STRATEGIC ALLOCATION: CONSERVATIVE

AMERICAN CENTURY
STRATEGIC ALLOCATION: MODERATE

AMERICAN CENTURY
STRATEGIC ALLOCATION: AGGRESSIVE

The investment objective of each fund is to provide as high a level of total
return (capital appreciation plus dividend and interest income) as is consistent
with its risk profile. Each fund seeks to achieve its investment objective by
diversifying investments among three asset classes: equity securities, bonds and
cash equivalent instruments, the mix of which will depend on the risk profile of
the particular fund. The funds are designed for investors with investment time
horizons of at least five years who want to diversify their investments among
these various asset classes through a single investment vehicle. See "Investment
Policies of the Funds," page 8.

There is no assurance that the funds will achieve
their respective investment objectives.

NO PERSON IS AUTHORIZED BY THE FUNDS 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 FUNDS, AND YOU SHOULD NOT RELY
ON ANY OTHER INFORMATION OR REPRESENTATION.

2 INVESTMENT OBJECTIVES AMERICAN CENTURY INVESTMENTS

TABLE OF CONTENTS

Investment Objectives of the Funds ........................................ 2
Transaction and Operating Expense Table ................................... 4
Financial Highlights ...................................................... 5

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds .......................................... 8
Asset Allocation Funds ................................................. 8
Investment Strategy and Asset Diversification .......................... 8
Investment Approach and Practices ...................................... 9
General Portfolio Management ........................................... 10
Other Investment Practices, Their Characteristics
and Risks ................................................................ 11
Equity Securities ................................................... 11
Foreign Securities .................................................. 12
Mortgage-Related and Other
Asset-Backed Securities .......................................... 12
Forward Currency Exchange Contracts ................................. 13
Portfolio Turnover .................................................. 14
Repurchase Agreements ............................................... 14
Futures Contracts ................................................... 15
Derivative Securities ............................................... 15
When-Issued Securities .............................................. 16
Investments in Companies with Limited
Operating Histories ............................................ 16
Short Sales ......................................................... 16
Rule 144A Securities ................................................ 16
Performance Advertising .................................................. 17

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS
American Century Investments .............................................. 18
Investing in American Century ............................................. 18
How to Open an Account .................................................... 18
By Mail ............................................................. 18
By Wire ............................................................. 18
By Exchange ......................................................... 19
In Person ........................................................... 19
Subsequent Investments ................................................. 19
By Mail ............................................................. 19
By Telephone ........................................................ 19
By Online Access .................................................... 19
By Wire ............................................................. 19
In Person ........................................................... 19
Automatic Investment Plan .............................................. 19
How to Exchange from One Account to Another .............................. 20
By Mail ........................................................ 20
By Telephone ................................................... 20
By Online Access ............................................... 20
How to Redeem Shares ..................................................... 20
By Mail ........................................................ 20
By Telephone ................................................... 20
By Check-A-Month ............................................... 20
Other Automatic Redemptions .................................... 20
Redemption Proceeds ................................................. 20
By Check ....................................................... 21
By Wire and ACH ................................................ 21
Special Requirements for Large Redemptions .......................... 21
Redemption of Shares in Low-Balance Accounts ........................ 21
Signature Guarantee ...................................................... 21
Special Shareholder Services ............................................. 22
Automated Information Line ..................................... 22
Online Account Access .......................................... 22
Open Order Service ............................................. 22
Tax-Qualified Retirement Plans ................................. 22
Important Policies Regarding Your Investments ............................ 23
Reports to Shareholders .................................................. 23
Employer-Sponsored Retirement Plans
and Institutional Accounts ............................................... 24

ADDITIONAL INFORMATION YOU SHOULD KNOW
Share Price ............................................................... 25
When Share Price Is Determined ......................................... 25
How Share Price Is Determined .......................................... 25
Where to Find Information About Share Price ............................ 26
Distributions ............................................................. 26
Taxes ..................................................................... 26
Tax-Deferred Accounts .................................................. 27
Taxable Accounts ....................................................... 27
Management ................................................................ 28
Investment Management .................................................. 28
Code of Ethics ......................................................... 29
Transfer and Administrative Services ................................... 30
Distribution of Fund Shares ............................................... 30
Further Information About American Century ................................ 30

PROSPECTUS TABLE OF CONTENTS 3

<TABLE>
<CAPTION>
TRANSACTION AND OPERATING EXPENSE TABLE

Strategic Strategic Strategic
Allocation: Allocation: Allocation:
Conservative Moderate Aggressive
SHAREHOLDER TRANSACTION EXPENSES:

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

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

Management Fees ........................................................ 1.00%(2)(3) 1.10%(2)(4) 1.20%(2)(5)
12b-1 Fees ............................................................. none none none
Other Expenses(6) ...................................................... 0.00% 0.00% 0.00%
Total Fund Operating Expenses .......................................... 1.00% 1.10% 1.20%

EXAMPLE:

You would pay the following expenses on 1 year $10 $11 $12
a $1,000 investment, assuming a 5% annual 3 years 32 35 38
return and redemption at the end of each time period: 5 years 55 60 66
10 years 122 133 145
</TABLE>
- ----------
(1) Redemption proceeds sent by wire transfer are subject to a $10 processing
fee.

(2) A portion of the management fee may be paid by the fund's manager to
unaffiliated third parties who provide recordkeeping and administrative
services that would otherwise be performed by an affiliate of the manager.
See "Management - Transfer and Administrative Services," page 30.

(3) The fund pays an annual management fee equal to 1.00% of its first $1
billion of average net assets and .90% of average net assets over $1
billion.

(4) The fund pays an annual management fee equal to 1.10% of its first $1
billion of average net assets and 1.00% of average net assets over $1
billion.

(5) The fund pays an annual management fee equal to 1.20% of its first $1
billion of average net assets and 1.10% of average net assets over $1
billion.

(6) Other expenses, which include the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as
defined in the Investment Company Act, were less than 0.01 of 1% of average
net assets for the fund's most recent fiscal year.

The purpose of this 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 class of shares offered by this Prospectus.
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.

The shares offered by this Prospectus are Investor Class shares and have no
up-front or deferred sales charges, commissions, or 12b-1 fees. The funds offer
two other classes of shares, primarily to institutional investors, that have
different fee structures than the Investor Class. The difference in the fee
structures among the classes is the result of their separate arrangements for
shareholder and distribution services and not the result of any difference in
amounts charged by the manager for core investment advisory services.
Accordingly, the core investment advisory expenses do not vary by class. A
difference in fees will result in different performance for the other classes.
For additional information about the various classes, see "Further Information
About American Century," page 30.

4 TRANSACTION AND OPERATING EXPENSE TABLE AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
STRATEGIC ALLOCATION: CONSERVATIVE

The Financial Highlights for the fiscal year ended November 30, 1997, have
been audited by Deloitte & Touche LLP, independent auditors, whose report
thereon appears in the fund's annual report, which is incorporated by reference
into the Statement of Additional Information. The annual report contains
additional performance information and will be made available upon request and
without charge. The Financial Highlights for the period ended November 30, 1996,
have been audited by other independent auditors. The information presented is
for a share outstanding throughout the period ended November 30, except as
noted.

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ........................ $ 5.26 $ 5.00
------------- -------------
Income from Investment Operations

Net Investment Income(2) .................................. 0.19 0.13

Net Realized and Unrealized Gain on Investment Transactions 0.36 0.22
------------- -------------
Total From Investment Operations .......................... 0.55 0.35
------------- -------------
Distributions

From Net Investment Income ................................ (0.17) (0.09)

From Net Realized Gain on Investment Transactions ......... (0.09) --
------------- -------------
Total Distributions ....................................... (0.26) (0.09)
------------- -------------
Net Asset Value, End of Period .............................. $ 5.55 $ 5.26
============= =============
Total Return(3) ........................................... 10.87% 7.02%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ........... 1.00% 1.01%(4)

Ratio of Net Investment Income to Average Net Assets ........ 3.48% 3.67%(4)

Portfolio Turnover Rate ..................................... 124% 44%

Average Commission Paid per Share of Equity Security Traded . $ 0.0322 $ 0.0271

Net Assets, End of Period (in thousands) .................... $ 156,733 $ 33,110
</TABLE>
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(1) February 15, 1996 (inception) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 5

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
STRATEGIC ALLOCATION: MODERATE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ........................ $ 5.42 $ 5.00
------------- -------------
Income from Investment Operations

Net Investment Income(2) .................................. 0.14 0.10

Net Realized and Unrealized Gain on Investment Transactions 0.56 0.39
------------- -------------
Total From Investment Operations .......................... 0.70 0.49
------------- -------------
Distributions

From Net Investment Income ................................ (0.13) (0.07)

From Net Realized Gain on Investment Transactions ......... (0.01) --
------------- -------------
Total Distributions ....................................... (0.14) (0.07)
------------- -------------
Net Asset Value, End of Period .............................. $ 5.98 $ 5.42
============= =============
Total Return(3) ........................................... 13.02% 9.91%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ........... 1.10% 1.10%(4)

Ratio of Net Investment Income to Average Net Assets ........ 2.43% 2.52%(4)

Portfolio Turnover Rate ..................................... 119% 78%

Average Commission Paid per Share of Equity Security Traded . $ 0.0102 $ 0.0186

Net Assets, End of Period (in thousands) .................... $ 201,384 $ 57,836
</TABLE>
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(1) February 15, 1996 (inception) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

6 FINANCIAL HIGHLIGHTS AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
STRATEGIC ALLOCATION: AGGRESSIVE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ........................ $ 5.53 $ 5.00
------------- -------------
Income from Investment Operations

Net Investment Income(2) .................................. 0.09 0.07

Net Realized and Unrealized Gain on Investment Transactions 0.67 0.46
------------- -------------
Total From Investment Operations .......................... 0.76 0.53
------------- -------------
Distributions

From Net Investment Income ................................ (0.04) --
------------- -------------
Net Asset Value, End of Period .............................. $ 6.25 $ 5.53
============= =============
Total Return(3) ........................................... 13.84% 10.60%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ........... 1.20% 1.20%(4)

Ratio of Net Investment Income to Average Net Assets ........ 1.58% 1.72%(4)

Portfolio Turnover Rate ..................................... 135% 64%

Average Commission Paid per Share of Equity Security Traded . $ 0.0091 $ 0.0202

Net Assets, End of Period (in thousands) .................... $ 109,497 $ 46,276
</TABLE>
- ----------

(1) February 15, 1996 (inception) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 7

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

Each fund's investment objective is to obtain as high a level of total
return (capital appreciation plus dividend and interest income) as is consistent
with such fund's risk profile. As with all mutual funds, there can be no
assurance that the funds will achieve their investment objectives.

You should be aware that the names of the three asset allocation funds
offered in this Prospectus are intended to reflect the relative short-term price
volatility risk among the funds and not as an indication of the manager's
assessment of the riskiness of the funds as compared to other mutual funds,
including other mutual funds within the American Century family of funds.

ASSET ALLOCATION FUNDS

The funds pursue a flexible approach that diversifies the funds' assets
among various classes and categories of assets. Each fund has its own mix, which
gives it a distinct risk profile and return potential. The three funds enable
investors to select the level of risk that is appropriate for their particular
situations and investment goals. See "Investment Strategy and Asset
Diversification," this page.

STRATEGIC ALLOCATION: CONSERVATIVE

The asset mix of Strategic Allocation: Conservative seeks to provide
shareholders with regular income through its emphasis on bonds and money market
securities, combined with the potential for moderate long-term total return as a
result of its stake in equity securities. The fund's emphasis on bonds and money
market securities should help to provide a measure of principal protection while
the stock market is in a decline.

STRATEGIC ALLOCATION: MODERATE

The asset mix of Strategic Allocation: Moderate emphasizes investments in
equity securities, but maintains a sizable stake in bonds and money market
securities. This asset mix seeks to provide long-term growth and some regular
income, while helping to moderate losses when the stock market declines.

STRATEGIC ALLOCATION: AGGRESSIVE

The asset mix of Strategic Allocation: Aggressive emphasizes investments in
equity securities, but maintains a portion of its assets in bonds and money
market securities. This asset mix seeks to provide long-term growth, together
with a small amount of income to help cushion the volatility of the equity
portfolio.

INVESTMENT STRATEGY AND ASSET DIVERSIFICATION

The funds seek to achieve their investment objectives by pursuing a
strategic asset allocation strategy. Each fund will diversify its investments
among three major asset classes: equity securities, bonds and cash equivalent
instruments.

Each fund has its own neutral mix that represents a benchmark as to how that
fund's investments will be generally allocated among the major asset classes
over the long term. Each fund's neutral mix is set forth below:

NEUTRAL MIXES

Equity Cash
Fund Securities Bonds Equivalents
- ---------------------------------------------------------------------------

Strategic Allocation:
Conservative 40% 45% 15%
- ---------------------------------------------------------------------------

Strategic Allocation:
Moderate 60% 30% 10%
- ---------------------------------------------------------------------------

Strategic Allocation:
Aggressive 75% 20% 5%
- ---------------------------------------------------------------------------

The mix of a fund will vary over short-term periods depending on the
relative performance of the various asset classes (for example, when one class
of assets increases or decreases in value at a different rate than the other
classes). In addition, the manager may temporarily emphasize or de-emphasize a
class of assets based on market conditions affecting the relative value of the
asset class in the near term. How-ever, each fund has operating ranges that
restrict the

8 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

amount by which the assets of each class may fluctuate. Those operating ranges
are set forth below:

OPERATING RANGES

Equity Cash
Fund Securities Bonds Equivalents
- ----------------------------------------------------------------------------

Strategic Allocation:
Conservative 34-46% 38-52% 10-25%
- ----------------------------------------------------------------------------

Strategic Allocation:
Moderate 50-70% 20-40% 5-20%
- ----------------------------------------------------------------------------

Strategic Allocation:
Aggressive 60-90% 10-30% 0-15%
- ----------------------------------------------------------------------------

In addition to diversifying among asset classes, the assets in the equity
and bond classes are further diversified among investment categories (or
sectors) and styles within those classes. See "Investment Approach and
Practices," this page. The allocation of assets within a fund's operating range
and among the different investment categories within each class is designed to
provide a diversified portfolio emphasizing total return.

INVESTMENT APPROACH AND PRACTICES

As described above, each fund's assets are allocated among major asset
classes according to its respective asset mix and subject to the applicable
operating range. Each fund's assets are further diversified among various
investment categories and disciplines within the major asset classes, as
described below.

EQUITY SECURITIES

The equity portion of a fund's portfolio may be invested in any type of
domestic or foreign equity security, primarily common stocks, that meets certain
fundamental and technical standards of selection. The manager utilizes several
investment disciplines in managing the equity portion of each fund's portfolio,
including growth, value and quantitative management strategies.

The growth discipline seeks long-term capital appreciation by investing in
companies whose earnings and revenue trends meet the manager's standards of
selection, which generally means that the companies have demonstrated, or, in
the manager's opinion, have the prospects for demonstrating, accelerating
earnings and revenues as compared to prior periods and/or industry competitors.
The value investment discipline seeks capital growth by investing in equity
securities of well-established companies that are believed by the manager to be
temporarily undervalued.

The manager believes that both value investing and growth investing provide
the potential for appreciation over time. Value investing tends to provide less
volatile results. This lower volatility means that the price of value stocks
tends not to fall as significantly as growth stocks do in down markets. However,
value stocks do not usually appreciate as significantly as growth stocks do in
up markets. In keeping with the diversification theme of these funds, and as a
result of management's belief that these styles are complementary, both
disciplines will be represented to some degree in each portfolio at all times.

As noted, the value investment discipline tends to be less volatile than the
growth style. As a result, Strategic Allocation: Conservative will generally
have a higher proportion of its equity investments in value stocks than the
other two funds. Likewise, Strategic Allocation: Aggressive will generally have
a greater proportion of growth stocks than either Strategic Allocation: Moderate
or Strategic Allocation: Conservative.

In addition, the equity portion of each fund's portfolio will be further
diversified among small, medium and large companies. This approach provides
investors with an additional level of diversification and enables investors to
achieve a broader exposure to the various capitalization ranges without having
to invest in multiple funds.

The manager may also apply quantitative management techniques to a portion
of each fund's portfolio. These techniques combine elements of both growth and
value investing and are intended to reduce overall volatility relative to the
market. Quantitative management combines two investment management approaches.
The first is active management, which allows the manager to select investments
for a fund without reference to an index or investment model. The second is
indexing, in which the manager tries to match a portion of a fund's portfolio
composition to that of a particular index.

The primary quantitative management technique the manager uses is portfolio
optimization. The

PROSPECTUS INFORMATION REGARDING THE FUNDS 9

manager constructs a portion of the funds' portfolios to match the risk
characteristics of the S&P 500 and then optimizes each portfolio to achieve the
desired balance of risk and return potential.

Although the funds will remain exposed to each of the investment disciplines
and categories described above, a particular discipline or investment category
may be emphasized when, in the manager's opinion, such discipline or investment
category is undervalued relative to the other disciplines or categories. See
"Other Investment Practices, Their Characteristics and Risks," page 11.

BONDS

The fixed income portion of a fund's portfolio will include U.S. Treasury
securities, securities issued or guaranteed by the U.S. government or a foreign
government, or an agency or instrumentality of the U.S. or a foreign government,
and non-convertible debt obligations issued by U.S. or foreign corporations. The
funds may also invest in mortgage-related and other asset-backed securities as
described under "Mortgage-Related and Other Asset-Backed Securities," page 12.
As with the equity portion of a fund's portfolio, the bond portion of a fund's
portfolio will be diversified among the various types of fixed income investment
categories described above. The manager's strategy is to actively manage the
portfolio by investing the fund's assets in sectors it believes are undervalued
(relative to the other sectors) and which represent better relative long-term
investment opportunities.

The value of fixed income securities fluctuates based on changes in interest
rates and in the credit quality of the issuer. Debt securities that comprise
part of a fund's fixed income portfolio will primarily be limited to "investment
grade" obligations. However, Strategic Allocation: Moderate may invest up to 5%
of its assets, and Strategic Allocation: Aggressive may invest up to 10% of its
assets, in "high yield" securities. "Investment grade" means that at the time of
purchase, such obligations are rated within the four highest categories by a
nationally recognized statistical rating organization [for example, at least Baa
by Moody's Investors Service, Inc. ("Moody's") or BBB by Standard & Poor's
Corporation ("S&P")], or, if not rated, are of equivalent investment quality as
determined by the manager. According to Moody's, bonds rated Baa are
medium-grade and possess some speculative characteristics. A BBB rating by S&P
indicates S&P's belief that a security exhibits a satisfactory degree of safety
and capacity for repayment, but is more vulnerable to adverse economic
conditions and changing circumstances.

"High yield" securities, sometimes referred to as "junk bonds," are higher
risk, non-convertible debt obligations that are rated below investment grade
securities, or are unrated, but with similar credit quality.

There are no credit or maturity restrictions on the fixed income securities
in which the high yield portion of a fund's portfolio may be invested. Debt
securities rated lower than Baa by Moody's or BBB by S&P or their equivalent are
considered by many to be predominantly speculative. Changes in economic
conditions or other circumstances are more likely to lead to a weakened capacity
to make principal and interest payments on such securities than is the case with
higher quality debt securities. Regardless of rating levels, all debt securities
considered for purchase by the fund are analyzed by the manager to determine, to
the extent reasonably possible, that the planned investment is consistent with
the investment objective of the fund. See "An Explanation of Fixed Income
Securities Ratings" in the Statement of Additional Information.

Under normal market conditions, the maturities of fixed income securities in
which the funds invest will range from 2 to 30 years.

CASH EQUIVALENTS

The cash equivalent portion of a fund's portfolio may be invested in
high-quality money market instruments (denominated in U.S. dollars or foreign
currencies), including U.S. government obligations, obligations of domestic and
foreign banks, short- term corporate debt instruments and repurchase agreements.

GENERAL PORTFOLIO MANAGEMENT

Within each asset class, each fund's holdings will be invested across
industry groups and issuers that meet its investment criteria. This diversity of
investment is intended to help reduce the risk created by over-concentration in
a particular industry or issuer.

10 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

The funds are "strategic" rather than "tactical" allocation funds, which
means that the manager does not try to time the market to identify the exact
time when a major reallocation should be made. Instead, the manager utilizes a
longer-term approach in pursuing the funds' investment objectives, and thus
selects a blend of investments in the various asset classes.

The manager regularly reviews each fund's investments and allocations and
may make changes in the securities holdings within each asset class or to a
fund's asset mix (within the defined operating ranges) to favor investments that
it believes will provide the most favorable outlook for achieving a fund's
objective. Recommended reallocations may be implemented promptly or may be
implemented gradually. In order to minimize the impact of reallocations on a
fund's performance, the manager will generally attempt to reallocate assets
gradually.

In determining the allocation of assets among U.S. and foreign capital
markets, the manager considers the condition and growth potential of the various
economies; the relative valuations of the markets; and social, political, and
economic factors that may affect the markets.

In selecting securities in foreign currencies, the manager considers, among
other factors, the impact of foreign exchange rates relative to the U.S. dollar
value of such securities. The manager may seek to hedge all or a part of a
fund's foreign currency exposure through the use of forward foreign currency
contracts or options thereon. See "Forward Currency Exchange Contracts," page
13.

The funds attempt to diversify across asset classes and investment
categories to a greater extent than mutual funds that invest primarily in equity
securities or primarily in fixed income securities. However, the funds are
designed to fit three general risk profiles and may not provide an appropriately
balanced investment plan for all investors.

A fund's investment objective, as 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 the
approval of the shareholders entitled to cast a majority of the outstanding
votes of that fund, as defined by the Investment Company Act. Unless otherwise
noted, all other investment policies and practices are nonfundamental and may be
changed without shareholder approval.

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

For additional information, see "Additional Investment Restrictions" in the
Statement of Additional Information.

EQUITY SECURITIES

In addition to investing in common stocks, the funds may invest in other
equity securities and equity equivalents. Other equity securities and equity
equivalents include securities that permit the fund to receive an equity
interest in an issuer, the opportunity to acquire an equity interest in an
issuer, or the opportunity to receive a return on its investment that permits
the fund to benefit from the growth over time in the equity of an issuer.
Examples of equity securities and equity equivalents include preferred stock,
convertible preferred stock and convertible debt securities.

Each fund will limit its holdings of convertible debt securities to those
that, at the time of purchase, are rated at least B- by S&P or B3 by Moody's,
or, if not rated by S&P or Moody's, are of equivalent investment quality as
determined by the manager. A fund's investments in convertible debt securities
and other high yield, non-convertible debt securities rated below investment
grade will comprise less than 35% of the fund's net assets. Debt securities
rated below the four highest categories are not considered "investment grade"
obligations. These securities have speculative characteristics and present more
credit risk than investment grade obligations. For a description of the S&P and
Moody's ratings categories, see "An Explanation of Fixed Income Securities
Ratings," in the Statement of Additional Information. Equity equivalents may
also include securities whose value or return is derived from the value or
return of a different security. Depositary receipts, which are described in the
following section, are an example of the type of derivative security in which
the fund might invest.

PROSPECTUS INFORMATION REGARDING THE FUNDS 11

FOREIGN SECURITIES

Each of the funds may invest in the securities of foreign issuers, including
debt securities of foreign governments and their agencies, when these securities
meet its standards of selection. The manager defines "foreign issuer" as an
issuer of securities that is domiciled outside the United States, derives at
least 50% of its total revenue from production or sales outside the United
States, and/or whose principal trading market is outside the United States.

Strategic Allocation: Conservative will generally invest between 7 and 17%
of its assets in foreign securities; Strategic Allocation: Moderate will
generally invest between 10 and 30% of its assets in foreign securities; and
Strategic Allocation: Aggressive will generally invest between 15 and 35% of its
assets in foreign securities.

The funds may make such investments either directly in foreign securities or
indirectly by purchasing depositary receipts or depositary shares of similar
instruments ("depositary receipts") for foreign securities. Depositary receipts
are securities that are listed on exchanges or quoted in the domestic
over-the-counter markets in one country but represent shares of issuers
domiciled in another country. Direct investments in foreign securities may be
made either on foreign securities exchanges or in the over-the-counter markets.

Subject to its investment objective and policies, each fund may invest in
common stocks, convertible securities, preferred stocks, bonds, notes and other
debt securities of foreign issuers and debt securities of foreign governments
and their agencies. The credit quality standards applicable to domestic debt
securities purchased by each fund are also applicable to its foreign securities
investments. The funds will limit their purchase of debt securities to
investment-grade obligations.

Strategic Allocation: Moderate and Strategic Allocation: Aggressive, but not
Strategic Allocation: Conservative, may invest a minority portion of their
international holdings in securities of issuers in emerging market (developing)
countries. The funds consider "emerging market countries" to include all
countries that are considered by the manager to be developing or emerging
countries. Currently, the countries not included in this category for the funds
offered by this Prospectus are the United States, Canada, Japan, the United
Kingdom, Germany, Austria, France, Hong Kong, Italy, Ireland, Singapore, Spain,
Belgium, the Netherlands, Switzerland, Sweden, Finland, Norway, Denmark,
Australia and New Zealand. In addition, as used in this Prospectus, "securities
of issuers in emerging market countries" means (i) securities of issuers the
principal securities trading market for which is an emerging market country or
(ii) securities of issuers having their principal place of business or principal
office in an emerging market country.

Investments in foreign securities may present certain risks, including those
resulting from fluctuations in currency exchange rates, future political and
economic developments, clearance and settlement risk, reduced availability of
public information concerning issuers, and the lack of uniform accounting,
auditing and financial reporting standards and other regulatory practices and
requirements comparable to those applicable to domestic issuers.

Investing in emerging market countries involves significantly higher risk
than investing in countries with developed markets as a result of greater
uncertainty regarding the companies and the markets in which they operate.
Securities prices can be more volatile than in developed countries as a result
of investor concerns regarding the stability of the government, internal
economic pressures, and the impact of external economic factors. In addition,
securities markets in emerging market countries may trade a relatively small
number of securities and may be unable to respond effectively to increases in
trading volume, potentially resulting in a lack of liquidity and in volatility
in the price of securities traded on those markets. Also, securities markets in
emerging market countries typically offer less regulatory protection for
investors. See "Investing in Emerging Market Countries," in the Statement of
Additional Information.

MORTGAGE-RELATED AND OTHER ASSET-BACKED SECURITIES

The funds may purchase mortgage-related and other asset-backed securities.
Mortgage pass-through securities are securities representing interests in
"pools" of mortgages in which payments of both

12 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

interest and principal on the securities are generally made monthly, in effect
"passing through" monthly payments made by the individual borrowers on the
residential mortgage loans that underlie the securities (net of fees paid to the
issuer or guarantor of the securities).

Early repayment of principal on mortgage pass-through securities (arising
from prepayments of principal due to sale of the underlying property,
refinancing, or foreclosure, net of fees and costs which may be incurred) may
expose the funds to a lower rate of return upon reinvestment of principal. Also,
if a security subject to prepayment were purchased at a premium, in the event of
prepayment, the value of the premium would be lost. Like other fixed-income
securities, when interest rates rise, the value of a mortgage-related security
generally will decline; however, when interest rates decline, the value of
mortgage-related securities with prepayment features may not increase as much as
other fixed-income securities.

Payment of principal and interest on some mortgage pass-through securities
(but not the market value of the securities themselves) may be guaranteed by the
full faith and credit of the U.S. government, as in the case of securities
guaranteed by the Government National Mortgage Association (GNMA), or guaranteed
by agencies or instrumentalities of the U.S. government, as in the case of
securities guaranteed by the Federal National Mortgage Association (FNMA) or the
Federal Home Loan Mortgage Corporation (FHLMC), which are supported only by the
discretionary authority of the U.S. government to purchase the agency's
obligations.

Mortgage pass-through securities created by nongovernmental issuers (such as
commercial banks, savings and loan institutions, private mortgage insurance
companies, mortgage bankers and other secondary market issuers) may be supported
by various forms of insurance or guarantees, including individual loan, title,
pool and hazard insurance and letters of credit, which may be issued by
governmental entities, private insurers, or the mortgage poolers.

The funds may also invest in collateralized mortgage obligations (CMOs).
CMOs are mortgage-backed securities issued by government agencies;
single-purpose, stand-alone financial subsidiaries; trusts established by
financial institutions; or similar institutions. The funds may buy CMOs that:

* are collateralized by pools of mortgages in which payment of principal
and interest of each mortgage is guaranteed by an agency or
instrumentality of the U.S. government;

* are collateralized by pools of mortgages in which payment of principal
and interest are guaranteed by the issuer, and the guarantee is
collateralized by U.S. government securities; and

* are securities in which the proceeds of the issue are invested in
mortgage securities and payments of principal and interest are
supported by the credit of an agency or instrumentality of the U.S.
government.

FORWARD CURRENCY EXCHANGE CONTRACTS

Some of the foreign securities held by the funds may be denominated in
foreign currencies. Other securities, such as depositary receipts, may be
denominated in U.S. dollars, but have a value that is dependent on the
performance of a foreign security, as valued in the currency of its home
country. As a result, the value of a fund's portfolio may be affected by changes
in the exchange rates between foreign currencies and the U.S. dollar, as well as
by changes in the market values of the securities themselves. The performance of
foreign currencies relative to the U.S. dollar may be a factor in the overall
performance of a fund.

To protect against adverse movements in exchange rates between currencies,
the funds may, for hedging purposes only, enter into forward currency exchange
contracts. A forward currency exchange contract obligates the fund to purchase
or sell a specific currency at a future date at a specific price.

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

By entering into a forward currency exchange contract with respect to the
specific purchase or sale of a security denominated in a foreign currency, a
fund can "lock in" an exchange rate between the trade and settlement dates for
that purchase or sale. This practice is sometimes referred to as "transaction

PROSPECTUS INFORMATION REGARDING THE FUNDS 13

hedging." Each fund may enter into transaction hedging contracts with respect to
all or a substantial portion of its foreign securities trades.

When the manager believes that a particular currency may decline in value
compared to the U.S. dollar, a fund may enter into forward currency exchange
contracts to sell the value of some or all of the fund's portfolio securities
either denominated in, or whose value is tied to, that currency. This practice
is sometimes referred to as "portfolio hedging." A fund may not enter into a
portfolio hedging transaction where it would be obligated to deliver an amount
of foreign currency in excess of the aggregate value of its portfolio securities
or other assets denominated in, or whose value is tied to, that currency.

Each fund will make use of portfolio hedging to the extent deemed
appropriate by the manager. However, it is anticipated that a fund will enter
into portfolio hedges much less frequently than transaction hedges.

If a fund enters into a forward currency exchange contract, the fund, when
required, will instruct its custodian bank to segregate cash or liquid
high-grade securities in a separate account in an amount sufficient to cover its
obligation under the contract. Those assets will be valued at market daily, and
if the value of the segregated securities declines, additional cash or
securities will be added so that the value of the account is not less than the
amount of the fund's commitment. At any given time, no more than 10% of a fund's
assets will be committed to a segregated account in connection with portfolio
hedging transactions.

Predicting the relative future values of currencies is very difficult, and
there is no assurance that any attempt to protect a fund against adverse
currency movements through the use of forward currency exchange contracts will
be successful. In addition, the use of forward currency exchange contracts tends
to limit the potential gains that might result from a positive change in the
relationship between the foreign currency and the U.S. dollar.

PORTFOLIO TURNOVER

The total portfolio turnover rates of the funds are shown in the Financial
Highlights tables of this Prospectus.

Investment decisions to purchase and sell securities are based on the
anticipated contribution of the security in question to a fund's objectives. The
manager believes that the rate of portfolio turnover is irrelevant when it
determines a change is in order to achieve those objectives and, accordingly,
the annual portfolio turnover rate cannot be anticipated.

The portfolio turnover of a fund may be higher than other mutual funds with
similar investment objectives. Higher turnover would generate correspondingly
greater brokerage commissions, which is a cost that the funds pay directly.
Higher portfolio turnover may also increase the likelihood of realized capital
gains, if any, distributed by the fund. See "Taxes," page 26.

REPURCHASE AGREEMENTS

Each fund may invest in repurchase agreements when such transactions present
an attractive short-term return on cash that is not otherwise committed to the
purchase of securities pursuant to the investment policies of that fund.

A repurchase agreement occurs when, at the time the fund purchases an
interest-bearing obligation, the seller (a bank or a broker-dealer registered
under the Securities Exchange Act of 1934) agrees to repurchase it on a
specified date in the future at an agreed-upon price. The repurchase price
reflects an agreed-upon interest rate during the time the fund's money is
invested in the security.

Since the security purchased constitutes security for the repurchase
obligation, a repurchase agreement can be considered a loan collateralized by
the security purchased. The fund's risk is the ability of the seller to pay the
agreed-upon repurchase price on the repurchase date. If the seller defaults, the
fund may incur costs in disposing of the collateral, which would reduce the
amount realized thereon. If the seller seeks relief under the bankruptcy laws,
the disposition of the collateral may be delayed or limited. To the extent the
value of the security decreases, the fund could experience a loss.

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

14 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

FUTURES CONTRACTS

Each fund may enter into domestic and foreign futures contracts. A futures
contract is an agreement to take or make delivery of a financial asset at a
specific price at the end of the contract period. Some futures contracts, such
as market index futures, require settlement in cash based on the difference
between the value of the underlying financial assets at the beginning and at the
end of the contract period.

Rather than actually purchasing the specific financial assets, or the
securities of a market index, the manager may purchase a futures contract, which
reflects the value of such underlying securities. For example, S&P 500 futures
reflect the value of the underlying companies that comprise the S&P 500
Composite Stock Price Index. If the aggregate market value of the underlying
index securities increases or decreases during the contract period, the value of
the S&P 500 futures can be expected to reflect such increase or decrease. The
manager may use index futures to efficiently expose to the equity markets a
portion of a fund's assets that is being held for future investment
opportunities.

When a fund enters into a futures contract, it must make a deposit of cash
or high-quality debt securities, known as "initial margin," as partial security
for its performance under the contract. As the value of the underlying financial
assets fluctuates, the parties to the contract are required to make additional
margin payments, known as "variation margin," to cover any additional obligation
they may have under the contract. Assets set aside by a fund as initial or
variation margin may not be disposed of so long as the fund maintains the
contract.

The funds may not purchase leveraged futures. A fund will deposit in a
segregated account with its custodian bank cash or high-quality debt securities
in an amount equal to the fluctuating market value of the futures contracts it
has purchased, less any margin deposited on its position. The funds will only
invest in exchange-traded futures.

DERIVATIVE SECURITIES

To the extent permitted by its investment objectives and policies, a fund
may invest in securities that are commonly referred to as "derivative"
securities. Generally, a derivative is a financial arrangement the value of
which is based on, or "derived" from, a traditional security, asset, or market
index. Certain derivative securities are more accurately described as
"index/structured" securities. Index/structured securities are derivative
securities whose value or performance is linked to other equity securities (such
as depositary receipts), currencies, interest rates, indices or other financial
indicators (reference indices).

Some "derivatives" such as mortgage-related and other asset-backed
securities are, in many respects, like any other investment, although they may
be more volatile or less liquid than more traditional debt securities.

There are many different types of derivatives and many different ways to use
them. Futures and options are commonly used for traditional hedging purposes to
attempt to protect a fund from exposure to changing interest rates, securities
prices, or currency exchange rates and for cash management purposes as a
low-cost method of gaining exposure to a particular securities market without
investing directly in those securities.

No fund may invest in a derivative security unless the reference index or
the instrument to which it relates is an eligible investment for the fund. For
example, a security whose underlying value is linked to the S&P 500 Index would
be a permissible investment because each of the funds may invest in the
securities of companies comprising the S&P 500 Index (assuming they otherwise
meet the other requirements for the fund), while a security whose underlying
value is linked to the price of oil would not be a permissible investment
because the funds may not invest in oil and gas leases or futures.

The return on a derivative security may increase or decrease, depending upon
changes in the reference index or instrument to which it relates.

There is a range of risks associated with derivative investments, including
but not limited to:

* the risk that the underlying security, interest rate, market index or
other financial asset will not move in the direction the portfolio
manager anticipates;

* the possibility that there will be no liquid secondary market, or the
possibility that price fluctuation limits will be imposed by the
relevant exchange, either of which will make it

PROSPECTUS INFORMATION REGARDING THE FUNDS 15

difficult or impossible to close out a position when desired;

* the risk that adverse price movements in an instrument will result in
a loss substantially greater than a fund's initial investment; and

* the risk that the counterparty will fail to perform its obligations.

The Board of Directors has approved the manager's policy regarding
investments in derivative securities. That policy specifies factors that must be
considered in connection with a purchase of derivative securities. The policy
also establishes a committee that must review certain proposed purchases before
the purchases can be made. The manager will report on fund activity in
derivative securities to the Board of Directors as necessary. In addition, the
board will review the manager's policy for investments in derivative securities
annually.

WHEN-ISSUED SECURITIES

Each of the funds may sometimes purchase new issues of securities on a
when-issued basis without limit 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 the commitment to purchase is
made. Delivery of and payment for these securities typically occur 15 to 45 days
after the commitment to purchase. Market rates of interest on debt securities at
the time of delivery may be higher or lower than those contracted for on the
when-issued security. Accordingly, the value of such security may decline prior
to delivery, which could result in a loss to the fund. A separate account for
each fund consisting of cash or high-quality liquid debt securities in an amount
at least equal to the when-issued commitments will be established and maintained
with the custodian. No income will accrue to the fund prior to delivery.

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 histories may
involve greater risks than investments in securities of more mature issuers. By
their nature, such issuers present limited operating histories 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.

A fund will not invest more than 5% of its 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.

SHORT SALES

A fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire securities equivalent in kind and amount to the
securities being sold short. Such transactions allow the fund to hedge against
price fluctuations by locking in a sale price for securities it does not wish to
sell immediately.

A fund may make a short sale when it wants to sell the security it owns at a
current attractive price, but also wishes to defer recognition of gain or loss
for federal income tax purposes and for purposes of satisfying certain tests
applicable to regulated investment companies under the Internal Revenue Code and
Regulations.

RULE 144A SECURITIES

The funds may, from time to time, purchase Rule 144A securities when they
present attractive investment opportunities that otherwise meet the funds'
criteria for selection. Rule 144A securities are securities that are privately
placed with and traded among qualified institutional investors 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 directors to determine, such

16 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

determination to be based upon a consideration of the readily available trading
markets and the review of any contractual restrictions. The staff also
acknowledges that, while the board retains ultimate responsibility, it may
delegate this function to the manager. Accordingly, the board has established
guidelines and procedures for determining the liquidity of Rule 144A securities
and 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. No fund may invest
more than 15% of its 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).

PERFORMANCE ADVERTISING

From time to time, the funds 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 and yield.
Performance data may be quoted separately for the Investor Class and for the
other class.

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 the 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 of time
expressed as a percentage of the fund's share price.

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

Yields are calculated according to accounting methods that are standardized
in accordance with SEC rules for all stock and bond funds. Because yield
accounting methods differ from the methods used for other accounting purposes, a
fund's yield may not equal the income paid on its shares or the income reported
in the fund's financial statements.

The funds 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, Inc.) 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 S&P
500 Index and the Dow Jones Industrial Average. Fund performance may also be
compared, on a relative basis, to other funds in our fund family. This relative
comparison, which may be based upon historical fund performance or historical or
expected volatility or other fund characteristics, may be presented numerically,
graphically or in text. Fund performance 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 funds 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.

PROSPECTUS INFORMATION REGARDING THE FUNDS 17

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

AMERICAN CENTURY INVESTMENTS

The funds offered by this Prospectus are 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.

To reduce expenses and demonstrate respect for our environment, we have
initiated a project through which we will eliminate duplicate copies of most
financial reports and prospectuses to most households and deliver account
statements to most households in a single envelope, even if they have more than
one account. If you would like additional copies of financial reports and
prospectuses or separate mailing of account statements, please call us.

INVESTING IN AMERICAN CENTURY

The following sections explain 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 24.

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 and Uniform Gifts/Transfers
to Minors Acts (UGMA/UTMA) accounts]. These minimums will be waived if you
establish an automatic investment plan to your account that is the equivalent of
at least $50 per month. See "Automatic Investment Plan," page 19.

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:

(*) RECEIVING BANK AND ROUTING NUMBER:

Commerce Bank, N.A. (101000019)

(*) BENEFICIARY (BNF):

American Century Services Corporation

4500 Main St., Kansas City, Missouri 64111

(*) BENEFICIARY ACCOUNT NUMBER (BNF ACCT):

2804918

(*) REFERENCE FOR BENEFICIARY (RFB):

American Century account number into which you

18 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

are investing. If more than one, leave blank and see Bank to Bank Information
below.

(*) ORIGINATOR TO BENEFICIARY (OBI):

Name and address of owner of account into which you are investing.

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

* Taxpayer identification or Social Security
number.

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

* Current tax year, previous tax year or rollover designation if an IRA.
Specify whether traditional IRA, Roth IRA, Education IRA, SEP-IRA,
SARSEP-IRA, SIMPLE Employer or SIMPLE Employee.

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 page
20 for more information on exchanges.

IN PERSON

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

4500 Main Street, Kansas City, Missouri 64111

4917 Town Center Drive, Leawood, Kansas 66211

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 is $250 for checks submitted without the investment slip portion of
a previous statement or confirmation and $50 for all other types of subsequent
investments.

BY MAIL

When making subsequent investments, enclose your check with the investment
slip portion of a previous statement or confirmation. 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 18 and indicate your account number.

IN PERSON

You may make subsequent investments in person at one of our Investor
Centers. The locations of our Investor 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 an Investor Services Representative.

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 19

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 up to six times per year per account. An
exchange request will be processed as of the same day it is received, if it is
received before the funds' net asset values are calculated, which is one hour
prior to the close of the New York Stock Exchange for funds issued by American
Century Target Maturities Trust and at the close of the Exchange for all of our
other funds. See "When Share Price is Determined," page 25.

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.

If, in any 90-day period, the total of your exchanges and your redemptions
from any one account exceeds the lesser of $250,000 or 1% of the fund's assets,
further exchanges will be subject to special requirements to comply with our
policy on large redemptions. See "Special Requirements for Large Redemptions,"
page 21.

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 telephone (either with an Investor Services
Representative or using our Automated Information Line--see page 22) 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 get 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. For large redemptions, please read "Special Requirements for Large
Redemptions," page 21.

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 you upon request, or by a letter to us.
Certain redemptions may require a signature guarantee. Please see "Signature
Guarantee," page 21.

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

If you have at least a $10,000 balance in your account, 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

If you have at least a $10,000 balance in your account, 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 an Investor Services Representative.

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

20 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

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.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company
Act, which obligates each fund to make certain redemptions in cash. This
requirement to pay redemptions in cash applies where one shareholder redeems,
during any 90-day period, up to the lesser of $250,000 or 1% of the assets of
the fund. Although redemptions in excess of this limitation will also normally
be paid in cash, we reserve the right under unusual circumstances to honor these
redemptions by making payment in whole or in part in readily marketable
securities (a "redemption-in-kind").

If payment is made in securities, the securities, selected by the fund, will
be valued in the same manner as they are in computing the fund's net asset value
and will be provided without prior notice.

If your redemption would exceed this limit and you would like to avoid being
paid in securities, please provide us with an unconditional instruction to
redeem at least 15 days prior to the date on which the redemption transaction is
to occur. The instruction must specify the dollar amount or number of shares to
be redeemed and the date of the transaction. This minimizes the effect of the
redemption on the fund and its remaining shareholders.

Despite the fund's right to redeem fund shares through a redemption-in-kind,
we do not expect to exercise this option unless a fund has an unusually low
level of cash to meet redemptions and/or is experiencing unusually strong
demands for its cash. Such a demand might be caused, for example, by extreme
market conditions that result in an abnormally high level of redemption requests
concentrated in a short period of time. Absent these or similar circumstances,
we expect redemptions in excess of $250,000 to be paid in cash in any fund with
assets of more than $50 million if total redemptions from any one account in any
90-day period do not exceed one-half of 1% of the total assets of the fund.

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 to either bring the value
of the shares held in the account up to the minimum or to establish an automatic
investment that is the equivalent of at least $50 per month. See "How to Open An
Account," page 18. If action is not taken within 90 days of the letter's date,
the shares held in the account will be redeemed and the 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 is required
when:

* redeeming more than $25,000; or

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

You can 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.

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 21

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 daily share prices, receive updates on major
market indices and view historical performance of your fund. If you select "Full
Services" on your application, you can use your personal access code and Social
Security number to view your account balance and account activity, make
subsequent investments from your bank account or exchange shares from one fund
to another.

OPEN ORDER SERVICE

Through our open order service, you may designate a price at which to buy
shares of a variable-priced fund by exchange from one of our money market funds,
or a price at which to sell shares of a variable-priced fund by exchange to one
of our money market funds. The designated purchase price must be equal to or
lower, or the designated sale price equal to or higher, than the variable-priced
fund's net asset value at the time the order is placed. If the designated price
is met within 90 calendar days, we will execute your exchange order
automatically at that price (or better). Open orders not executed within 90 days
will be canceled.

If the fund you have selected deducts a distribution from its share price,
your order price will be adjusted accordingly so the distribution does not
inadvertently trigger an open order transaction on your behalf. If you close or
re-register the account from which the shares are to be redeemed, your open
order will be canceled.

Because of their time-sensitive nature, open order transactions are accepted
only by telephone or in person. These transactions are subject to exchange
limitations described in each fund's prospectus, except that orders and
cancellations received before 2 p.m. Central time are effective the same day,
and orders or cancellations received after 2 p.m. Central time are effective the
next business day.

TAX-QUALIFIED RETIREMENT PLANS

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

* Individual Retirement Accounts (IRAs);

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

* 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.

22 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

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, other than open
orders, 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 manager 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 Investor 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.

(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, each time you invest,
redeem, transfer or exchange shares, we will send you a confirmation of the
transaction. 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

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 23

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 31 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
funds, 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.

24 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 a fund's assets,
deducting total liabilities and dividing the result by the number of shares
outstanding. For all American Century funds, except funds issued by American
Century Target Maturities Trust, net asset value is determined as of the close
of regular trading on each day that the New York Stock Exchange is open, usually
3 p.m. Central time. The net asset values for Target Maturities funds are
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, redemption or
exchange request. For example, investments and requests to redeem or exchange
shares received by us or one of our agents or designees before the time as of
which the net asset value of the fund is determined, 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
as of, the close of the Exchange 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 time as of which the net asset value of
the fund 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.

Investments and transaction instructions received by us on any business day
by mail prior to the time as of which the net asset value of the fund 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 funds' transfer agent prior to the applicable cut-off
time for receiving orders and to make payment for any purchase transactions in
accordance with the funds' procedures or any contractual arrangements with the
funds or the funds' distributor in order for you to receive that day's price.

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 fund has authorized such
intermediaries and their designees to accept purchase and redemption orders on
the fund's behalf up to the applicable cut-off time. The fund will be deemed to
have received such orders upon acceptance by the duly authorized intermediary,
and such orders will be priced at the fund's net asset value next determined
after acceptance on the fund's behalf by such intermediary.

HOW SHARE PRICE IS DETERMINED

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

The portfolio securities of each 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

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 25

value as determined in accordance with procedures adopted by the Board of
Directors.

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 Directors.

The value of an exchange-traded foreign security is determined in its
national currency as of the close of trading on the foreign exchange on which it
is traded or as of the close of business on the New York Stock Exchange, if that
is earlier. That value is then exchanged to dollars at the prevailing foreign
exchange rate. Trading in securities on European and Far Eastern securities
exchanges and over-the-counter markets is normally completed at various times
before the close of business on each day that the New York Stock Exchange is
open.

If an event were to occur after the value of a security was established but
before the net asset value per share was determined that was likely to
materially change the net asset value, then that security would be valued at
fair value as determined in accordance with procedures adopted by the Board of
Directors.

Trading of these securities in foreign markets may not take place on every
New York Stock Exchange business day. In addition, trading may take place in
various foreign markets on Saturdays or on other days when the New York Stock
Exchange is not open and on which a fund's net asset value is not calculated.
Therefore, such calculation does not take place contemporaneously with the
determination of the prices of many of the portfolio securities used in such
calculation and the value of a fund's portfolio may be affected on days when
shares of the fund may not be purchased or redeemed.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class of the funds are published in
leading newspapers daily. The net asset value may also be obtained by calling us
or by accessing our Web site (www.americancentury.com).

DISTRIBUTIONS

Distributions from net investment income are declared and paid quarterly by
Strategic Allocation: Conservative and Strategic Allocation: Moderate. Such
distributions are declared and paid annually by Strategic Allocation:
Aggressive. Distributions from net realized securities gains, if any, are
declared and paid annually, usually in December, but the funds may make
distributions on a more frequent basis to comply with the distribution
requirements of the Internal Revenue Code, in all events in a manner consistent
with the provisions of the Investment Company Act.

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 certain IRAs 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.

A distribution on shares of a fund does not increase the value of your
shares or your total return. At any given time the value of your shares includes
the undistributed net gains, if any, realized by the fund on the sale of
portfolio securities, and undistributed dividends and interest received, less
fund expenses.

Because such gains and dividends are included in the price of your shares,
when they are distributed the price of your shares is reduced by the amount of
the distribution. If you buy your shares through a taxable account just before
the distribution, you will pay the full price for your shares, and then receive
a portion of the purchase price back as a taxable distribution. See "Taxes,"
this page.

TAXES

Each 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 tax.

26 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

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. The dividends from net income may qualify for the 70% dividends
received deduction for corporations to the extent that the fund held shares
receiving the dividend for more than 45 days. Distributions from gains on assets
held longer than 12 months but no more than 18 months (28% rate gain) and/or
assets held longer than 18 months (20% rate gain) are taxable as long-term gains
regardless of the length of time you have held the shares. However, you should
note that any loss realized upon the sale or redemption of shares held for six
months or less will be treated as a long-term capital loss to the extent of any
distribution of long-term capital gain to you with respect to such shares (28%
or 20% rate gain).

Dividends and interest received by a fund on foreign securities may give
rise to withholding and other taxes imposed by foreign countries. Tax
conventions between certain countries and the United States may reduce or
eliminate such taxes. Foreign countries generally do not impose taxes on capital
gains in respect of investments by non-resident investors. The foreign taxes
paid by a fund will reduce its dividends.

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 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 addition, the share price at the time you
purchase shares may include unrealized gains in the securities held in the
investment portfolio of the fund. If these portfolio securities are subsequently
sold and the gains are realized, they will, to the extent not offset by capital
losses, be paid to you as a distribution of capital gains and will be taxable to
you as short-term or long-term capital gains (28% and/or 20% rate gain).

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

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 27

loss and generally will be considered long-term subject to tax at a maximum rate
of 28% if shareholders have held such shares for a period of more than 12 months
but no more than 18 months and long-term subject to tax at a maximum rate of 20%
if shareholders have held such shares for a period of more than 18 months. 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

Under the laws of the State of Maryland, the Board of Directors is
responsible for managing the business and affairs of the funds. Acting pursuant
to an investment management agreement entered into with the funds, American
Century Investment Management, Inc. serves as the investment manager of the
funds. Its principal place of business is American Century Tower, 4500 Main
Street, Kansas City, Missouri 64111. The manager has been providing investment
advisory services to investment companies and institutional clients since it was
founded in 1958.

The manager supervises and manages the investment portfolios of each fund
and directs the purchase and sale of its investment securities. It utilizes
teams of portfolio managers, assistant portfolio managers and analysts acting
together to manage the assets of the funds. The teams meet regularly to review
portfolio holdings and to discuss purchase and sale activity. The teams adjust
holdings in the funds' portfolios as they deem appropriate in pursuit of the
funds' investment objectives. Individual portfolio manager members of the team
may also adjust portfolio holdings of the funds as necessary between team
meetings.

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

CHRISTOPHER K. BOYD, Vice President and Portfolio Manager, rejoined American
Century in January 1998. With the exception of 1997, Mr. Boyd has been with
American Century since March 1988 and served as a Portfolio Manager since
December 1992. During 1997, Mr. Boyd was in private practice as an investment
advisor.

C. CASEY COLTON, Senior Portfolio Manager, joined American Century in 1990,
as a Municipal Analyst. Mr. Colton has primary responsibility for the day-to-day
operations of the GNMA Fund. Mr. Colton is a Chartered Financial Analyst.

PHILLIP N. DAVIDSON, Vice President and Portfolio Manager, joined American
Century in September 1993 as a Portfolio Manager. Prior to joining American
Century, Mr. Davidson served as an investment manager for Boatmen's Trust
Company in St. Louis, Missouri. He is a member of the team that manages Value
and Equity Income.

GLENN A. FOGLE, Vice President and Portfolio Manager, joined American
Century in September 1990 as an Investment Analyst, a position he held until
March 1993. At that time he was promoted to Portfolio Manager. He is a member of
the team that manages Vista.

C. KIM GOODWIN, Vice President and Portfolio Manager, joined American
Century in October 1997. Prior to joining American Century, Ms. Goodwin served
as Senior Vice President and Portfolio Manager at Putnam Investments from May
1996 to September 1997 and Vice President and Portfolio Manager at Prudential
Investments from February 1993 to April 1996. Prior to that, she served as an
Assistant Vice President and Portfolio Manager at Mellon Bank Corporation. She
is a member of the team that manages Growth.

NORMAN E. HOOPS, Senior Vice President and Fixed Income Portfolio Manager,
joined American Century as Vice President and Portfolio Manager in November
1989. In April 1993, he became Senior Vice President. He is a member of the team
that manages Limited-Term Bond, Intermediate-Term Bond, Benham Bond and the
fixed income portion of Balanced.

BRIAN HOWELL, Portfolio Manager, joined American Century in 1988 and is
primarily responsible for the fixed income portion of the funds. Mr. Howell was
Portfolio Manager of Capital Manager prior to its merger into Strategic
Allocation: Conservative in September 1997.

28 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

MARK S. KOPINSKI, Vice President and Portfolio Manager, rejoined American
Century in April 1997. From June 1995 to March 1997, Mr. Kopinski served as Vice
President and Portfolio Manager for Federated Investors, Inc. Prior to June
1995, Mr. Kopinski was a Vice President and Portfolio Manager for American
Century. He is a member of the teams that manage International Growth,
International Discovery and the Emerging Markets Fund. He was a member of the
International Growth and International Discovery teams at their inception in
1991.

DAVID SCHROEDER, Vice President, joined American Century in 1990. Mr.
Schroeder has primary responsibility for the day-to-day operations of the
Inflation-Adjusted Treasury Fund and the Long-Term Treasury Fund. He also
manages Target Maturities Trust.

JOHN D. SEITZER, Portfolio Manager, joined American Century in June 1993 as
an Investment Analyst, a position he held until July 1996. At that time he was
promoted to Portfolio Manager. Prior to joining American Century, Mr. Seitzer
attended Indiana University from August 1991 to June 1993, where he obtained his
MBA degree. Mr. Seitzer is a member of the team that manages Giftrust.

HENRIK STRABO, Vice President and Portfolio Manager, joined American Century
in 1993 as an Investment Analyst of the International Growth and International
Discovery team and has been a Portfolio Manager member of the team since 1994.
Prior to joining American Century, Mr. Strabo was Vice President, International
Equity Sales with Barclays de Zoete Wedd from 1991 to 1993. He is a member of
the teams that manage International Growth and International Discovery.

JEFFREY R. TYLER, Senior Vice President and Portfolio Manager, joined
American Century in January 1988 as a Portfolio Manager. Mr. Tyler supervises
the team of other Portfolio Managers who assist in the management of the various
investment categories of the funds. Mr. Tyler co-manages Equity Growth.

PETER A. ZUGER, Vice President and Portfolio Manager, joined American
Century in June 1993 as a Portfolio Manager. Prior to joining American Century,
Mr. Zuger served as an investment manager in the Trust Department of NBD Bancorp
in Detroit, Michigan. He is a member of the team that manages Value and Equity
Income.

The activities of the manager are subject only to directions of the funds'
Board of Directors. The manager pays all the expenses of the funds except
brokerage, taxes, interest, fees and expenses of the non-interested person
directors (including counsel fees) and extraordinary expenses.

For the services provided to the Investor Class of the funds, the manager
receives an annual fee of 1.00% of average net assets up to $1 billion and 0.90%
of average net assets in excess of $1 billion for Strategic Allocation:
Conservative, 1.10% of average net assets up to $1 billion and 1.00% of average
net assets in excess of $1 billion for Strategic Allocation: Moderate, and 1.20%
of average net assets up to $1 billion and 1.10% of average net assets in excess
of $1 billion for Strategic Allocation: Aggressive.

On the first business day of each month, each fund pays a management fee to
the manager for the previous month at the specified rate. The fee for the
previous month is calculated by multiplying the applicable fee for each fund by
the aggregate average daily closing value of each fund's net assets during the
previous month, and further multiplying that product by a fraction, the
numerator of which is the number of days in the previous month and the
denominator of which is 365 (366 in leap years).

CODE OF ETHICS

The funds and the manager have adopted a Code of Ethics that 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 funds' 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 fund shareholders
come before the interests of the people who manage those funds.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 29

TRANSFER AND ADMINISTRATIVE SERVICES

American Century Services Corporation, 4500 Main Street, Kansas City,
Missouri 64111, acts as transfer agent and dividend-paying agent for the funds.
It provides facilities, equipment and personnel to the funds, and is paid for
such services by the manager.

Certain recordkeeping and administrative services that would otherwise be
performed by the transfer agent may be performed by an insurance company or
other entity providing similar services for various retirement plans using
shares of the funds as a funding medium, by broker-dealers and financial
advisors for their customers investing in shares of American Century or by
sponsors of multi mutual fund no- or low-transaction fee programs. The manager
or an affiliate may enter into contracts to pay them for such recordkeeping and
administrative services out of its unified management fee.

Although there is no sales charge levied by the funds, transactions in
shares of the funds may be executed by brokers or investment advisors who charge
a transaction-based fee or other fee for their services. Such charges may vary
among broker-dealers and financial advisors, but in all cases will be retained
by the broker-dealer or financial advisor and not remitted to the funds or the
manager. You should be aware of the fact that these transactions may be made
directly with American Century without incurring such fees.

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

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.

The manager and transfer agent are both wholly owned by American Century
Companies, Inc. James E. Stowers Jr., Chairman of the funds' Board of Directors,
controls American Century Companies by virtue of his ownership of a majority of
its common stock.

DISTRIBUTION OF FUND SHARES

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 Investor Class of shares does not pay any commissions or sales loads
to the distributor or to any other broker-dealers or financial intermediaries in
connection with the distribution of fund shares.

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.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century Strategic Asset Allocations, Inc., the issuer of the funds,
was organized as a Maryland corporation on April 4, 1994.

The corporation is a diversified, open-end management investment company
whose shares were first offered for sale February 15, 1996. Its business and
affairs are managed by its officers under the direction of its Board of
Directors.

The principal office of the funds 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 telephone to 1-800-345-2021 (international
calls: 816-531-5575).

American Century Strategic Asset Allocations, Inc. issues three series of
$0.01 par value shares. Each series is commonly referred to as a fund. The
assets belonging to each series of shares are held separately by the custodian.

30 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

American Century offers three classes of the funds: an Investor Class, a
Service Class, and an Advisor Class. The shares offered by this Prospectus are
Investor Class shares and have no up-front charges, commissions, or 12b-1 fees.

The other classes of shares are primarily offered to institutional investors
or through institutional distribution channels, such as employer-sponsored
retirement plans or through banks, broker-dealers, insurance companies or other
financial intermediaries. The other classes have different fees, expenses,
and/or minimum investment requirements than the Investor Class. The difference
in the fee structures among the classes is the result of their separate
arrangements for shareholder and distribution services and not the result of any
difference in amounts charged by the manager for core investment advisory
services. Accordingly, the core investment advisory expenses do not vary by
class. Different fees and expenses will affect performance. For additional
information concerning the other classes of shares not offered by this
Prospectus, call us at 1-800-345-3533 or contact a sales representative or
financial intermediary who offers those classes of shares.

Except as described below, all classes of shares of a fund have identical
voting, dividend, liquidation and other rights, preferences, terms and
conditions. The only differences among the various classes are (a) each class
may be subject to different expenses specific to that class, (b) each class has
a different identifying designation or name, (c) each class has exclusive voting
rights with respect to matters solely affecting such class and (d) each class
may have different exchange privileges.

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

Shares have non-cumulative voting rights, which means that the holders of
more than 50% of the votes cast in an election of directors can elect all of the
directors 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
Directors.

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

WE RESERVE THE RIGHT TO CHANGE ANY OF OUR 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.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 31

NOTES

32 NOTES AMERICAN CENTURY INVESTMENTS

NOTES

NOTES 33

P.O. BOX 419200
KANSAS CITY, MISSOURI
64141-6200

INVESTOR SERVICES:
1-800-345-2021 OR 816-531-5575

AUTOMATED INFORMATION LINE:
1-800-345-8765

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

FAX: 816-340-7962

WWW.AMERICANCENTURY.COM

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

9804 [recycled logo]
SH-BKT-11574 Recycled
<PAGE>
PROSPECTUS

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

APRIL 1, 1998

AMERICAN
CENTURY
GROUP

Strategic Allocation: Conservative
Strategic Allocation: Moderate
Strategic Allocation: Aggressive

ADVISOR CLASS

AMERICAN CENTURY INVESTMENTS
FAMILY OF FUNDS

PROSPECTUS

APRIL 1, 1998

Strategic Allocation: Conservative * Strategic Allocation: Moderate *
Strategic Allocation: Aggressive

ADVISOR CLASS

AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.

Each fund's shares offered in this Prospectus (the Advisor Class shares) are
sold at their net asset value with no sales charges or commissions. The Advisor
Class shares are subject to Rule 12b-1 shareholder services and distribution
fees as described in this Prospectus.

The Advisor Class shares are intended for purchase by participants in
employer-sponsored retirement or savings plans and for persons purchasing shares
through broker-dealers, banks, insurance companies and other financial
intermediaries that provide various administrative and distribution services.

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).

PROSPECTUS 1

INVESTMENT OBJECTIVES OF THE FUNDS

AMERICAN CENTURY
STRATEGIC ALLOCATION: CONSERVATIVE

AMERICAN CENTURY
STRATEGIC ALLOCATION: MODERATE

AMERICAN CENTURY
STRATEGIC ALLOCATION: AGGRESSIVE

There is no assurance that the funds will achieve
their respective investment objectives.

2 INVESTMENT OBJECTIVES AMERICAN CENTURY INVESTMENTS

TABLE OF CONTENTS

Investment Objectives of the Funds .................................... 2
Transaction and Operating Expense Table ............................... 4
Financial Highlights .................................................. 5
Performance Information of Other Class ................................ 8

INFORMATION REGARDING THE FUNDS

Investment Policies of the Funds ...................................... 11
Asset Allocation Funds ............................................. 11
Investment Strategy and Asset Diversification ...................... 11
Investment Approach and Practices .................................. 12
General Portfolio Management ....................................... 13
Other Investment Practices, Their Characteristics
and Risks ............................................................ 14
Equity Securities ............................................... 14
Foreign Securities .............................................. 15
Mortgage-Related and Other
Asset-Backed Securities ...................................... 15
Forward Currency Exchange Contracts ............................. 16
Portfolio Turnover .............................................. 17
Repurchase Agreements ........................................... 17
Futures Contracts ............................................... 18
Derivative Securities ........................................... 18
When-Issued Securities .......................................... 19
Investments in Companies with Limited
Operating Histories ........................................ 19
Short Sales ..................................................... 19
Rule 144A Securities ............................................ 19
Performance Advertising .............................................. 20

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

How to Purchase and Sell American
Century Funds ...................................................... 21
How to Exchange from One American Century
Fund to Another .................................................... 21
How to Redeem Shares .................................................. 21
Special Requirements for Large Redemptions ......................... 21
Telephone Services .................................................... 22
Investors Line ..................................................... 22

ADDITIONAL INFORMATION YOU SHOULD KNOW

Share Price ........................................................... 23
When Share Price Is Determined ..................................... 23
How Share Price Is Determined ...................................... 23
Where to Find Information About Share Price ........................ 24
Distributions ......................................................... 24
Taxes ................................................................. 24
Tax-Deferred Accounts .............................................. 24
Taxable Accounts ................................................... 25
Management ............................................................ 26
Investment Management .............................................. 26
Code of Ethics ..................................................... 27
Transfer and Administrative Services ............................... 27
Distribution of Fund Shares ........................................... 28
Service and Distribution Fees ...................................... 28
Further Information About American Century ............................ 28

PROSPECTUS TABLE OF CONTENTS 3

<TABLE>
<CAPTION>
TRANSACTION AND OPERATING EXPENSE TABLE

Strategic Strategic Strategic
Allocation: Allocation: Allocation:
Conservative Moderate Aggressive
Strategic Strategic Strategic
Allocation: Allocation: Allocation:
Conservative Moderate Aggressive
SHAREHOLDER TRANSACTION EXPENSES:

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

EXAMPLE:

You would pay the following expenses on 1 year $13 $14 $15
a $1,000 investment, assuming a 5% annual 3 years 40 43 46
return and redemption at the end of each time period: 5 years 68 74 79
10 years 150 161 172
</TABLE>
- ----------

(1) The fund pays an annual management fee equal to 0.75% of its first $1
billion of average net assets and 0.65% of average net assets over $1
billion.

(2) The fund pays an annual management fee equal to 0.85% of its first $1
billion of average net assets and 0.75% of average net assets over $1
billion.

(3) The fund pays an annual management fee equal to 0.95% of its first $1
billion of average net assets and 0.85% of average net assets over $1
billion.

(4) The 12b-1 fee is designed to permit investors to purchase Advisor Class
shares through broker-dealers, banks, insurance companies and other
financial intermediaries. A portion of the fee is used to compensate them
for ongoing recordkeeping and administrative services that would otherwise
be performed by an affiliate of the manager, and a portion is used to
compensate them for distribution and other shareholder services. See
"Service and Distribution Fees," page 28.

(5) Other expenses, which include the fees and expenses (including legal
counsel fees) of those directors who are not "interested persons" as
defined in the Investment Company Act, were less than 0.01% of 1% of
average net assets for the fund's most recent fiscal year.

The shares offered by this Prospectus are Advisor Class shares. The funds
offer two other classes of shares, one of which is primarily made available to
retail investors and one that is primarily made available to institutional
investors. The other classes have different fee structures than the Advisor
Class. The difference in the fee structures among the classes is the result of
their separate arrangements for shareholder and distribution services and not
the result of any difference in amounts charged by the manager for core
investment advisory services. Accordingly, the core investment advisory expenses
do not vary by class. A difference in fees will result in different performance
for the other classes. For additional information about the various classes, see
"Further Information About American Century," page 28.

4 TRANSACTION AND OPERATING EXPENSE TABLE AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
STRATEGIC ALLOCATION: CONSERVATIVE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ...................... $5.26 $5.09
------------ -------------
Income from Investment Operations

Net Investment Income(2) ............................... 0.17 0.03

Net Realized and Unrealized Gain on
Investment Transactions ............................... 0.38 0.14
------------ -------------
Total From Investment Operations ....................... 0.55 0.17
------------ -------------
Distributions

From Net Investment Income ............................. (0.16) --

From Net Realized Gain on Investment Transactions ...... (0.09) --
------------ -------------
Total Distributions .................................... (0.25) --
------------ -------------
Net Asset Value, End of Period ............................ $5.56 $5.26
============ =============
Total Return(3) ........................................ 10.77% 3.34%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ......... 1.25% 1.25%(4)

Ratio of Net Investment Income to Average Net Assets ...... 3.23% 3.25%(4)

Portfolio Turnover Rate ................................... 124% 44%

Average Commission Paid per Share of Equity
Security Traded .......................................... $0.0322 $0.0271

Net Assets, End of Period (in thousands) .................. $4,253 $3,973
</TABLE>
- ----------

(1) October 2, 1996 (commencement of sale) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 5

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
STRATEGIC ALLOCATION: MODERATE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ......................... $5.42 $5.24
------------ -------------
Income from Investment Operations

Net Investment Income(2) .................................. 0.12 0.02

Net Realized and Unrealized Gain on
Investment Transactions .................................. 0.56 0.16
------------ -------------
Total From Investment Operations .......................... 0.68 0.18
------------ -------------
Distributions

From Net Investment Income ................................ (0.11) --

From Net Realized Gain on Investment Transactions ......... (0.01) --
------------ -------------
Total Distributions ....................................... (0.12) --
------------ -------------
Net Asset Value, End of Period ............................... $5.98 $5.42
============ =============
Total Return(3) ........................................... 12.72% 3.44%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ............ 1.35% 1.35%(4)

Ratio of Net Investment Income to Average Net Assets ......... 2.18% 2.10%(4)

Portfolio Turnover Rate ...................................... 119% 78%

Average Commission Paid per Share of Equity Security Traded .. $0.0102 $0.0186

Net Assets, End of Period (in thousands) ..................... $8,573 $7,566
</TABLE>
- ----------

(1) October 2, 1996 (commencement of sale) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

6 FINANCIAL HIGHLIGHTS AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
FINANCIAL HIGHLIGHTS
STRATEGIC ALLOCATION: AGGRESSIVE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ............................. $5.53 $5.37
------------ -------------
Income from Investment Operations

Net Investment Income(2) ...................................... 0.07 0.01

Net Realized and Unrealized Gain on Investment Transactions ... 0.67 0.15
------------ -------------
Total From Investment Operations .............................. 0.74 0.16
------------ -------------
Distributions

From Net Investment Income .................................... (0.04) --
------------ -------------
Net Asset Value, End of Period ................................... $6.23 $5.53
============ =============
Total Return(3) ............................................... 13.43% 2.98%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ................ 1.45% 1.45%(4)

Ratio of Net Investment Income to Average Net Assets ............. 1.33% 1.31%(4)

Portfolio Turnover Rate .......................................... 135% 64%

Average Commission Paid per Share of Equity Security Traded ...... $0.0091 $0.0202

Net Assets, End of Period (in thousands) ......................... $8,095 $5,872
</TABLE>
- ----------

(1) October 2, 1996 (commencement of sale) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 7

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
STRATEGIC ALLOCATION: CONSERVATIVE

The Advisor Class of the fund was established October 2, 1996. The financial
information in the following table reflects the performance of the fund's
Investor Class of shares. Investor Class shares have a total expense ratio that
is 0.25% lower than the Advisor Class shares offered by this Prospectus. Had the
Advisor Class been in existence for such funds for the time period presented,
the performance would be lower as a result of the additional expense.

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period .............................. $5.26 $5.00
----------- ------------
Income from Investment Operations

Net Investment Income(2) ........................................ 0.19 0.13

Net Realized and Unrealized Gain on Investment Transactions ..... 0.36 0.22
----------- ------------
Total From Investment Operations ................................ 0.55 0.35
----------- ------------
Distributions

From Net Investment Income ...................................... (0.17) (0.09)

From Net Realized Gain on Investment Transactions ............... (0.09) --
----------- ------------
Total Distributions ............................................. (0.26) (0.09)
----------- ------------
Net Asset Value, End of Period .................................... $5.55 $5.26
=========== ============
Total Return(3) ................................................. 10.87% 7.02%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ................. 1.00% 1.01%(4)

Ratio of Net Investment Income to Average Net Assets .............. 3.48% 3.67%(4)

Portfolio Turnover Rate ........................................... 124% 44%

Average Commission Paid per Share of Equity Security Traded ....... $0.0322 $0.0271

Net Assets, End of Period (in thousands) .......................... $156,733 $33,110
</TABLE>
- ----------

(1) February 15, 1996 (inception) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

8 FINANCIAL HIGHLIGHTS AMERICAN CENTURY INVESTMENTS

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
STRATEGIC ALLOCATION: MODERATE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period ................................. $5.42 $5.00
----------- ------------
Income from Investment Operations

Net Investment Income(2) ........................................... 0.14 0.10

Net Realized and Unrealized Gain on Investment Transactions ........ 0.56 0.39
----------- ------------
Total From Investment Operations ................................... 0.70 0.49
----------- ------------
Distributions

From Net Investment Income ......................................... (0.13) (0.07)

From Net Realized Gain on Investment Transactions .................. (0.01) --
----------- ------------
Total Distributions ................................................ (0.14) (0.07)
----------- ------------
Net Asset Value, End of Period ....................................... $5.98 $5.42
=========== ============
Total Return(3) .................................................... 13.02% 9.91%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets .................... 1.10% 1.10%(4)

Ratio of Net Investment Income to Average Net Assets ................. 2.43% 2.52%(4)

Portfolio Turnover Rate .............................................. 119% 78%

Average Commission Paid per Share of Equity Security Traded .......... $0.0102 $0.0186

Net Assets, End of Period (in thousands) ............................. $201,384 $57,836
</TABLE>
- ----------

(1) February 15, 1996 (inception) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

PROSPECTUS FINANCIAL HIGHLIGHTS 9

<TABLE>
<CAPTION>
PERFORMANCE INFORMATION OF OTHER CLASS
STRATEGIC ALLOCATION: AGGRESSIVE

1997 1996(1)

PER-SHARE DATA

<S> <C> <C>
Net Asset Value, Beginning of Period .................................. $5.53 $5.00
----------- ------------
Income from Investment Operations

Net Investment Income(2) ............................................ 0.09 0.07

Net Realized and Unrealized Gain on Investment Transactions ......... 0.67 0.46
----------- ------------
Total From Investment Operations .................................... 0.76 0.53
----------- ------------
Distributions

From Net Investment Income .......................................... (0.04) --
----------- ------------
Net Asset Value, End of Period ........................................ $6.25 $5.53
=========== ============
Total Return(3) ..................................................... 13.84% 10.60%

RATIOS/SUPPLEMENTAL DATA

Ratio of Operating Expenses to Average Net Assets ..................... 1.20% 1.20%(4)

Ratio of Net Investment Income to Average Net Assets .................. 1.58% 1.72%(4)

Portfolio Turnover Rate ............................................... 135% 64%

Average Commission Paid per Share of Equity Security Traded ........... $0.0091 $0.0202

Net Assets, End of Period (in thousands) .............................. $109,497 $46,276
</TABLE>
- ----------

(1) February 15, 1996 (inception) through November 30, 1996.

(2) Computed using average shares outstanding throughout the period.

(3) Total return assumes reinvestment of dividends and capital gain
distributions, if any. Total returns for periods less than one year are not
annualized.

(4) Annualized.

10 FINANCIAL HIGHLIGHTS AMERICAN CENTURY INVESTMENTS

INFORMATION REGARDING THE FUNDS

INVESTMENT POLICIES OF THE FUNDS

ASSET ALLOCATION FUNDS

STRATEGIC ALLOCATION: CONSERVATIVE

STRATEGIC ALLOCATION: MODERATE

STRATEGIC ALLOCATION: AGGRESSIVE

INVESTMENT STRATEGY AND ASSET DIVERSIFICATION

NEUTRAL MIXES

Equity Cash
Fund Securities Bonds Equivalents
- ------------------------------------------------------------------------------

Strategic Allocation:
Conservative 40% 45% 15%
- ------------------------------------------------------------------------------

Strategic Allocation:
Moderate 60% 30% 10%
- ------------------------------------------------------------------------------

Strategic Allocation:
Aggressive 75% 20% 5%
- ------------------------------------------------------------------------------

PROSPECTUS INFORMATION REGARDING THE FUNDS 11

amount by which the assets of each class may fluctuate. Those operating ranges
are set forth below:

OPERATING RANGES

Equity Cash
Fund Securities Bonds Equivalents
- ---------------------------------------------------------------------------

Strategic Allocation:
Conservative 34-46% 38-52% 10-25%
- ---------------------------------------------------------------------------

Strategic Allocation:
Moderate 50-70% 20-40% 5-20%
- ---------------------------------------------------------------------------

Strategic Allocation:
Aggressive 60-90% 10-30% 0-15%
- ---------------------------------------------------------------------------

INVESTMENT APPROACH AND PRACTICES

EQUITY SECURITIES

The growth discipline seeks long-term capital appreciation by investing in
companies whose earnings and revenue trends meet the manager's standards of
selection, which generally means that the companies have demonstrated, or, in
the manager's opinion, have the prospects for demonstrating, accelerating
earnings and revenues as compared to prior periods and/or industry competitors.
The value investing discipline seeks capital growth by investing in equity
securities of well-established companies that are believed by the manager to be
temporarily undervalued.

As noted, the value investing discipline tends to be less volatile than the
growth style. As a result, Strategic Allocation: Conservative will generally
have a higher proportion of its equity investments in value stocks than the
other two funds. Likewise, Strategic Allocation: Aggressive will generally have
a greater proportion of growth stocks than either Strategic Allocation: Moderate
or Strategic Allocation: Conservative.

The primary quantitative management technique the manager uses is portfolio
optimization. The

12 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

manager constructs a portion of the funds' portfolios to match the risk
characteristics of the S&P 500 and then optimizes each portfolio to achieve the
desired balance of risk and return potential.

BONDS

The fixed income portion of a fund's portfolio will include U.S. Treasury
securities, securities issued or guaranteed by the U.S. government or a foreign
government, or an agency or instrumentality of the U.S. or a foreign government,
and non-convertible debt obligations issued by U.S. or foreign corporations. The
funds may also invest in mortgage-related and other asset-backed securities as
described under "Mortgage-Related and Other Asset-Backed Securities," page 15.
As with the equity portion of a fund's portfolio, the bond portion of a fund's
portfolio will be diversified among the various types of fixed income investment
categories described above. The manager's strategy is to actively manage the
portfolio by investing the fund's assets in sectors it believes are undervalued
(relative to the other sectors) and which represent better relative long-term
investment opportunities.

Under normal market conditions, the maturities of fixed income securities in
which the funds invest will range from 2 to 30 years.

CASH EQUIVALENTS

GENERAL PORTFOLIO MANAGEMENT

PROSPECTUS INFORMATION REGARDING THE FUNDS 13

OTHER INVESTMENT PRACTICES, THEIR CHARACTERISTICS
AND RISKS

For additional information, see "Additional Investment Restrictions" in the
Statement of Additional Information.

EQUITY SECURITIES

14 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

FOREIGN SECURITIES

MORTGAGE-RELATED AND OTHER ASSET-BACKED SECURITIES

The funds may purchase mortgage-related and other asset-backed securities.
Mortgage pass-through securities are securities representing interests in
"pools" of mortgages in which payments of both

PROSPECTUS INFORMATION REGARDING THE FUNDS 15

* are collateralized by pools of mortgages in which payment of principal
and interest of each mortgage is guaranteed by an agency or
instrumentality of the U.S. government;

* are collateralized by pools of mortgages in which payment of principal
and interest are guaranteed by the issuer, and the guarantee is
collateralized by U.S. government securities; and

FORWARD CURRENCY EXCHANGE CONTRACTS

A fund may elect to enter into a forward currency exchange contract with
respect to a specific purchase or sale of a security, or with respect to the
fund's portfolio positions generally.

16 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

hedging." Each fund may enter into transaction hedging contracts with respect to
all or a substantial portion of its foreign securities trades.

PORTFOLIO TURNOVER

The total portfolio turnover rates of the funds are shown in the Financial
Highlights tables of this Prospectus.

REPURCHASE AGREEMENTS

PROSPECTUS INFORMATION REGARDING THE FUNDS 17

FUTURES CONTRACTS

DERIVATIVE SECURITIES

The return on a derivative security may increase or decrease, depending upon
changes in the reference index or instrument to which it relates.

There is a range of risks associated with derivative investments, including
but not limited to:

* the risk that the underlying security, interest rate, market index or
other financial asset will not move in the direction the portfolio
manager anticipates;

* the possibility that there will be no liquid secondary market, or the
possibility that price fluctuation limits will be imposed by the
relevant exchange, either of which will make it

18 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

difficult or impossible to close out a position when desired;

* the risk that adverse price movements in an instrument will result in
a loss substantially greater than a fund's initial investment; and

* the risk that the counterparty will fail to perform its obligations.

WHEN-ISSUED SECURITIES

INVESTMENTS IN COMPANIES WITH LIMITED
OPERATING HISTORIES

SHORT SALES

RULE 144A SECURITIES

PROSPECTUS INFORMATION REGARDING THE FUND 19

PERFORMANCE ADVERTISING

A quotation of yield reflects a fund's income over a stated period of time
expressed as a percentage of the fund's share price.

20 INFORMATION REGARDING THE FUNDS AMERICAN CENTURY INVESTMENTS

HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS

The following sections explain how to purchase, exchange and redeem Advisor
Class shares of the funds offered by this Prospectus.

HOW TO PURCHASE AND SELL AMERICAN CENTURY
FUNDS

One or more of the funds offered by this Prospectus is available as an
investment option under your employer-sponsored retirement or savings plan or
through or in connection with a program, product or service offered by a
financial intermediary, such as a bank, broker-dealer or insurance company.
Since all records of your share ownership are maintained by your plan sponsor,
plan recordkeeper, or other financial intermediary, all orders to purchase,
exchange and redeem shares must be made through your employer or other financial
intermediary, as applicable.

If you are purchasing through a retirement or savings plan, the
administrator of your plan or your employee benefits office can provide you with
information on how to participate in your plan and how to select American
Century funds as an investment option.

If you are purchasing through a financial intermediary, you should contact
your service representative at the financial intermediary for information about
how to select American Century funds.

If you have questions about a fund, see "Investment Policies of the Funds,"
page 11, or call one of our Institutional Service Representatives at
1-800-345-3533.

Orders to purchase shares are effective on the day we receive payment. See
"When Share Price is Determined," page 23.

We may discontinue offering shares generally in the funds (including any
class of shares of a fund) or in any particular state without notice to
shareholders.

To reduce expenses and demonstrate respect for our environment, we have
initiated a project through which we will eliminate duplicate copies of most
financial reports and prospectuses to most households and deliver account
statements to most households in a single envelope, even if they have more than
one account. If additional copies of financial reports and prospectuses or
separate mailing of account statements is desired, please call us.

HOW TO EXCHANGE FROM ONE AMERICAN CENTURY
FUND TO ANOTHER

Your plan or program may permit you to exchange your investment in the
shares of a fund for shares of another fund in our family. See your plan
administrator, employee benefits office or financial intermediary for details on
the rules in your plan governing exchanges.

Exchanges are made at the respective net asset values, next computed after
receipt of the exchange instruction by us. If, in any 90-day period, the total
of the exchanges and redemptions from any one account of any one plan
participant or financial intermediary client exceeds the lesser of $250,000 or
1% of the fund's assets, further exchanges will be subject to special
requirements to comply with our policy on large equity fund redemptions. See
"Special Requirements for Large Redemptions," this page.

HOW TO REDEEM SHARES

Subject to any restrictions imposed by your employer's plan or financial
intermediary's program, you can sell ("redeem") your shares at their net asset
value through the plan financial intermediary. Your plan administrator, trustee,
financial intermediary or other designated person must provide us with
redemption instructions. The shares will be redeemed at the net asset value next
computed after receipt of the instructions in good order. See "When Share Price
is Determined," page 23. If you have any questions about how to redeem, contact
your plan administrator, employee benefits office, or service representative at
your financial intermediary, as applicable.

SPECIAL REQUIREMENTS FOR LARGE REDEMPTIONS

We have elected to be governed by Rule 18f-1 under the Investment Company
Act, which obligates each fund to make certain redemptions in cash, with

PROSPECTUS HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS 21

respect to any one participant account during any 90-day period, up to the
lesser of $250,000 or 1% of the assets of the fund. Although redemptions in
excess of this limitation will also normally be paid in cash, we reserve the
right under unusual circumstances to honor these redemptions by making payment
in whole or in part in readily marketable securities (a "redemption-in-kind").

If payment is made in securities, the securities, selected by the fund, will
be valued in the same manner as they are in computing the fund's net asset value
and will be provided to the redeeming plan participant or financial intermediary
in lieu of cash without prior notice.

If you expect to make a large redemption and you would like to avoid any
possibility of being paid in securities, you may do so by providing us with an
unconditional instruction to redeem at least 15 days prior to the date on which
the redemption transaction is to occur. The instruction must specify the dollar
amount or number of shares to be redeemed and the date of the transaction.
Receipt of your instruction 15 days prior to the transaction provides sufficient
time to raise the cash in an orderly manner to pay the redemption and thereby
minimizes the effect of the redemption on the fund and its remaining
shareholders.

TELEPHONE SERVICES

INVESTORS LINE

To request information about our funds and a current prospectus, or get
answers to any questions that you may have about the funds and the services we
offer, call one of our Institutional Service Representatives at 1-800-345-3533.

22 HOW TO INVEST WITH AMERICAN CENTURY INVESTMENTS AMERICAN CENTURY INVESTMENTS

ADDITIONAL INFORMATION YOU SHOULD KNOW

SHARE PRICE

WHEN SHARE PRICE IS DETERMINED

It is the responsibility of your plan recordkeeper or financial intermediary
to transmit your purchase, exchange and redemption requests to the funds'
transfer agent prior to the applicable cut-off time for receiving orders and to
make payment for any purchase transactions in accordance with the funds'
procedures or any contractual arrangements with the funds or the funds'
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:

The value of an exchange-traded foreign security is determined in its
national currency as of the close of trading on the foreign exchange on which it
is traded

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 23

or as of the close of business on the New York Stock Exchange, if that is
earlier. That value is then exchanged to dollars at the prevailing foreign
exchange rate. Trading in securities on European and Far Eastern securities
exchanges and over-the-counter markets is normally completed at various times
before the close of business on each day that the New York Stock Exchange is
open.

WHERE TO FIND INFORMATION ABOUT SHARE PRICE

The net asset values of the Investor Class are published in leading
newspapers daily. Because the total expense ratio for the Advisor Class shares
is 0.25% higher than the Investor Class, their net asset values will be lower
than the Investor Class. The net asset value of the Advisor Class of each fund
may be obtained by calling us.

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 certain IRAs and 403(b) plans paid
in cash only if you are at least 591/2 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

Each 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 tax.

TAX-DEFERRED ACCOUNTS

24 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

TAXABLE ACCOUNTS

If you have not complied with certain provisions of the Internal Revenue
Code and Regulations, we or your financial intermediary 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 a fund (including redemptions made in an exchange
transaction) will be a taxable transaction for federal income tax purposes and
shareholders generally will 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 generally will be considered long-term subject to tax
at a maximum rate of 28% if shareholders have held such shares for a period of
more than 12 months but no more than 18 months and long-term subject to tax at a
maximum rate of 20% if shareholders have held such shares for a period of more
than 18

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 25

months. 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 portfolio manager members of the teams managing the funds described in
this Prospectus and their work experience for the last five years are as
follows:

26 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

Century. He is a member of the teams that manage International Growth,
International Discovery and the Emerging Markets Fund. He was a member of the
International Growth and International Discovery teams at their inception in
1991.

CODE OF ETHICS

TRANSFER AND ADMINISTRATIVE SERVICES

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 27

DISTRIBUTION OF FUND SHARES

SERVICE AND DISTRIBUTION FEES

Rule 12b-1 adopted by the SEC under the Investment Company Act permits
investment companies that adopt a written plan to pay certain expenses
associated with the distribution of their shares. Pursuant to that rule, the
funds' Board of Directors and the initial shareholder of the funds' Advisor
Class shares have approved and entered into a Master Distribution and
Shareholder Services Plan (the "Plan") with the distributor. Pursuant to the
Plan, each fund pays a shareholder services fee and a distribution fee, each
equal to 0.25% (for a total of 0.50%) per annum of the average daily net assets
of the shares of the fund's Advisor Class. The shareholder services fee is paid
for the purpose of paying the costs of securing certain shareholder and
administrative services, and the distribution fee is paid for the purpose of
paying the costs of providing various distribution services. All or a portion of
such fees are paid by the manager, as paying agent for the funds, to the banks,
broker-dealers, insurance companies or other financial intermediaries through
which such shares are made available.

The Plan has been adopted and will be administered in accordance with the
requirements of Rule 12b-1 under the Investment Company Act. For additional
information about the Plan and its terms, see "Multiple-Class Structure - Master
Distribution and Shareholder Services Plan" in the Statement of Additional
Information. Fees paid pursuant to the Plan may be paid for shareholder services
and the maintenance of accounts and therefore may constitute "service fees" for
purposes of applicable rules of the National Association of Securities Dealers.

FURTHER INFORMATION ABOUT AMERICAN CENTURY

American Century Strategic Asset Allocations, Inc., the issuer of the funds,
was organized as a Maryland corporation on April 4, 1994.

The principal office of the funds is American Century Tower, 4500 Main
Street, P.O. Box 419385, Kansas City, Missouri 64141-6385. All inquiries may be
made by mail to that address, or by telephone to 1-800-345-3533 (international
calls: 816-531-5575).

American Century Strategic Asset Allocations, Inc. issues three series of
$0.01 par value shares. Each series is commonly referred to as a fund. The
assets

28 ADDITIONAL INFORMATION YOU SHOULD KNOW AMERICAN CENTURY INVESTMENTS

belonging to each series of shares are held separately by the custodian.

American Century offers three classes of each of the funds offered by this
Prospectus: an Investor Class, a Service Class, and an Advisor Class. The shares
offered by this Prospectus are Advisor Class shares.

The Investor Class is primarily made available to retail investors. The
Service Class is primarily offered to institutional investors or through
institutional distribution channels, such as employer-sponsored retirement plans
or through banks, broker-dealers, insurance companies or other financial
intermediaries. The other classes have different fees, expenses, and/or minimum
investment requirements than the Advisor Class. The difference in the fee
structures among the classes is the result of their separate arrangements for
shareholder and distribution services and not the result of any difference in
amounts charged by the manager for core investment advisory services.
Accordingly, the core investment advisory expenses do not vary by class.
Different fees and expenses will affect performance. For additional information
concerning the other classes of shares not offered by this Prospectus, call us
at 1-800-345-3533 or contact a sales representative or financial intermediary
who offers those classes of shares.

PROSPECTUS ADDITIONAL INFORMATION YOU SHOULD KNOW 29

P.O. BOX 419385
KANSAS CITY, MISSOURI
64141-6385

INSTITUTIONAL SERVICES:
1-800-345-3533 OR 816-531-5575

TELECOMMUNICATIONS DEVICE FOR THE DEAF:
1-800-345-1833 OR 816-444-3038

FAX: 816-340-4655

WWW.AMERICANCENTURY.COM

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

9804 [recycled logo]
SH-BKT-11575 Recycled
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION

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

APRIL 1, 1998

AMERICAN
CENTURY
GROUP

Strategic Allocation: Conservative
Strategic Allocation: Moderate
Strategic Allocation: Aggressive

STATEMENT OF ADDITIONAL INFORMATION

APRIL 1, 1998

AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.

This statement is not a prospectus but should be read in conjunction with the
current Prospectus of American Century Strategic Asset Allocations, Inc., dated
April 1, 1998. Please retain this document for future reference. To obtain the
Prospectus, call American Century toll-free at 1-800-345-2021 (international
calls: 816-531-5575), or write P.O. Box 419200, Kansas City, Missouri
64141-6200, or access our Web site (www.americancentury.com).

TABLE OF CONTENTS

Investment Objectives of the Funds ........................................ 2
Additional Investment Restrictions ........................................ 2
Forward Currency Exchange Contracts ....................................... 3
Futures Contracts ......................................................... 4
An Explanation of Fixed Income Securities Ratings ......................... 5
Investing in Emerging Market Countries .................................... 7
Short Sales ............................................................... 7
Portfolio Lending ......................................................... 8
Portfolio Turnover ........................................................ 8
Officers and Directors .................................................... 8
Management ................................................................ 10
Custodians ................................................................ 11
Independent Auditors ...................................................... 11
Capital Stock ............................................................. 12
Multiple Class Structure .................................................. 12
Brokerage ................................................................. 14
Performance Advertising ................................................... 15
Redemptions in Kind ....................................................... 16
Holidays .................................................................. 17
Financial Statements ...................................................... 17

STATEMENT OF ADDITIONAL INFORMATION 1

INVESTMENT OBJECTIVES OF THE FUNDS

The investment objective of each fund comprising American Century Strategic
Asset Allocations, Inc. is described on page 2 of the Prospectus. In seeking to
achieve its objective, a fund must conform to certain policies, some of which
are designated in the Prospectus or in this Statement of Additional Information
as "fundamental" and cannot be changed without shareholder approval. The
following paragraph is also a statement of fundamental policy with respect to
selection of investments.

In general, within the restrictions outlined herein, each series has broad
powers with respect to investing funds or holding them uninvested. Investments
are varied according to what is judged advantageous under changing economic
conditions. It is our policy to retain maximum flexibility in management without
restrictive provisions as to the proportion of one or another class of
securities that may be held, subject to the investment restrictions described
below.

ADDITIONAL INVESTMENT RESTRICTIONS

Additional fundamental policies that may be changed only with shareholder
approval provide as follows:

(1) The funds shall not issue senior securities, except as permitted under
the Investment Company Act of 1940.

(2) The funds shall not borrow money, except that a fund may borrow money
for temporary or emergency purposes (not for leveraging or investment)
in an amount not exceeding 33-1/3% of that fund's total assets
(including the amount borrowed) less liabilities (other than
borrowings).

(3) The funds shall not lend any security or make any other loan if, as a
result, more than 33-1/3% of a fund's total assets would be lent to
other parties, except (i) through the purchase of debt securities in
accordance with its investment objective, policies and limitations, or
(ii) by engaging in repurchase agreements with respect to portfolio
securities.

(4) The funds shall not concentrate their investments in securities of
issuers in a particular industry (other than securities issued or
guaranteed by the U.S. government or any of its agencies or
instrumentalities).

(5) The funds shall not purchase or sell real estate unless acquired as a
result of ownership of securities or other instruments. This policy
shall not prevent the funds from investment in securities or other
instruments backed by real estate or securities of companies that deal
in real estate or that are engaged in the real estate business.

(6) The funds shall not act as underwriters of securities issued by others,
except to the extent that a fund may be considered an underwriter
within the meaning of the Securities Act of 1933 in the disposition of
restricted securities.

(7) The funds shall not purchase or sell physical commodities unless
acquired as a result of ownership of securities or other instruments;
provided that this limitation shall not prohibit the funds from
purchasing or selling options and futures contracts or from investing
in securities or other instruments backed by physical commodities.

(8) The funds shall not invest for purposes of exercising control over
management.

In addition, the funds have adopted the following non-fundamental investment
restrictions:

(1) As an operating policy, a fund shall not purchase additional investment
securities at any time during which outstanding borrowings exceed 5% of
the total assets of the fund.

(2) As an operating policy, a fund may not purchase any security or enter
into a repurchase agreement if, as a result, more than 15% of its net
assets (10% for money market funds) would be invested in repurchase
agreements not entitling the holder to payment of principal and
interest within seven days and in securities that are illiquid by
virtue of legal or contractual restrictions on resale or the absence of
a readily available market.

(3) As an operating policy, a fund shall not sell securities short, unless
it owns or has the right to obtain securities equivalent in kind and
amount to the securities sold short, and provided that transaction in
futures contracts and options are not deemed to constitute selling
securities short.

(4) As an operating policy, a fund shall not purchase securities on margin,
except that the fund

2 AMERICAN CENTURY INVESTMENTS

may obtain such short-term credits as are necessary for the clearance
of transactions, and provided that margin payments in connection with
futures contracts and options on futures contracts shall not constitute
purchasing securities on margin.

The Investment Company Act imposes certain additional restrictions upon
acquisition by the funds of securities issued by insurance companies,
broker-dealers, underwriters or investment advisors, and upon transactions with
affiliated persons as therein defined. It also defines and forbids the creation
of cross and circular ownership. Neither the Securities and Exchange Commission
nor any other agency of the federal government or state agency participates in
or supervises the management of the funds or their investment practices or
policies.

The Investment Company Act also provides that the funds may not invest more
than 25% of their assets in the securities of issuers engaged in a single
industry. In determining industry groups for purposes of this restriction, the
SEC ordinarily uses the Standard Industry Classification codes developed by the
United States Office of Management and Budget. In the interest of ensuring
adequate diversification, the funds monitor industry concentration using a more
restrictive list of industry groups than that recommended by the SEC. The funds
believe that these classifications are reasonable and are not so broad that the
primary economic characteristics of the companies in a single class are
materially different. The use of these more restrictive industry classifications
may, however, cause the funds to forego investment possibilities that may
otherwise be available to them under the Investment Company Act.

FORWARD CURRENCY EXCHANGE CONTRACTS

The funds conduct their foreign currency exchange transactions either on a
spot (i.e., cash) basis at the spot rate prevailing in the foreign currency
exchange market, or through entering into forward foreign currency exchange
contracts to purchase or sell foreign currencies.

Each fund expects to use forward contracts under two circumstances:

(1) When the manager wishes to "lock in" the U.S. dollar price of a
security when a fund is purchasing or selling a security denominated
in a foreign currency, the fund would be able to enter into a forward
contract to do so; or

(2) When the manager believes that the currency of a particular foreign
country may suffer a substantial decline against the U.S. dollar, a
fund would be able to enter into a forward contract to sell foreign
currency for a fixed U.S. dollar amount approximating the value of
some or all of its portfolio securities either denominated in, or
whose value is tied to, such foreign currency.

As to the first circumstance, when a fund enters into a trade for the
purchase or sale of a security denominated in a foreign currency, it may be
desirable to establish (lock in) the U.S. dollar cost or proceeds. By entering
into forward contracts in U.S. dollars for the purchase or sale of a foreign
currency involved in an underlying security transaction, the fund will be able
to protect itself against a possible loss between trade and settlement dates
resulting from the adverse change in the relationship between the U.S. dollar
and the subject foreign currency.

Under the second circumstance, when the manager believes that the currency
of a particular country may suffer a substantial decline relative to the U.S.
dollar, a fund could enter into a forward contract to sell for a fixed dollar
amount the amount in foreign currencies approximating the value of some or all
of its portfolio securities either denominated in, or whose value is tied to,
such foreign currency. The fund will place cash or high-grade liquid securities
in a separate account with its custodian in an amount equal to the value of the
forward contracts entered into under the second circumstance. If the value of
the securities placed in the separate account declines, additional cash or
securities will be placed in the account on a daily basis so that the value of
the account equals the amount of the fund's commitments with respect to such
contracts.

The precise matching of forward contracts in the amounts and values of
securities involved generally would not be possible since the future values of
such foreign currencies will change as a consequence of market movements in the
values of those securities between the date the forward contract is entered into
and the date it matures. Predicting short-term

STATEMENT OF ADDITIONAL INFORMATION 3

currency market movements is extremely difficult, and the successful execution
of a short-term hedging strategy is highly uncertain. The manager does not
intend to enter into such contracts on a regular basis. Normally, consideration
of the prospect for currency parities will be incorporated into the long-term
investment decisions made with respect to overall diversification strategies.
However, the manager believes that it is important to have flexibility to enter
into such forward contracts when it determines that a fund's best interests may
be served.

Generally, a fund will not enter into a forward contract with a term of
greater than one year. At the maturity of the forward contract, the fund may
either sell the portfolio security and make delivery of the foreign currency, or
it may retain the security and terminate the obligation to deliver the foreign
currency by purchasing an "offsetting" forward contract with the same currency
trader obligating the fund to purchase, on the same maturity date, the same
amount of the foreign currency.

It is impossible to forecast with absolute precision the market value of
portfolio securities at the expiration of the forward contract. Accordingly, it
may be necessary for a fund to purchase additional foreign currency on the spot
market (and bear the expense of such purchase) if the market value of the
security is less than the amount of foreign currency the fund is obligated to
deliver and if a decision is made to sell the security and make delivery of the
foreign currency the fund is obligated to deliver.

FUTURES CONTRACTS

As described in the Prospectus, each fund may enter into futures contracts.
Unlike when a fund purchases securities, no purchase price for the underlying
securities is paid by the fund at the time it purchases a futures contract. When
a futures contract is entered into, both the buyer and seller of the contract
are required to deposit with a futures commission merchant ("FCM") cash or
high-grade debt securities in an amount equal to a percentage of the contract's
value, as set by the exchange on which the contract is traded. This amount is
known as "initial margin" and is held by the fund's custodian for the benefit of
the FCM in the event of any default by the fund in the payment of any future
obligations.

The value of a futures contract is adjusted daily to reflect the fluctuation
of the value of the underlying securities. This is a process known as marking
the contract to market. If the value of a party's position declines, that party
is required to make additional "variation margin" payments to the FCM to settle
the change in value. The party that has a gain is generally entitled to receive
all or a portion of this amount.

The funds maintain from time to time a percentage of their assets in cash or
high-grade liquid securities to provide for redemptions or to hold for future
investment in securities consistent with the funds' investment objectives. The
funds may enter into index futures contracts as an efficient means to expose the
funds' cash position to the domestic equity market. The manager believes that
the purchase of futures contracts is an efficient means to effectively be fully
invested in equity securities.

The funds intend to comply with guidelines of eligibility for exclusion from
the definition of the term "commodity pool operator" adopted by the Commodity
Futures Trading Commission ("CFTC") and the National Futures Association, which
regulate trading in the futures markets. To do so, the aggregate initial margin
required to establish such positions may not exceed 5% of the fair market value
of a fund's net assets, after taking into account unrealized profits and
unrealized losses on any contracts it has entered into.

The principal risks generally associated with the use of futures include,
but are not limited to:

* the possible absence of a liquid secondary market for any particular
instrument may make it difficult or impossible to close out a position
when desired (liquidity risk);

* the risk that the counter party to the contract will fail to perform
its obligations or the risk of bankruptcy of the FCM holding margin
deposits (counter-party risk);

* the risk that the securities to which the futures contract relates will
go down in value (market risk); and

* adverse price movements in the underlying securities can result in
losses substantially greater than the value of a fund's investment in
that instrument because only a fraction of a contract's value is
required to be deposited as initial margin (leverage risk); provided,
however,

4 AMERICAN CENTURY INVESTMENTS

that the funds may not purchase leveraged futures, so there is no
leverage risk involved in the funds' use of futures.

A liquid secondary market is necessary to close out a contract. The funds
may seek to manage liquidity risk by investing in exchange-traded futures.
Exchange-traded futures pose less risk that there will not be a liquid secondary
market than privately negotiated instruments. Through their clearing
corporations, the futures exchanges guarantee the performance of the contracts.

Futures contracts are generally settled within a day from the date they are
closed out, as compared to three days for most types of equity securities. As a
result, futures contracts can provide more liquidity than an investment in the
actual underlying securities. Nevertheless, there is no assurance that a liquid
secondary market will exist for any particular futures contract at any
particular time. Liquidity may also be influenced by an exchange-imposed daily
price fluctuation limit, which halts trading if a contract's price moves up or
down more than the established limit on any given day. On volatile trading days
when the price fluctuation limit is reached, it may be impossible for a fund to
enter into new positions or close out existing positions. If the secondary
market for a futures contract is not liquid because of price fluctuation limits
or otherwise, a fund may not be able to promptly liquidate unfavorable futures
positions and potentially could be required to continue to hold a futures
position until liquidity in the market is re-established. As a result, such
fund's access to other assets held to cover its futures positions also could be
impaired until liquidity in the market is re-established.

The funds manage counter-party risk by investing in exchange-traded index
futures. In the event of the bankruptcy of the FCM that holds margin on behalf
of a fund, that fund may be entitled to the return of margin owed to such fund
only in proportion to the amount received by the FCM's other customers. The
manager will attempt to minimize the risk by monitoring the creditworthiness of
the FCMs with which the funds do business.

AN EXPLANATION OF FIXED INCOME SECURITIES RATINGS

As described in the Prospectus, the funds may invest in fixed income
securities. The fixed income securities that comprise part of a fund's bond
portfolio will primarily be limited to investment grade obligations, provided,
that Strategic Allocation: Moderate may invest up to 5% of its assets, and
Strategic Allocation: Aggressive may invest up to 10% of its assets, in high
yield securities. In addition, each fund may invest a portion of its equity
portfolio in convertible securities, which may be rated below investment grade
(but not below B- by Standard & Poor's Corporation or B3 by Moody's Investors
Service, Inc.).

Fixed income securities ratings provide the manager with a current
assessment of the credit rating of an issuer with respect to a specific fixed
income security.

The following summarizes the ratings used by S&P for bonds:

AAA--This is the highest rating assigned by S&P to a debt obligation and
indicates an extremely strong capacity to pay interest and repay principal.

AA--Debt rated AA is considered to have a very strong capacity to pay
interest and repay principal and differs from AAA issues only to a small
degree.

A--Debt rated A has a strong capacity to pay interest and repay principal
although it is somewhat more susceptible to the adverse effects of changes
in circumstances and economic conditions than debt in higher rated
categories.

BBB--Debt rated BBB is regarded as having an adequate capacity to pay
interest and repay principal. Whereas it normally exhibits adequate
protection parameters, adverse economic conditions or changing circumstances
are more likely to lead to a weakened capacity to pay interest and repay
principal for debt in this category than in higher-rated categories.

BB--Debt rated BB has less near-term vulnerability to default than other
speculative issues. However, it faces major ongoing uncertainties or
exposure to adverse business, financial or economic conditions, which could
lead to inadequate capacity to meet timely interest and principal payments.
The BB rating category is also used for debt subordinated to senior debt
that is assigned an actual or implied BBB- rating.

STATEMENT OF ADDITIONAL INFORMATION 5

B--Debt rated B has a greater vulnerability to default but currently has the
capacity to meet interest payments and principal repayments. Adverse
business, financial or economic conditions will likely impair capacity or
willingness to pay interest and repay principal. The B rating category is
also used for debt subordinated to senior debt that is assigned an actual or
implied BB or BB- rating.

CCC--Debt rated CCC has a currently identifiable vulnerability to default
and is dependent upon favorable business, financial and economic conditions
to meet timely payment of interest and repayment of principal. In the event
of adverse business, financial or economic conditions, it is not likely to
have the capacity to pay interest and repay principal. The CCC rating
category is also used for debt subordinated to senior debt that is assigned
an actual or implied B or B- rating.

CC--The rating CC typically is applied to debt subordinated to senior debt
that is assigned an actual or implied CCC rating.

C--The rating C typically is applied to debt subordinated to senior debt
that is assigned an actual or implied CCC- debt rating. The C rating may be
used to cover a situation where a bankruptcy petition has been filed, but
debt service payments are continued.

CI--The rating CI is reserved for income bonds on which no interest is being
paid.

D--Debt rated D is in payment default. The D rating category is used when
interest payments or principal payments are not made on the date due even if
the applicable grace period has not expired, unless S&P believes that such
payments will be made during such grace period. The D rating also will be
used upon the filing of a bankruptcy petition if debt service payments are
jeopardized.

To provide more detailed indications of credit quality, the ratings from AA
to CCC may be modified by the addition of a plus or minus sign to show relative
standing within these major rating categories.

The following summarizes the ratings used by Moody's for bonds:

AAA--Bonds that are rated Aaa are judged to be of the best quality. They
carry the smallest degree of investment risk and are generally referred to
as "gilt edge." Interest payments are protected by a large or exceptionally
stable margin, and principal is secure. While the various protective
elements are likely to change, such changes as can be visualized are most
unlikely to impair the fundamentally strong position of such issues.

AA--Bonds that are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what are generally
known as high-grade bonds. They are rated lower than the best bonds because
margins of protection may not be as large as in Aaa securities, or
fluctuation of protective elements may be of greater amplitude, or there may
be other elements present that make the long-term risk appear somewhat
larger than the Aaa securities.

A--Bonds that are rated A possess many favorable investment attributes and
are to be considered as upper-medium-grade obligations. Factors giving
security to principal and interest are considered adequate but elements may
be present that suggest a susceptibility to impairment some time in the
future.

BAA--Bonds that are rated Baa are considered as medium-grade obligations
(i.e., they are neither highly protected nor poorly secured). Interest
payments and principal security appear adequate for the present but certain
protective elements may be lacking or may be characteristically unreliable
over any great length of time. Such bonds lack outstanding investment
characteristics and, in fact, have speculative characteristics as well.

BA--Bonds that are rated Ba are judged to have speculative elements; their
future cannot be considered as well-assured. Often the protection of
interest and principal payments may be very moderate, and thereby not well
safeguarded, during both good and bad times in the future. Uncertainty of
position characterizes bonds in this class.

B--Bonds that are rated B generally lack characteristics of the desirable
investment. Assurance of interest and principal payments or of maintenance
of other terms of the contract over any long period of time may be small.

CAA--Bonds that are rated Caa are of poor standing. Such issues may be in
default or there may be present elements of danger with respect to principal
or interest.

6 AMERICAN CENTURY INVESTMENTS

CA--Bonds that are rated Ca represent obligations that are speculative in a
high degree. Such issues are often in default or have other marked
shortcomings.

C--Bonds that are rated C are the lowest-rated class of bonds, and issues so
rated can be regarded as having extremely poor prospects of ever attaining
any real investment standing.

Moody's applies numerical modifiers 1, 2 and 3 in each generic rating
category from Aa through B. The modifier 1 indicates that the bond being rated
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of
that generic rating category.

In the event any of a fund's fixed income securities are downgraded from one
category to another by a securities ratings agency, the manager intends to
evaluate the reasons for such downgrade and other available information
regarding the issuer and will take action it deems appropriate regarding whether
or not to continue holding such securities.

INVESTING IN EMERGING MARKET COUNTRIES

Strategic Allocation: Moderate and Strategic Allocation: Aggressive may
invest a portion of their international holdings in securities of issuers in
emerging market countries. Investing in securities of issuers in emerging market
countries involves exposure to significantly higher risk than investing in
countries with developed markets. Emerging market countries may have economic
structures that are generally less diverse and mature, and political systems
that can be expected to be less stable than those of developed countries.

Securities prices in emerging market countries can be significantly more
volatile than in developed countries, reflecting the greater uncertainties of
investing in lesser developed markets and economies. In particular, emerging
market countries may have relatively unstable governments, and may present the
risk of nationalization of businesses, expropriation, confiscatory taxation or
in certain instances, reversion to closed-market, centrally planned economies.
Such countries may also have less protection of property rights than developed
countries.

The economies of emerging market countries may be predominantly based on
only a few industries or may be dependent on revenues from particular
commodities or on international aid or developmental assistance, may be highly
vulnerable to changes in local or global trade conditions, and may suffer from
extreme and volatile debt burdens or inflation rates. In addition, securities
markets in emerging market countries may trade a relatively small number of
securities and may be unable to respond effectively to increases in trading
volume, potentially resulting in a lack of liquidity and in volatility in the
price of securities traded on those markets. Also, securities markets in
emerging market countries typically offer less regulatory protection for
investors.

SHORT SALES

A fund may engage in short sales if, at the time of the short sale, the fund
owns or has the right to acquire an equal amount of the security being sold
short.

In a short sale, the seller does not immediately deliver the securities sold
and is said to have a short position in those securities until delivery occurs.
To make delivery to the purchaser, the executing broker borrows the securities
being sold short on behalf of the seller. While the short position is
maintained, the seller collateralizes its obligation to deliver the securities
sold short in an amount equal to the proceeds of the short sale plus an
additional margin amount established by the Board of Governors of the Federal
Reserve. If a fund engages in a short sale, the collateral account will be
maintained by the fund's custodian. There will be certain additional transaction
costs associated with short sales, but the fund will endeavor to offset these
costs with income from the investment of the cash proceeds of short sales.

A fund may make a short sale, as described above, when it wants to sell the
security it owns at a current attractive price, but also wishes to defer
recognition of gain or loss for federal income tax purposes and for purposes of
satisfying certain tests applicable to regulated investment companies under the
Internal Revenue Code. In such a case, any future losses in the fund's long
position in substantially identical securities may not become deductible for tax
purposes until all or some part of the short position has been closed.

STATEMENT OF ADDITIONAL INFORMATION 7

PORTFOLIO LENDING

In order to realize additional income, a fund may lend its portfolio
securities. Such loans may not exceed one-third of the fund's net assets valued
at market except (i) through the purchase of debt securities in accordance with
its investment objective, policies and limitations, or (ii) by engaging in
repurchase agreements with respect to portfolio securities.

PORTFOLIO TURNOVER

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

The funds intend to purchase a given security whenever the manager believes
it will contribute to the stated objective of a fund, even if the same security
has only recently been sold. In selling a given security, the manager keeps in
mind that profits from sales of securities are taxed to shareholders. Subject to
this consideration, a fund will sell a given security regardless of how long it
has been held in the portfolio and whether the sale is at a gain or at a loss,
if the manager believes that the security is not fulfilling its purpose. The
manager may reach this conclusion because, among other things, the security did
not live up to the manager's expectations, or because it may be replaced with
another security holding greater promise, or because it has reached its optimum
potential, or because of a change in the circumstances of a particular company
or industry or in general economic conditions, or because of some combination of
such reasons.

When a general decline in securities prices is anticipated, a fund may
decrease its position in such category and increase its position in one or both
of the other asset categories, and when a rise in price levels is anticipated, a
fund may increase its position in such category and decrease its position in the
other categories. However, the funds will, under most circumstances, be
essentially fully invested within the operating ranges set forth in the
Prospectus.

Since investment decisions are based on the anticipated contribution of the
security in question to a fund's objectives, the manager believes that the rate
of portfolio turnover is irrelevant when it believes a change is in order to
achieve those objectives. As a result, a fund's annual portfolio turnover rate
cannot be anticipated and may be comparatively high. This disclosure regarding
portfolio turnover is a statement of fundamental policy and may be changed only
by a vote of the shareholders.

Since the manager does not take portfolio turnover rate into account in
making investment decisions, (1) the manager has no intention of accomplishing
any particular rate of portfolio turnover, whether high or low, and (2) the
portfolio turnover rates in the past should not be considered as a
representation of the rates that will be attained in the future.

OFFICERS AND DIRECTORS

The principal officers and directors of American Century Strategic Asset
Allocations, Inc. (the "Corporation"), their ages (listed in parentheses), their
principal business experience during the past five years, and their affiliations
with the funds' 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.

8 AMERICAN CENTURY INVESTMENTS

ROBERT W. DOERING, M.D. (64), 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., manufacturer's
representative.

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

RICHARD W. INGRAM (42), President; Executive Vice President and Director of
Client Services and Treasury Administration, Funds Distributor, Inc. (FDI). Mr.
Ingram joined FDI in 1995. Prior to joining FDI, Mr. Ingram served as Vice
President and Division Manager of First Data Investor Services Group, Inc. (from
March 1994 to November 1995) and before that as Vice President, Assistant
Treasurer and Tax Director-Mutual Funds of The Boston Company, Inc. (from 1989
to 1994).

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; Vice President and Associate
General Counsel of FDI. Prior to joining FDI, Mr. Kelley 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 (33), Vice President; 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).

MERELE A. MAY (35), 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 accountants, reviewing the arrangements for
and scope of the annual audit, reviewing comments made by the independent
accountants 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 accountants.

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.

The Directors of the corporation also serve as Directors for other funds
advised by the manager. Each Director who is not an "interested person" as
defined in the Investment Company Act receives for service as a member of the
Board of all six of such companies an annual director's fee of $44,000, and an

STATEMENT OF ADDITIONAL INFORMATION 9

additional fee of $1,000 per regular Board meeting attended and $500 per special
Board meeting and committee meeting attended. In addition, those directors who
are not "interested persons" and serve as chairman of a committee of the Board
of Directors receive an additional $2,000 for such services. These fees and
expenses are divided among the six investment companies based upon their
relative net assets. Under the terms of the management agreement with the
manager, the funds are responsible for paying such fees and expenses. Set forth
below is the aggregate compensation paid for the periods indicated by the funds
and by the American Century family of funds as a whole to each Director who is
not an "interested person" as defined in the Investment Company Act.

Aggregate Total Compensation from
Compensation the American Century
Director from the corporation(1) Family of Funds(2)
- --------------------------------------------------------------------------------

Thomas A. Brown $545 $60,000
Robert W. Doering, M.D. 528 49,500
Andrea C. Hall(3) 40 8,833
D. D. (Del) Hock 528 49,500
Linsley L. Lundgaard(3) 508 42,333
Donald H. Pratt 545 60,000
Lloyd T. Silver, Jr. 523 49,000
M. Jeannine Strandjord 530 48,833
- --------------------------------------------------------------------------------

(1)Includes compensation actually paid by the corporation during the fiscal year
ended November 30, 1997.

(2)Includes compensation paid by the thirteen investment company members of the
American Century family of funds for the calendar year ended December 31, 1997

(3)Andrea C. Hall replaced Linsley L. Lundgaard as an independent director
effective November 1, 1997.

Those Directors who are "interested persons," as defined in the Investment
Company Act, receive no fee as such for serving as a Director. The salaries of
such individuals, who also are officers of the funds, are paid by the manager.

MANAGEMENT

A description of the responsibilities and method of compensation of the
funds' manager, American Century Investment Management, Inc., appears in the
Prospectus under the caption "Management."

During the years ended November 30, 1997 and 1996, total management fees
earned by the manager were as follows:

Fund Years ended November 30,
- --------------------------------------------------------------------------------
1997 1996(1)
- --------------------------------------------------------------------------------

Strategic Allocation: Conservative
Management fees $ 792,805 $ 118,774
Average net assets 79,224,554 16,741,548

Strategic Allocation: Moderate
Management fees 1,565,328 292,871
Average net assets 143,690,874 34,070,475

Strategic Allocation: Aggressive
Management fees 1,072,780 217,333
Average net assets 90,523,273 24,464,346
- --------------------------------------------------------------------------------

(1)For the period February 15, 1996 (inception) through November 30, 1996.

Included in the table above, are the following management fees earned by the
manager on the Advisor Class shares.

Strategic Allocation: Conservative
Advisor $30,490 $4,575

Strategic Allocation: Moderate
Advisor 66,449 9,815

Strategic Allocation: Aggressive
Advisor 61,573 8,332
- --------------------------------------------------------------------------------

(1)For the period October 2, 1996 (inception) through November 30, 1996.

The management agreement shall continue in effect until the earlier of the
expiration of two years from the date of its execution or until the first
meeting of shareholders following such execution and for as long thereafter as
its continuance is specifically approved at least annually by (i) the funds'
Board of Directors, or by the vote of a majority of outstanding votes (as
defined in the Investment Company Act) and (ii) by the vote of a majority of the
Directors of the funds who are not parties to the agreement or interested
persons of the manager, cast in person at a meeting called for the purpose of
voting on such approval.

The management agreement provides that it may be terminated at any time
without payment of any penalty by the funds' Board of Directors, or by a vote of
a majority of the funds' shareholders, on 60 days' written notice to the
manager, and that it shall be automatically terminated if it is assigned.

10 AMERICAN CENTURY INVESTMENTS

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

The management agreement also provides that the manager and its officers,
directors and employees may engage in other business, devote time and attention
to any other business whether of a similar or dissimilar nature, and render
services to others.

Certain investments may be appropriate for the funds and also for other
clients advised by the manager. Investment decisions for the funds and other
clients are made with a view to achieving their respective investment objectives
after consideration of such factors as their current holdings, availability of
cash for investment, and the size of their investment generally. A particular
security may be bought or sold for only one client or series, or in different
amounts and at different times for more than one but less than all clients or
series. In addition, purchases or sales of the same security may be made for two
or more clients or series on the same date. Such transactions will be allocated
among clients in a manner believed by the manager to be equitable to each. In
some cases this procedure could have an adverse effect on the price or amount of
the securities purchased or sold by a fund.

The manager may aggregate purchase and sale orders of the funds with
purchase and sale orders of its other clients when the manager believes that
such aggregation provides the best execution for the funds. The funds' Board of
Directors has approved the policy of the manager with respect to the aggregation
of portfolio transactions. Where portfolio transactions have been aggregated,
the funds participate at the average share price for all transactions in that
security on a given day and share transaction costs on a pro rata basis. The
manager will not aggregate portfolio transactions of the funds unless it
believes such aggregation is consistent with its duty to seek best execution on
behalf of the funds and the terms of the management agreement. The manager
receives no additional compensation or remuneration as a result of such
aggregation.

In addition to managing the funds, on January 31, 1998, the manager was also
acting as an investment adviser to 10 institutional accounts and to 12
registered investment companies, American Century Mutual Funds, Inc., American
Century World Mutual Funds, Inc., American Century Premium Reserves, Inc.,
American Century Variable Portfolios, Inc., American Century Capital Portfolios,
Inc., American Century Municipal Trust, American Century Quantitative Equity
Funds, American Century International Bond Funds, American Century Investment
Trust, American Century Government Income Trust, American Century Target
Maturities Trust and American Century California Tax-Free and Municipal Funds.

American Century Services Corporation provides physical facilities,
including computer hardware and software and personnel, for the day-to-day
administration of the funds and of the manager. The manager pays American
Century Services Corporation for such services.

As stated in the Prospectus, all of the stock of American Century Services
Corporation and American Century Investment Management, Inc. is owned by
American Century Companies, Inc.

CUSTODIANS

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

INDEPENDENT AUDITORS

Deloitte & Touche LLP, 1010 Grand Avenue, Kansas City, Missouri 64106, was
appointed to serve as the independent auditors to examine the financial
statements of the funds commencing with the fiscal year ended November 30, 1997.
As the independent auditors of the funds, Deloitte & Touche will provide
services including (1) audit of the annual financial statements, (2) assistance
and consultation in connection with SEC filings and (3) review of the annual
federal income tax return filed for each fund by American Century.

STATEMENT OF ADDITIONAL INFORMATION 11

CAPITAL STOCK

The Corporation's capital stock is described in the Prospectus under the
heading "Further Information About American Century."

The Corporation currently has three series of shares outstanding. Each
series of shares is further divided into three classes. See "Multiple Class
Structure," this page. The Corporation may in the future issue additional series
or classes of shares without a vote of the shareholders. The assets belonging to
each series or class of shares are held separately by the custodian and the
shares of each series or class represent a beneficial interest in the principal,
earnings and profits (or losses) of investment and other assets held for that
series or class. Your rights as a shareholder are the same for all series or
classes of securities unless otherwise stated. Within their respective series or
class, all shares will have equal redemption rights. Each share, when issued, is
fully paid and non-assessable. Each share, irrespective of series or class, is
entitled to one vote for each dollar of net asset value represented by such
share on all questions.

In the event of complete liquidation or dissolution of the funds,
shareholders of each series or class of shares will be entitled to receive, pro
rata, all of the assets less the liabilities of that series or class.

As of January 31, 1998, in excess of 5% of the outstanding shares of the
following funds were owned of record by:

Name of Shareholder
Fund and Percentage
- --------------------------------------------------------------------------------

Strategic Allocation:
Conservative American Century Companies, Inc. -- 11.8%

Strategic Allocation:
Moderate The Chase Manhattan Bank NA Trustee GEC-
USA Employees Savings and Investment
Trust -- 10.2%

UMB Bank NA Trustee Elder-Beeman Stores
Corporation and Stock Ownership Plan -- 5.7%

UMB Bank NA Trustee Loxcreen Company, Inc.
401(k) Profit Sharing Plan -- 5.6%

Strategic Allocation:
Aggressive The Chase Manhattan Bank NA Trustee GEC-
USA Employees Savings and Investment
Trust -- 19.8%
- --------------------------------------------------------------------------------

MULTIPLE CLASS STRUCTURE

The funds' Board of Directors has adopted a multiple class plan (the
"Multiclass Plan") pursuant to Rule 18f-3 adopted by the Securities and Exchange
Commission ("SEC"). Pursuant to such plan, the funds may issue up to three
classes of shares: an Investor Class, a Service Class and an Advisor Class.

The Investor Class is made available to investors directly, without any load
or commission, for a single management fee. The Service and Advisor Classes are
made available to institutional shareholders or through financial intermediaries
that do not require the same level of shareholder and administrative services
from the manager as Investor Class shareholders. As a result, the manager is
able to charge these classes a lower management fee. In addition to the
management fee, however, Service Class shares are subject to a Shareholder
Services Plan (described below), and the Advisor Class shares are subject to a
Master Distribution and Shareholder Services Plan (also described below). Both
plans have been adopted by the funds' Board of Directors and initial shareholder
in accordance with Rule 12b-1 adopted by the SEC under the Investment Company
Act.

RULE 12B-1

Rule 12b-1 permits an investment company to pay expenses associated with the
distribution of its shares in accordance with a plan adopted by the investment
company's Board of Directors and approved by its shareholders. Pursuant to such
rule, the Board of Directors and initial shareholder of the funds' Service Class
and Advisor Class have approved and entered into a Shareholder Services Plan,
with respect to the Service Class, and a Master Distribution and Shareholder
Services Plan, with respect to the Advisor Class (collectively, the "Plans").
Both Plans are described below.

In adopting the Plans, the Board of Directors (including a majority of
directors who are not "interested persons" of the funds (as defined in the
Investment Company Act), hereafter referred to as the "independent directors")
determined that there was a reasonable likelihood that the Plans would benefit
the funds and the shareholders of the affected classes. Pursuant to Rule 12b-1,
information with respect to

12 AMERICAN CENTURY INVESTMENTS

revenues and expenses under the Plans is presented to the Board of Directors
quarterly for its consideration in connection with its deliberations as to the
continuance of the Plans. Continuance of the Plans must be approved by the Board
of Directors (including a majority of the independent directors) annually. The
Plans may be amended by a vote of the Board of Directors (including a majority
of the independent directors), except that the Plans may not be amended to
materially increase the amount to be spent for distribution without majority
approval of the shareholders of the affected class. The Plans terminate
automatically in the event of an assignment and may be terminated upon a vote of
a majority of the independent directors or by vote of a majority of the
outstanding voting securities of the affected class.

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

SHAREHOLDER SERVICES PLAN

As described in the Prospectus, the funds' Service Class of shares is made
available to participants in employer-sponsored retirement or savings plans and
to persons purchasing through financial intermediaries, such as banks,
broker-dealers and insurance companies. In such circumstances, certain
recordkeeping and administrative services that are provided by the funds'
transfer agent for the Investor Class shareholders may be performed by a plan
sponsor (or its agents) or by a financial intermediary. To enable the funds'
shares to be made available through such plans and financial intermediaries, and
to compensate them for such services, the funds' manager has reduced its
management fee by 0.25% per annum with respect to the Service Class shares and
the funds' Board of Directors has adopted a Shareholder Services Plan. Pursuant
to the Shareholder Services Plan, the Service Class shares pay a shareholder
services fee of 0.25% annually of the aggregate average daily net assets of the
funds' Service Class shares.

The manager and the funds' distributor, Funds Distributor, Inc. (the
"Distributor"), enter into contracts with each financial intermediary for the
provision of certain shareholder services and utilize the shareholder services
fees under the Shareholder Services Plan to pay for such services. Payments may
be made for a variety of shareholder services, including, but not limited to,
(1) receiving, aggregating and processing purchase, exchange and redemption
requests from beneficial owners (including contract owners of insurance products
that utilize the funds as underlying investment media) of shares and placing
purchase, exchange and redemption orders with the Distributor; (2) providing
shareholders with a service that invests the assets of their accounts in shares
pursuant to specific or pre-authorized instructions; (3) processing dividend
payments from a fund on behalf of shareholders and assisting shareholders in
changing dividend options, account designations and addresses; (4) providing and
maintaining elective services such as check writing and wire transfer services;
(5) acting as shareholder of record and nominee for beneficial owners; (6)
maintaining account records for shareholders and/or other beneficial owners; (7)
issuing confirmations of transactions; (8) providing subaccounting with respect
to shares beneficially owned by customers of third parties or providing the
information to a fund as necessary for such subaccounting; (9) preparing and
forwarding shareholder communications from the funds (such as proxies,
shareholder reports, annual and semi-annual financial statements and dividend,
distribution and tax notices) to shareholders and/or other beneficial owners;
(10) providing other similar administrative and sub-transfer agency services;
and (11) paying "service fees" for the provision of personal, continuing
services to investors, as contemplated by the Rules of Fair Practice of the NASD
(collectively referred to as "Shareholder Services"). Shareholder Services do
not include those activities and expenses that are primarily intended to result
in the sale of additional shares of the funds.

MASTER DISTRIBUTION AND SHAREHOLDER SERVICES PLAN

As described in the Prospectus, the funds' Advisor Class of shares is also
made available to participants in employer-sponsored retirement or savings plans
and to persons purchasing through financial intermediaries, such as banks,
broker-dealers and insurance companies. The Distributor enters into contracts
with various banks, broker dealers, insurance companies and other financial
intermediaries with respect to the sale of the funds' shares and/or the use

STATEMENT OF ADDITIONAL INFORMATION 13

of the funds' shares in various investment products or in connection with
various financial services.

As with the Service Class, certain recordkeeping and administrative services
that are provided by the funds' transfer agent for the Investor Class
shareholders may be performed by a plan sponsor (or its agents) or by a
financial intermediary for shareholders in the Advisor Class. In addition to
such services, the financial intermediaries provide various distribution
services.

To enable the funds' shares to be made available through such plans and
financial intermediaries, and to compensate them for such services, the funds'
manager has reduced its management fee by 0.25% per annum with respect to the
Advisor Class shares and the funds' Board of Directors has adopted a Master
Distribution and Shareholder Services Plan (the "Distribution Plan"). Pursuant
to such Plan, the Advisor Class shares pay a fee of 0.50% annually of the
aggregate average daily net assets of the funds' Advisor Class shares, 0.25% of
which is paid for Shareholder Services (as described above) and 0.25% of which
is paid for distribution services.

Distribution services include any activity undertaken or expense incurred
that is primarily intended to result in the sale of Advisor Class shares, which
services may include but are not limited to, (1) the payment of sales
commissions, ongoing commissions and other payments to brokers, dealers,
financial institutions or others who sell Advisor Class shares pursuant to
Selling Agreements; (2) compensation to registered representatives or other
employees of the Distributor who engage in or support distribution of the funds'
Advisor Class shares; (3) compensation to, and expenses (including overhead and
telephone expenses) of, the Distributor; (4) the printing of prospectuses,
statements of additional information and reports for other than existing
shareholders; (5) the preparation, printing and distribution of sales literature
and advertising materials provided to the funds' shareholders and prospective
shareholders; (6) receiving and answering correspondence from prospective
shareholders, including distributing prospectuses, statements of additional
information, and shareholder reports; (7) the providing of facilities to answer
questions from prospective investors about fund shares; (8) complying with
federal and state securities laws pertaining to the sale of fund shares; (9)
assisting investors in completing application forms and selecting dividend and
other account options; (10) the providing of other reasonable assistance in
connection with the distribution of fund shares; (11) the organizing and
conducting of sales seminars and payments in the form of transactional
compensation or promotional incentives; (12) profit on the foregoing; (13) the
payment of "service fees" for the provision of personal, continuing services to
investors, as contemplated by the Rules of Fair Practice of the NASD and (14)
such other distribution and services activities as the manager determines may be
paid for by the funds pursuant to the terms of this Agreement and in accordance
with Rule 12b-1 of the Investment Company Act.

BROKERAGE

Under the management agreement between the funds and the manager, the
manager has the responsibility of selecting brokers to execute portfolio
transactions. The funds' policy is to secure the most favorable prices and
execution of orders on its portfolio transactions. So long as that policy is
met, the manager may take into consideration the factors discussed under this
caption when selecting brokers.

The manager receives statistical and other information and services without
cost from brokers and dealers. The manager evaluates such information and
services, together with all other information that it may have, in supervising
and managing the investments of the funds. Because such information and services
may vary in amount, quality and reliability, their influence in selecting
brokers varies from none to very substantial. The manager proposes to continue
to place some of the funds' brokerage business with one or more brokers who
provide information and services. Such information and services will be in
addition to and not in lieu of the services required to be performed by the
manager. The manager does not utilize brokers who provide such information and
services for the purpose of reducing the expense of providing required services
to the funds.

14 AMERICAN CENTURY INVESTMENTS

In the years ended November 30, 1997 and 1996, the brokerage commissions of
each fund were as follows:

Strategic Allocation: Conservative $127,134 $22,060

Strategic Allocation: Moderate 337,258 81,203

Strategic Allocation: Aggressive 254,195 74,216
- --------------------------------------------------------------------------------

(1)For the period February 15, 1996 (inception) through November 30, 1996.

In 1997, $706,449 (98%) of the total brokerage commissions ($718,587) were
paid to brokers and dealers who provided information and services.

The brokerage commissions paid by the funds may exceed those that another
broker might have charged for effecting the same transactions because of the
value of the brokerage and/or research services provided by the broker. Research
services furnished by brokers through whom the funds effect securities
transactions may be used by the manager in servicing all of its accounts, and
not all such services may be used by the manager in managing the portfolios of
the funds.

The staff of the SEC has expressed the view that the best price and
execution of over-the-counter transactions in portfolio securities may be
secured by dealing directly with principal market makers, thereby avoiding the
payment of compensation to another broker. In certain situations, the officers
of the funds and the manager believe that the facilities, expert personnel and
technological systems of a broker enable the funds to secure as good a net price
by dealing with a broker instead of a principal market maker, even after payment
of the compensation to the broker. The funds normally place their
over-the-counter transactions with principal market makers but also may deal on
a brokerage basis when utilizing electronic trading networks or as circumstances
warrant.

PERFORMANCE ADVERTISING

FUND PERFORMANCE

Individual fund performance may be compared to various indices including the
S&P 500 Index, the Dow Jones Industrial Average, the Lehman Aggregate Bond Index
and the Three-Month Treasury Bill Index.

Average annual total return is calculated by determining each fund's
cumulative total return for the stated period and then computing the annual
compound return that would produce the cumulative total return if the fund's
performance had been constant over that period. Cumulative total return includes
all elements of return, including reinvestment of dividends and capital gains
distributions. Annualization of a fund's return assumes that the partial year
performance will be constant throughout the period. Actual return through the
period may be greater or less than the annualized data.

The following tables set forth the average annual total return for the
various classes of the funds for the one-year period (or the period since
inception) ended November 30, 1997, the last day of the funds' fiscal year.

INVESTOR CLASS SHARES:

From Inception
Fund 1 Year Inception Date
- --------------------------------------------------------------

Strategic Allocation:
Conservative 10.87% 10.06% 2/15/96

Strategic Allocation:
Moderate 13.02% 12.93% 2/15/96

Strategic Allocation:
Aggressive 13.84% 13.79% 2/15/96
- --------------------------------------------------------------

ADVISOR CLASS SHARES:

From Inception
Fund 1 Year Inception Date
- --------------------------------------------------------------

Strategic Allocation:
Conservative 10.77% 12.34% 10/2/96

Strategic Allocation:
Moderate 12.72% 14.13% 10/2/96

Strategic Allocation:
Aggressive 13.43% 14.38% 10/2/96
- --------------------------------------------------------------

The following table shows the cumulative total return of the Investor Class
of shares of the funds since their respective dates of inception.

Cumulative Total Average Annual
Fund Return Since Inception Compound Rate
- ----------------------------------------------------------------------

Strategic Allocation:
Conservative 18.65% 10.06%

Strategic Allocation:
Moderate 24.22% 12.93%

Strategic Allocation:
Aggressive 25.91% 13.79%
- ----------------------------------------------------------------------

STATEMENT OF ADDITIONAL INFORMATION 15

The funds also may elect to advertise cumulative total return and average
annual total return, computed as described above, over periods of time other
than one, five and 10 years and cumulative total return over various time
periods.

ADDITIONAL PERFORMANCE COMPARISONS

Investors may judge the performance of the funds by comparing their
performance to the performance of other mutual funds or mutual fund portfolios
with comparable investment objectives and policies through various mutual fund
or market indices such as those prepared by Dow Jones & Co., Inc., Standard &
Poor's Co. Incorporated, Shearson Lehman Brothers, Inc., J. P. Morgan & Co.,
Incorporated, Salomon Brothers, Inc., the Morgan Stanley Capital International
EAFE (Europe, Australia and Far East) Index, Donoghue's Money Fund Average, the
Bank Rate Monitor National Index of 2-1/2-year CD rates, IFC Global Composite
Index, and to composite indices consisting of two or more of the above to more
accurately reflect fund holdings, and to data prepared by Lipper Analytical
Services, Inc. or Morningstar, Inc., and to the Consumer Price Index.
Comparisons may also be made to indices or data published in Money Magazine,
Forbes, Barron's, The Wall Street Journal, The New York Times, Business Week,
Pensions and Investments, U.S.A. Today, and other similar publications or
services. In addition to performance information, general information about the
funds that appears in a publication such as those mentioned above or in the
Prospectus under the heading "Performance Advertising" may be included in
advertisements and in reports to shareholders.

PERMISSIBLE ADVERTISING INFORMATION

From time to time, the funds may, in addition to any other permissible
information, include the following types of information in advertisements,
supplemental sales literature and reports to shareholders:

(1) discussions of general economic or financial principles (such as the
effects of compounding and the benefits of dollar-cost averaging);

(2) discussions of general economic trends;

(3) presentations of statistical data to supplement such discussions;

(4) descriptions of past or anticipated portfolio holdings for one or more
of the funds;

(5) descriptions of investment strategies for one or more of the funds;

(6) descriptions or comparisons of various savings and investment products
(including, but not limited to, qualified retirement plans and
individual stocks and bonds), which may or may not include the funds;

(7) comparisons of investment products (including the funds) with relevant
market or industry indices or other appropriate benchmarks;

(8) discussions of fund rankings or ratings by recognized ratings
organizations; and

(9) testimonials describing the experience of persons that have invested
in one or more of the funds.

The funds may also include calculations, such as hypothetical compounding
examples, that describe hypothetical investment results in such communications.
Such performance examples will be based on an express set of assumptions and are
not indicative of the performance of any of the funds.

MULTIPLE CLASS PERFORMANCE ADVERTISING

Pursuant to the Multiple Class Plan, the Corporation may issue additional
classes of existing funds or introduce new funds with multiple classes available
for purchase. To the extent a new class is added to an existing fund, the
manager may, in compliance with SEC and NASD rules, regulations, and guidelines,
market the new class of shares using the historical performance information of
the original class of shares. When quoting performance information for the new
class of shares for periods prior to the first full quarter after inception, the
original class' performance will be restated to reflect the expenses of the new
class. For periods after the first full quarter after inception, actual
performance of the new class will be used.

REDEMPTIONS IN KIND

The funds' policy with regard to large redemptions is described in detail in
the Prospectus under the heading "Special Requirements for Large Redemptions."

The funds have elected to be governed by Rule 18f-1 under the Investment
Company Act of 1940, pursuant to which the funds are obligated to redeem

16 AMERICAN CENTURY INVESTMENTS

shares solely in cash up to the lesser of $250,000 or 1% of the net asset value
of a fund during any 90-day period for any one shareholder. If shares are
redeemed in kind, the redeeming shareholder might incur brokerage costs in
converting the assets to cash. The securities delivered will be selected at the
sole discretion of the manager and will not necessarily be representative of the
entire portfolio and will be securities that the manager regards as least
desirable. The method of valuing securities used to make redemptions in kind
will be the same as the method of valuing portfolio securities described in the
Prospectus under the heading "How Share Price is Determined," and such valuation
will be made as of the same time the redemption price is determined.

HOLIDAYS

The funds do not determine the net asset value of their shares on days when
the New York Stock Exchange is closed. Currently, the Exchange is closed on
Saturdays and Sundays and on holidays, namely New Year's Day, Martin Luther King
Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor
Day, Thanksgiving and Christmas.

FINANCIAL STATEMENTS

The financial statements of the funds, including the Statements of Assets
and Liabilities and the Statements of Operations for the fiscal year ended
November 30, 1997, and the Statements of Changes in Net Assets for the fiscal
year ended November 30, 1997, and period ended November 30, 1996, are included
in the Annual Reports to Shareholders, which are incorporated herein by
reference. You may receive copies of the annual report without charge upon
request to the funds at the address and telephone number shown on the cover of
this Statement of Additional Information.

STATEMENT OF ADDITIONAL INFORMATION 17

P.O. BOX 419200
KANSAS CITY, MISSOURI
64141-6200

INVESTOR SERVICES:
1-800-345-2021 OR 816-531-5575

AUTOMATED INFORMATION LINE:
1-800-345-8765

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

FAX: 816-340-7962

WWW.AMERICANCENTURY.COM

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

9804 [recycled logo]
SH-BKT-11576 Recycled
<PAGE>

PART C. OTHER INFORMATION.

ITEM 24. Financial Statements and Exhibits

(a) Financial Statements

(i) Financial Statements filed in Part A of the Registration
Statement:

1. Financial Highlights

(ii) Financial Statements filed in Part B of the Registration
Statement (each of the following financial statements is
contained in the Registrant's Annual Report dated November
30, 1997, which is incorporated by reference into Part B of
this Registration Statement):

1. Statements of Assets and Liabilities at November 30,
1997.

2. Statements of Operations for the year ended November
30, 1997.

3. Statements of Changes in Net Assets for the year ended
November 30, 1997.

4. Notes to Financial Statements as of November 30, 1997.

5. Schedule of Investments as of November 30, 1997.

6. Independent Auditors' Report dated January 13, 1998.

(b) Exhibits (all exhibits not filed herewith are being incorporated
herein by reference).

1. (a) Articles of Incorporation of Twentieth Century
Strategic Asset Allocations, Inc. (filed electronically
as an exhibit to Pre-Effective Amendment No. 3 on Form
N-1A on December 1, 1995).

(b) Articles of Amendment of Twentieth Century Strategic
Asset Allocations, Inc., dated November 28, 1995 (filed
electronically as an exhibit to Pre-Effective Amendment
No. 3 on Form N-1A on December 1, 1995).

(c) Articles Supplementary of Twentieth Century Strategic
Asset Allocations, Inc., dated December 28, 1995 (filed
electronically as an exhibit to Pre-Effective Amendment
No. 4 on Form N-1A on February 5, 1996).

(d) Articles of Amendment of Twentieth Century Strategic
Asset Allocations, Inc., dated January 30, 1996 (filed
electronically as an exhibit to Pre-Effective Amendment
No. 4 on Form N-1A on February 5, 1996).

(e) Articles Supplementary of Twentieth Century Strategic
Asset Allocations, Inc., dated January 30, 1996 (filed
electronically as an exhibit to Pre-Effective Amendment
No. 4 on Form N-1A on February 5, 1996).

(f) Articles of Amendment of Twentieth Century Strategic
Asset Allocations, Inc., dated December 2, 1996 (filed
electronically as an exhibit to Post-Effective
Amendment No. 2 on Form N-1A on March 26, 1997).

(g) Articles Supplementary of American Century Strategic
Asset Allocations, Inc., dated December 2, 1996 (filed
electronically as an exhibit to Post-Effective
Amendment No. 2 on Form N-1A on March 26, 1997).

2. (a) By-Laws of Twentieth Century Strategic Asset
Allocations, Inc. (filed electronically as an exhibit
to Pre-Effective Amendment No. 3 on Form N-1A on
December 1, 1995).

(b) Amendment to By-Laws of American Century Strategic
Asset Allocations, Inc. (filed electronically as an
exhibit to Post-Effective Amendment No. 9 on Form N-1A
of American Century Capital Portfolios, Inc.,
Commission No. 33-64872).

3. Voting Trust Agreements:

NONE

4. Specimen copy of stock certificate - all series (filed
electronically as an exhibit to Post-Effective Amendment No.
2 on Form N-1A on March 26, 1997).

5. Management Agreement, between American Century Strategic
Asset Allocations, Inc. and American Century Investment
Management, dated August 1, 1997 (filed herein as EX-99.B5).

6. Distribution Agreement between American Century Strategic
Asset Allocations, Inc. and Funds Distributor, Inc. dated
January 15, 1998 (filed electronically as an exhibit to
Post-Effective Amendment No. 28 on form N-1A of American
Century Target Maturities Trust, Commission File No.
2-94608).

7. Bonus and Profit Sharing Plan, Etc.:

NONE

8. (a) Global Custody Agreement between The Chase Manhattan
Bank and The Twentieth Century and Benham Funds, dated
August 9, 1996 (filed electronically as an Exhibit to
Post-Effective Amendment No. 31 on Form N1-A of
American Century Government Income Trust, Commission
File No. 2-99222).

(b) Master Agreement between Commerce Bank, N.A. and
Twentieth Century Services, Inc. dated January 22, 1997
(filed electronically as an Exhibit to Post-Effective
Amendment No. 76 on Form N-1A of American Century
Mutual Funds, Inc., Commission File No. 2-14213).

9. Transfer Agency Agreement, dated as of February 1, 1996, by
and between Twentieth Century Strategic Asset Allocations,
Inc. and Twentieth Century Services, Inc. (filed
electronically as an exhibit to Pre-Effective Amendment No.
4 on Form N-1A on February 5, 1996, Commission File No.
33-79482).

10. Opinion and Consent of Counsel (filed herein as EX-99.B10).

11. (a) Consent of Deloitte & Touche LLP (filed herein as
EX-99.B11a).

(b) Consent of Ernst & Young LLP (filed herein as
EX-99.B11b).

12. Annual Report of Registrant dated November 30, 1997 (filed
electronically on January 29, 1998).

13. Agreements of Initial Capital, Etc.:

NONE

14. Model Retirement Plans (filed on May 6, 1991, as Exhibits
14(a)-(d) to Pre-Effective Amendment No.2 to the
Registration Statement on Form N-1A of Twentieth Century
World Investors, Inc., File No. 33-39242).

15. (a) Master Distribution and Shareholder Services Plan of
Twentieth Century Capital Portfolios, Inc. Twentieth
Century Investors, Inc., Twentieth Century Strategic
Asset Allocations, Inc. and Twentieth Century World
Investors, Inc. (Advisor Class) dated September 3, 1996
(filed electronically as an exhibit to Post-Effective
Amendment No. 9 on Form N-1A of American Century
Capital Portfolios, Inc., Commission File No.
33-64872).

(b) Amendment No. 1 to Master Distribution and Shareholder
Services Plan of American Century Capital Portfolios,
Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. (Advisor Class) dated
June 13, 1997 (filed electronically as an exhibit to
Post-Effective Amendment No. 77 on Form N-1A of
American Century Mutual Funds, Inc., Commission File
No. 2-14213).

(c) Amendment No. 2 to Master Distribution and Shareholder
Services Plan of American Century Capital Portfolios,
Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American
Century World Mutual Funds, Inc. (Advisor Class) dated
September 30, 1997 (filed electronically as an exhibit
to Post-Effective Amendment No. 78 on Form N-1A of
American Century Mutual Funds, Inc., Commission File
No. 2-14213).

(d) Shareholder Services Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc.,
Twentieth Century Strategic Asset Allocations, Inc.,
and Twentieth Century World Investors, Inc. (Service
Class) dated September 3, 1996 (filed electronically as
an exhibit to Post-Effective Amendment No. 9 on Form
N-1A of American Century Capital Portfolios, Inc.,
Commission File No. 33-64872).

16. Schedule of Computation for Performance Advertising
Quotations (filed herein as EX-99.B16).

17. Power of Attorney (filed herein as EX-99.B17).

18. (a) Multiple Class Plan of Twentieth Century Capital
Portfolios, Inc., Twentieth Century Investors, Inc.,
Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. dated September
3, 1996, (filed electronically as an exhibit to
Post-Effective Amendment No. 9 on Form N-1A of American
Century Capital Portfolios, Inc., Commission File No.
33-64872).

(b) Amendment No. 1 to Multiple Class Plan of American
Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual
Funds, Inc. dated June 13, 1997 (filed electronically
as an exhibit to Post-Effective Amendment No. 77 on
Form N-1A of American Century Mutual Funds, Inc.,
Commission File No. 2-14213).

(c) Amendment No. 2 to Multiple Class Plan of American
Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset
Allocations, Inc. and American Century World Mutual
Funds, Inc. dated September 30, 1997 (filed
electronically as an exhibit to Post-Effective
Amendment No. 78 on Form N-1A of American Century
Mutual Funds, Inc., Commission File No. 2-14213).

27. (a) Financial Data Schedule for Strategic Allocation:
Conservative (filed herewith as EX-27.7.1).

(b) Financial Data Schedule for Strategic Allocation:
Moderate (filed herewith as Ex-27.7.2).

ITEM 25. Persons Controlled by or Under Common Control with Registrant:

NONE

ITEM 26. Number of Holders of Securities:

Number of Record Holders
As of February 28, 1998
Investor Institutional Advisor
Title of Series Class Class Class
- --------------- ---------------------------------------
Strategic Allocation: Conservative 4,496 0 6
Strategic Allocation: Moderate 3,683 0 6
Strategic Allocation: Aggressive 5,147 0 6

ITEM 27. Indemnification.

The Registrant is a Maryland corporation. Section 2-418 of the
Maryland General Corporation Law allows a Maryland corporation to
indemnify its officers, directors, employees and agents to the
extent provided in such statute.

Article Ninth of the Registrant's Articles of Incorporation,
Exhibit 1, requires the indemnification of the Registrant's
directors and officers to the extent permitted by Section 2-418
of the Maryland General Corporation Law, the Investment Company
Act of 1940 and all other applicable laws.

The Registrant has purchased an insurance policy insuring its
officers and directors against certain liabilities that such
officers and directors may incur while acting in such capacities
and providing reimbursement to the Registrant for sums which it
may be permitted or required to pay to its officers and directors
by way of indemnification against such liabilities, subject in
either case to clauses respecting deductibility and
participation.

ITEM 28. Business and Other Connections of Investment Advisor.

American Century Investment Management, Inc., the investment
advisor, is engaged in the business of managing investments for
registered investment companies, deferred compensation plans and
other institutional investors.

ITEM 29. Principal Underwriters.

(a) Funds Distributor, Inc. (the "Distributor") acts as
principal underwriter for the following investment
companies.

American Century California Tax-Free and Municipal Funds
American Century Capital Portfolios, Inc.
American Century Government Income Trust
American Century International Bond Funds
American Century Investment Trust
American Century Municipal Trust
American Century Mutual Funds, Inc.
American Century Premium Reserves, Inc.
American Century Quantitative Equity Funds
American Century Strategic Asset Allocations, Inc.
American Century Target Maturities Trust
American Century Variable Portfolios, Inc.
American Century World Mutual Funds, Inc.
BJB Investment Funds
The Brinson Funds
Dresdner RCM Capital Funds, Inc.
Dresdner RCM Equity Funds, Inc.
Harris Insight Funds Trust
HT Insight Funds, Inc. d/b/a Harris Insight Funds
J.P. Morgan Institutional Funds
J.P. Morgan Funds
The JPM Series Trust
The JPM Series Trust II
LaSalle Partners Funds, Inc.
Monetta Fund, Inc.
Monetta Trust
The Montgomery Funds
The Montgomery Funds II
The Munder Framlington Funds Trust
The Munder Funds Trust
The Munder Funds, Inc.
Orbitex Group of Funds
St. Clair Funds, Inc.
The Skyline Funds
Waterhouse Investors Family of Funds, Inc.
WEBS Index Fund, Inc.

The Distributor is registered with the Securities and Exchange
Commission as a broker-dealer and is a member of the National
Association of Securities Dealers. The Distributor is located at
60 State Street, Suite 1300, Boston, Massachusetts 02109. The
Distributor is an indirect wholly-owned subsidiary of Boston
Institutional Group, Inc., a holding company all of whose
outstanding shares are owned by key employees.

(b) The following is a list of the executive officers, directors
and partners of the Distributor:
<TABLE>
Name and Principal Business Positions and Offices with Positions and Offices with
Address* Underwriter Registrant

<S> <C> <C>
Marie E. Connolly Director, President and Chief none
Executive Officer

Richard W. Ingram Executive Vice President President, Principal Executive
and Principal Financial Officer

Donald R. Roberson Executive Vice President none

William S. Nichols Executive Vice President none

Michael S. Petrucelli Senior Vice President none

Joseph F. Tower, III Director, Senior Vice President, none
Treasurer and Chief Financial
Officer

Paula R. David Senior Vice President none

Allen B. Closser Senior Vice President none

Bernard A. Whalen Senior Vice President none

William J. Nutt Director none
- --------------------
* All addresses are 60 State Street, Suite 1300, Boston, Massachusetts 02109
</TABLE>

ITEM 30. Location of Accounts and Records.

All accounts, books and other documents required to be maintained
by Section 31(a) of the 1940 Act, and the rules promulgated
thereunder, are in the possession of Registrant, American Century
Services Corporation and American Century Investment Management,
Inc., all located at 4500 Main Street, Kansas City, Missouri
64111.

ITEM 31. Management Services:

NONE

ITEM 32. Undertakings.

(a) None.

(b) N/A.

(c) The Registrant hereby undertakes to furnish each person to
whom a prospectus is delivered with a copy of the
Registrant's latest annual report to shareholders, upon
request and without charge.

(d) The Registrant hereby undertakes that it will, if requested
to do so by the holders of at least 10% of the Registrant's
outstanding votes, call a meeting of shareholders for the
purpose of voting upon the question of the removal of a
director and to assist in communication with other
shareholders as required by Section 16(c).
<PAGE>
SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this
Post-Effective Amendment No. 3 to its Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Kansas
City, State of Missouri on the 26th day of March, 1998.

American Century Strategic Asset
Allocations, Inc. (Registrant)

By: /s/Charles A. Etherington
Charles A. Etherington
Vice President

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 3 has been signed below by the following persons in
the capacities and on the dates indicated.

Signature Title Date

*Richard W. Ingram President, Principal Executive March 26, 1998
Richard W. Ingram and Principal Financial Officer

*Maryanne Roepke Vice President, Treasurer and March 26, 1998
Maryanne Roepke Principal Accounting Officer

*James E. Stowers, Jr. Director March 26, 1998
James E. Stowers, Jr.

*James E. Stowers III Director March 26, 1998
James E. Stowers III

*Thomas A. Brown Director March 26, 1998
Thomas A. Brown

*Robert W. Doering, M.D. Director March 26, 1998
Robert W. Doering, M.D.

*Andrea C. Hall, Ph.D. Director March 26, 1998
Andrea C. Hall, Ph.D.

*Donald H. Pratt Director March 26, 1998
Donald H. Pratt

*Lloyd T. Silver, Jr. Director March 26, 1998
Lloyd T. Silver, Jr.

*M. Jeannine Strandjord Director March 26, 1998
M. Jeannine Strandjord

*D. D. (Del) Hock Director March 26, 1998
D. D. (Del) Hock

*By /s/Charles A. Etherington
Charles A. Etherington
Attorney-in-Fact

EXHIBIT INDEX

Exhibit Description of Document
Number

EX-99.B1a Articles of Incorporation of Twentieth Century Strategic Asset
Allocations, Inc. (filed electronically as Exhibit 1a to
Pre-Effective Amendment No. 3 on Form N-1A, filed on December 1,
1995, and incorporated herein by reference).

EX-99.B1b Articles of Amendment of Twentieth Century Strategic Asset
Allocations, Inc., dated November 28, 1995 (filed electronically as
Exhibit 1b to Pre-Effective Amendment No. 3 on Form N-1A, filed
December 1, 1995, and incorporated herein by reference).

EX-99.B1c Articles Supplementary of Twentieth Century Strategic Asset
Allocations, Inc., dated December 26, 1995 (filed electronically as
Exhibit 1c to Pre-Effective Amendment No. 4 on Form N-1A, filed on
February 5, 1996, and incorporated herein by reference).

EX-99.B1d Articles of Amendment of Twentieth Century Strategic Asset
Allocations, Inc., dated January 29, 1996 (filed electronically as
Exhibit 1d to Pre-Effective Amendment No. 4 on Form N-1A, filed on
February 5, 1996, and incorporated herein by reference).

EX-99.B1e Articles Supplementary of Twentieth Century Strategic Asset
Allocations, Inc., dated January 29, 1996 (filed electronically as
Exhibit 1e to Pre-Effective Amendment No. 4 on Form N-1A, filed on
February 5, 1996, and incorporated herein by reference).

EX-99.B1f Articles of Amendment of Twentieth Century Strategic Asset
Allocations, Inc., dated December 2, 1996 (filed electronically as
Exhibit 1f to Post-Effective Amendment No. 2 on Form N-1A, filed on
March 26, 1997, and incorporated herein by reference).

EX-99.B1g Articles Supplementary of American Century Strategic Asset
Allocations, Inc., dated December 2, 1996 (filed electronically as
Exhibit 1g to Post-Effective Amendment No. 2 on Form N-1A, filed on
March 26, 1997, and incorporated herein by reference).

EX-99.B2a By-Laws of Twentieth Century Strategic Asset Allocations, Inc.
(filed electronically as Exhibit 2 to Pre-Effective Amendment No. 3
on Form N-1A, filed December 1, 1995, and incorporated herein by
reference).

EX-99.B2b Amendment of By-Laws of American Century Mutual Funds, Inc. (filed
as Exhibit 2b to Post-Effective Amendment No. 9 to the Registration
Statement on Form N-1A of American Century Capital Portfolios,
Inc., Commission File No. 33-64872, and incorporated herein by
reference).

EX-99.B4 Specimen certificate representing shares of common stock of
American Century Strategic Asset Allocations, Inc (filed
electronically as Exhibit 4 to Post-Effective Amendment No. 2 on
Form N-1A, filed on March 26, 1997, and incorporated herein by
reference).

EX-99.B5 Management Agreement between American Century Strategic Asset
Allocations, Inc. and American Century Investment Management, Inc.,
dated August 1, 1997.

EX-99.B6 Distribution Agreement between American Century Strategic Asset
Allocations, Inc., and Funds Distributor, Inc. dated January 15,
1998 (filed electronically as Exhibit 6 to Post-Effective Amendment
No. 28 on form N-1A of American Century Target Maturities Trust,
Inc., File No. 2-94608, and incorporated herein by reference).

EX-99.B8a Global Custody Agreement between The Chase Manhattan Bank and The
Twentieth Century and Benham Funds, dated August 9, 1996 (filed
electronically as an Exhibit to Post-Effective Amendment No. 31 on
Form N1-A of American Century Government Income Trust, Commission
File No. 2-99222, and incorporated herein by reference).

EX-99.B8b Master Agreement between Commerce Bank, N.A. and Twentieth Century
Services, Inc. dated January 22, 1997 (filed as Exhibit 8(d) to
Post-Effective Amendment No. 76 on Form N-1A of American Century
Mutual Funds, Inc., Commission File No. 2-14213, and incorporated
herein by reference).

EX-99.B9 Transfer Agency Agreement, dated as of February 1, 1996, by and
between Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century Services, Inc. (filed as Exhibit 9 to
Pre-Effective Amendment No. 4 on Form N-1A, filed February 5, 1996,
and incorporated herein by reference).

EX-99.B10 Opinion and Consent of Counsel.

EX-99.B11a Consent of Deloitte & Touche LLP.

EX-99.B11b Consent of Ernst & Young LLP.

EX-99.B12 Annual Report dated November 30, 1997 (filed electronically on
January 29, 1998, and incorporated herein by reference).

EX-99.B14 Model Retirement Plans (filed as Exhibits 14a, 14b, 14c, and 14d to
Pre-Effective Amendment No. 2 to the Registration Statement on Form
N-1A of Twentieth Century World Investors, Inc., Commission File
No. 33-39242, and incorporated herein by reference).

EX-99.B15a Master Distribution and Shareholder Services Plan of Twentieth
Century Capital Portfolios, Inc., Twentieth Century Investors,
Inc., Twentieth Century Strategic Asset Allocations, Inc. and
Twentieth Century World Investors, Inc. (Advisor Class) dated
September 3, 1996 (filed electronically as a part of Post-Effective
Amendment No. 9 on Form N-1A of American Century Capital
Portfolios, Inc., Commission File No. 33-64872, and incorporated
herein by reference).

EX-99.B15b Amendment No. 1 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated June 13, 1997 (filed as a part of Post-Effective Amendment
No. 77 on Form N-1A of American Century Mutual Funds, Inc.,
Commission File No. 2-14213, and incorporated herein by reference).

EX-99.B15c Amendment No. 2 to Master Distribution and Shareholder Services
Plan of American Century Capital Portfolios, Inc., American Century
Mutual Funds, Inc., American Century Strategic Asset Allocations,
Inc. and American Century World Mutual Funds, Inc. (Advisor Class)
dated September 30, 1997 (filed as a part of Post-Effective
Amendment No. 78 on Form N-1A of American Century Mutual Funds,
Inc., Commission File No. 2-14213, and incorporated herein by
reference).

EX-99.B15d Shareholder Services Plan of Twentieth Century Capital Portfolios,
Inc., Twentieth Century Investors, Inc., Twentieth Century
Strategic Asset Allocations, Inc. and Twentieth Century World
Investors, Inc. (Service Class) dated September 3, 1996. (filed
electronically as a part of Post-Effective Amendment No. 9 on Form
N-1A of American Century Capital Portfolios, Inc., Commission File
No. 33-64872). and incorporated herein by reference).

EX-99.B16 Schedule of Computations of Advertising Performance Quotations.

EX-99.B17 Power of Attorney dated January 23, 1998.

EX-99.B18a Multiple Class Plan of Twentieth Century Capital Portfolios, Inc.,
Twentieth Century Investors, Inc., Twentieth Century Strategic
Asset Allocations, Inc. and Twentieth Century World Investors, Inc.
dated September 3, 1996 (filed electronically as as a part of
Post-Effective Amendment No. 9 on Form N-1A of American Century
Capital Portfolios, Inc., Commission File No. 33-64872, and
incorporated herein by reference).

EX-99.B18b Amendment No. 1 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated June 13, 1997 (filed electronically
as a part of Post-Effective Amendment No. 77 on Form N-1A of
American Century Mutual Funds, Inc., Commission File No. 2-14213,
and incorporated herein by reference).

EX-99.B18c Amendment No. 2 to Multiple Class Plan of American Century Capital
Portfolios, Inc., American Century Mutual Funds, Inc., American
Century Strategic Asset Allocations, Inc. and American Century
World Mutual Funds, Inc. dated September 30, 1997 (filed
electronically as a part of Post-Effective Amendment No. 78 on Form
N-1A of American Century Mutual Funds, Inc., Commission File No.
2-14213, and incorporated herein by reference).

EX-27.7.1 Financial Data Schedule for Strategic Allocation: Conservative.

EX-27.7.2 Financial Data Schedule for Strategic Allocation: Moderate.

EX-27.7.3 Financial Data Schedule for Strategic Allocation: Aggressive.

MANAGEMENT AGREEMENT

THIS MANAGEMENT AGREEMENT ("Agreement") is made as of the 1st day of
August, 1997, by and between AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.,
a Maryland corporation (hereinafter called the "Corporation"), and AMERICAN
CENTURY INVESTMENT MANAGEMENT, INC., a Delaware corporation (hereinafter called
the "Investment Manager").

WHEREAS, the Corporation has adopted a Multiple Class Plan dated as of
September 3, 1996 (as the same may be amended from time to time, the "Multiple
Class Plan"), pursuant to Rule 18f-3 of the Investment Company Act of 1940, as
amended (the "Investment Company Act"), and

WHEREAS, the Multiple Class Plan establishes four classes of shares for
certain series of shares of the Corporation: the Investor Class, the
Institutional Class, the Service Class, and the Advisor Class; and

WHEREAS, the parties hereto desire to enter into this Agreement to
arrange for investment management services to be provided by Investment Manager
for all classes of shares issued by the Corporation.

NOW, THEREFORE, IN CONSIDERATION of the mutual promises and agreements
herein contained, the parties agree as follows:

1. Investment Management Services. The Investment Manager shall
supervise the investments of each class of each series of shares of the
Corporation contemplated as of the date hereof, and each class of each
subsequent series of shares as the Corporation shall select the Investment
Manager to manage. In such capacity, the Investment Manager shall either
directly, or through the utilization of others as contemplated by Section 7
below, maintain a continuous investment program for each series, determine what
securities shall be purchased or sold by each series, secure and evaluate such
information as it deems proper and take whatever action is necessary or
convenient to perform its functions, including the placing of purchase and sale
orders. In performing its duties hereunder, the Investment Manager will manage
the portfolio of all classes of shares of a particular series as a single
portfolio.

2. Compliance with Laws. All functions undertaken by the Investment
Manager hereunder shall at all times conform to, and be in accordance with, any
requirements imposed by: (1) the Investment Company Act of 1940, as amended (the
"Investment Company Act"), and any rules and regulations promulgated thereunder;
(2) any other applicable provisions of law; (3) the Articles of Incorporation of
the Corporation as amended from time to time; (4) the Bylaws of the Corporation
as amended from time to time; (5) the Multiple Class Plan; and (6) the
registration statement(s) of the Corporation, as amended from time to time,
filed under the Securities Act of 1933 and the Investment Company Act.

3. Board Supervision. All of the functions undertaken by the Investment
Manager hereunder shall at all times be subject to the direction of the Board of
Directors of the Corporation, its executive committee, or any committee or
officers of the Corporation acting under the authority of the Board of
Directors.

4. Payment of Expenses. The Investment Manager will pay all of the
expenses of each class of each series of the Corporation's shares that it shall
manage other than interest, taxes, brokerage commissions, extraordinary
expenses, the fees and expenses of those directors who are not "interested
persons" as defined in the Investment Company Act (hereinafter referred to as
the "Independent Directors") (including counsel fees), and expenses incurred in
connection with the provision of shareholder services and distribution services
under the Master Distribution and Shareholder Services Plan adopted by the
Corporation and dated September 3, 1996. The Investment Manager will provide the
Corporation with all physical facilities and personnel required to carry on the
business of each class of each series of the Corporation's shares that it shall
manage, including but not limited to office space, office furniture, fixtures
and equipment, office supplies, computer hardware and software and salaried and
hourly paid personnel. The Investment Manager may at its expense employ others
to provide all or any part of such facilities and personnel.

5. Account Fees. The Corporation, by resolution of the Board of
Directors, including a majority of the Independent Directors, may from time to
time authorize the imposition of a fee as a direct charge against shareholder
accounts of any class of one or more of the series, such fee to be retained by
the Corporation or to be paid to the Investment Manager to defray expenses which
would otherwise be paid by the Investment Manager in accordance with the
provisions of paragraph 4 of this Agreement. At least sixty days prior written
notice of the intent to impose such fee must be given to the shareholders of the
affected class and series.

6. Management Fees.

(a) In consideration of the services provided by the Investment
Manager, each class of each series of shares of the Corporation managed by the
Investment Manager shall pay to the Investment Manager a per annum management
fee (hereinafter, the "Applicable Fee") as follows:

<TABLE>
Asset Applicable
Name of Series Name of Class Level Fee Rate
- -------------- ------------- ----- --------
<S> <C> <C> <C>
American Century Investor Class 0-$1 billion 1.00%
Strategic Allocation: $1 billion and over .90%
Conservative Service Class 0-$1 billion .75%
$1 billion and over .65%
Advisor Class 0-$1 billion .75%
$1 billion and over .65%
American Century Investor Class 0-$1 billion 1.10%
Strategic Allocation: $1 billion and over 1.00%
Moderate Service Class 0-$1 billion .85%
$1 billion and over .75%
Advisor Class 0-$1 billion .85%
$1 billion and over .75%

Asset Applicable
Name of Series Name of Class Level Fee Rate
- -------------- ------------- ----- --------

American Century Investor Class 0-$1 billion 1.20%
Strategic Allocation: $1 billion and over 1.10%
Aggressive Service Class 0-$1 billion .95%
$1 billion and over .85%
Advisor Class 0-$1 billion .95%
$1 billion and over .85%
</TABLE>

(b) On the first business day of each month, each class of each series
of shares set forth above shall pay the management fee at the rate specified by
subparagraph (a) of this paragraph 6 to the Investment Manager for the previous
month. The fee for the previous month shall be calculated by multiplying the
Applicable Fee set forth above for each class and series by the aggregate
average daily closing value of the net assets of each class and series during
the previous month, and further multiplying that product by a fraction, the
numerator of which shall be the number of days in the previous month, and the
denominator of which shall be 365 (366 in leap years).

(c) In the event that the Board of Directors of the Corporation shall
determine to issue any additional series or classes of shares for which it is
proposed that the Investment Manager serve as investment manager, the
Corporation and the Investment Manager may enter into an Addendum to this
Agreement setting forth the name of the series, the Applicable Fee and such
other terms and conditions as are applicable to the management of such series of
shares.

7. Subcontracts. In rendering the services to be provided pursuant to
this Agreement, the Investment Manager may, from time to time, engage or
associate itself with such persons or entities as it determines is necessary or
convenient in its sole discretion and may contract with such persons or entities
to obtain information, investment advisory and management services, or such
other services as the Investment Manager deems appropriate. Any fees,
compensation or expenses to be paid to any such person or entity shall be paid
by the Investment Manager, and no obligation to such person or entity shall be
incurred on behalf of the Corporation. Any arrangement entered into pursuant to
this paragraph shall, to the extent required by law, be subject to the approval
of the Board of Directors of the Corporation, including a majority of the
Independent Directors, and the shareholders of the Corporation.

8. Continuation of Agreement. This Agreement shall continue in effect,
unless sooner terminated as hereinafter provided, for a period of two years from
the execution hereof, and for as long thereafter as its continuance is
specifically approved at least annually (a) by the Board of Directors of the
Corporation or by the vote of a majority of the outstanding class of voting
securities of each series and (b) by the vote of a majority of the Directors of
the Corporation, who are not parties to the Agreement or interested persons of
any such party, cast in person at a meeting called for the purpose of voting on
such approval.

9. Termination. This Agreement may be terminated by the Investment
Manager at any time without penalty upon giving the Corporation 60 days' written
notice, and may be terminated at any time without penalty by the Board of
Directors of the Corporation or by vote of a majority of the outstanding voting
securities of each class of each series on 60 days' written notice to the
Investment Manager.

10. Effect of Assignment. This Agreement shall automatically terminate
in the event of assignment by the Investment Manager, the term "assignment" for
this purpose having the meaning defined in Section 2(a)(4) of the Investment
Company Act.

11. Other Activities. Nothing herein shall be deemed to limit or
restrict the right of the Investment Manager, or the right of any of its
officers, directors or employees (who may also be a director, officer or
employee of the Corporation), to engage in any other business or to devote time
and attention to the management or other aspects of any other business, whether
of a similar or dissimilar nature, or to render services of any kind to any
other corporation, firm, individual or association.

12. Standard of Care. In the absence of willful misfeasance, bad faith,
gross negligence, or reckless disregard of its obligations or duties hereunder
on the part of the Investment Manager, it, as an inducement to it to enter into
this Agreement, shall not be subject to liability to the Corporation or to any
shareholder of the Corporation for any act or omission in the course of, or
connected with, rendering services hereunder or for any losses that may be
sustained in the purchase, holding or sale of any security.

13. Separate Agreement. The parties hereto acknowledge that certain
provisions of the Investment Company Act, in effect, treat each series of shares
of an investment company as a separate investment company. Accordingly, the
parties hereto hereby acknowledge and agree that, to the extent deemed
appropriate and consistent with the Investment Company Act, this Agreement shall
be deemed to constitute a separate agreement between the Investment Manager and
each series of shares of the Corporation managed by the Investment Manager.

14. Use of the Names "American Century", "Twentieth Century", and
"Benham". The names "American Century", "Twentieth Century", and "Benham" and
all rights to the use of the names "American Century", "Twentieth Century", and
"Benham" are the exclusive property of American Century Services Corporation
and/or its affiliate, Benham Management Corporation (collectively, "ACSC"). ACSC
has consented to, and granted a non-exclusive license for, the use by the
Corporation of the names "American Century", "Twentieth Century", and "Benham"
in the name of the Corporation and any series of shares thereof. Such consent
and non-exclusive license may be revoked by ACSC in its discretion if ACSC, the
Investment Manager, or a subsidiary or affiliate of either of them is not
employed as the investment adviser of each series of shares of the Corporation.
In the event of such revocation, the Corporation and each series of shares
thereof using the names "American Century", "Twentieth Century", or "Benham"
shall cease using the names "American Century", "Twentieth Century", or
"Benham", unless otherwise consented to by ACSC or any successor to its interest
in such names.

IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed by their respective duly authorized officers as of the day and year
first above written.

AMERICAN CENTURY STRATEGIC AMERICAN CENTURY INVESTMENT
ASSET ALLOCATIONS, INC. MANAGEMENT, INC.

By: /s/ James E. Stowers III By: /s/ James E. Stowers III
Name: James E. Stowers III Name: James E. Stowers III
Title: President Title: President

Attest: /s/ William M. Lyons Attest: /s/ William M. Lyons
Name: William M. Lyons Name: William M. Lyons
Title: Secretary Title: Secretary

CHARLES A. ETHERINGTON
Attorney At Law
4500 Main Street, P.O. Box 418210
Kansas City, Missouri 64141-9210
Telephone (816)340-4051
Telecopier (816)340-4964

March 27, 1998

American Century Strategic Asset Allocations, Inc.
American Century Tower
4500 Main Street
Kansas City, Missouri 64111

Ladies and Gentlemen:

As counsel to American Century Strategic Asset Allocations, Inc. I am
generally familiar with its affairs. Based upon this familiarity, and upon the
examination of such documents as I have deemed relevant, it is my opinion that
the shares of the Corporation described in Post-Effective Amendment No. 3 to its
Registration Statement on Form N-1A to be filed with the Securities and Exchange
Commission on March 27, 1998, will, when issued, be validly issued, fully paid
and nonassessable.

For the record, it should be stated that I am an officer and employee of
American Century Services Corporation, an affiliated corporation of American
Century Investment Management, Inc., the investment adviser of American Century
Strategic Asset Allocations, Inc.

I hereby consent to the use of this opinion as an exhibit to Post-Effective
Amendment No. 3.

Very truly yours,

/s/Charles A. Etherington
Charles A. Etherington

Independent Auditors' Consent

American Century Strategic Asset Allocations, Inc.:

We consent to the use in Post-Effective Amendment No. 3 to Registration
Statement No. 33-79482 of our report dated January 13, 1998, included in the
Annual Report to Shareholders for the year ended November 30, 1997, and
incorporated by reference in the Statement of Additional Information, which is a
part of such Registration Statement, and to the references to us under the
caption "Financial Highlights" appearing in the Prospectuses, which also are a
part of such Registration Statement.

/s/Deloitte & Touche LLP

Kansas City, Missouri
March 26, 1998

Consent of Independent Auditors

We consent to the use of our report dated January 3, 1997 on the Statement of
Changes in Net Assets and Financial Highlights for the period ended November 30,
1996 of American Century Strategic Asset Allocations, Inc. in the Post-Effective
Amendment No. 3 to the Registration Statement (Form N-1A) and related Prospectus
filed with the Securities and Exchange Commission under the Securities Act of
1933 (Registration No. 33-79482) and under the Investment Company Act of 1940
(Registration No. 811-8532).

/s/Ernst & Young LLP

Kansas City, Missouri
March 26, 1998

SCHEDULE OF COMPUTATION OF PERFORMANCE ADVERTISING QUOTATIONS

Set forth below are representative calculations of each type of total
return performance quotation included in the Statement of Additional Information
of American Century Strategic Asset Allocations, Inc.

1. AVERAGE ANNUAL TOTAL RETURN. The average one-year annual total return of
Strategic Allocation: Aggressive, as quoted in the Statement of Additional
Information, was 13.84%.

This return was calculated as follows:

n
P(1+T) =ERV
where,

P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years
ERV = ending redeemable value of the hypothetical $1,000 payment at the end
of the period.

Applying the actual return figures of the fund for the one year period
ended November 30, 1997:

1
1,000(1+T) = $1,138.40

1
(1,138.40)
T = ---------- - 1
(1,000)

T = 13.84%

2. CUMULATIVE TOTAL RETURN. The cumulative total return of Strategic
Allocations: Aggressive from February 15, 1996 (inception) to November 30, 1997,
as quoted in the Statement of Additional Information, was 25.91%

This return was calculated as follows:

(ERV-P)
C = -------
P

where,

C = cumulative total return
P = a hypothetical initial payment of $1,000
ERV = ending redeemable value of the hypothetical $1,000 payment at the
end of the period.

Applying the actual return figures of the fund for the period February 15,
1996 through November 30, 1997.

(1,259.10-1,000)
C = ----------------
1,000

C = 25.91%

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned, American Century
Strategic Asset Allocations, Inc., hereinafter called the "Corporation", and
certain directors and officers of the Corporation, do hereby constitute and
appoint Richard W. Ingram, Patrick A. Looby, Charles A. Etherington, David H.
Reinmiller, and Charles C.S. Park, and each of them individually, their true and
lawful attorneys and agents to take any and all action and execute any and all
instruments which said attorneys and agents may deem necessary or advisable to
enable the Corporation to comply with the Securities Act of 1933 and/or the
Investment Company Act of 1940, as amended, and any rules, regulations, orders,
or other requirements of the United States Securities and Exchange Commission
thereunder, in connection with the registration under the Securities Act of 1933
and/or the Investment Company Act of 1940, as amended, including specifically,
but without limitation of the foregoing, power and authority to sign the name of
the Corporation in its behalf and to affix its corporate seal, and to sign the
names of each of such directors and officers in their capacities as indicated,
to any amendment or supplement to the Registration Statement filed with the
Securities and Exchange Commission under the Securities Act of 1933 and/or the
Investment Company Act of 1940, as amended, and to any instruments or documents
filed or to be filed as a part of or in connection with such Registration
Statement; and each of the undersigned hereby ratifies and confirms all that
said attorneys and agents shall do or cause to be done by virtue hereof.

IN WITNESS WHEREOF, the Corporation has caused this Power to be executed by
its duly authorized officers on this the 23rd day of January, 1998.

AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.

By: /s/ Richard W. Ingram
Richard W. Ingram, President

SIGNATURE AND TITLE

/s/ Richard W. Ingram /s/ Robert W. Doering
Richard W. Ingram Robert W. Doering, M.D.
President, Principal Executive and Principal Director
Financial Officer

/s/ Maryanne Roepke /s/ Andrea C. Hall
Maryanne Roepke Andrea C. Hall, Ph.D.
Vice President and Treasurer Director

/s/ James E. Stowers, Jr. /s/ Donald H. Pratt
James E. Stowers, Jr. Donald H. Pratt
Director Director

/s/ James E. Stowers III /s/ Lloyd T. Silver
James E. Stowers III Lloyd T. Silver
Director Director

/s/ Thomas A. Brown /s/ M. Jeannine Strandjord
Thomas A. Brown M. Jeannine Strandjord
Director Director

Attest: /s/ D.D. (Del) Hock
D.D. (Del) Hock
By: /s/ Patrick A. Looby Director
Patrick A. Looby, Secretary

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT OF AMERICAN CENTURY STRATEGIC ASSET ALLOCATION AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH REPORT. INFORMATION PRESENTED IS A TOTAL OF ALL
CLASSES, EXCEPT WHERE SUCH PRESENTATION IS NOT POSSIBLE(SUCH AS PER SHARE DATA).
IN THOSE CASES, ONLY THE INVESTOR CLASS INFORMATION IS PRESENTED.
</LEGEND>
<CIK> 0000924211
<NAME> AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.
<SERIES>
<NUMBER> 1
<NAME> STRATEGIC ALLOCATION: CONSERVATIVE

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> NOV-30-1997 <F1>
<INVESTMENTS-AT-COST> 159,525,505
<INVESTMENTS-AT-VALUE> 166,278,503
<RECEIVABLES> 2,159,098
<ASSETS-OTHER> 87,048
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 168,524,649
<PAYABLE-FOR-SECURITIES> 3,515,893
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 4,022,961
<TOTAL-LIABILITIES> 7,538,854
<SENIOR-EQUITY> 290,229
<PAID-IN-CAPITAL-COMMON> 145,516,017
<SHARES-COMMON-STOCK> 29,022,901
<SHARES-COMMON-PRIOR> 7,052,098
<ACCUMULATED-NII-CURRENT> 1,196,127
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 7,226,850
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 6,756,572
<NET-ASSETS> 160,985,795
<DIVIDEND-INCOME> 539,913
<INTEREST-INCOME> 3,013,038
<OTHER-INCOME> 0
<EXPENSES-NET> 815,164
<NET-INVESTMENT-INCOME> 2,737,787
<REALIZED-GAINS-CURRENT> 8,306,339
<APPREC-INCREASE-CURRENT> (2,095,441)
<NET-CHANGE-FROM-OPS> 8,948,685
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,754,608
<DISTRIBUTIONS-OF-GAINS> 1,132,509
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 31,247,191
<NUMBER-OF-SHARES-REDEEMED> 9,805,393
<SHARES-REINVESTED> 529,005
<NET-CHANGE-IN-ASSETS> 123,902,848
<ACCUMULATED-NII-PRIOR> 192,595
<ACCUMULATED-GAINS-PRIOR> 73,373
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 792,805
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 815,164
<AVERAGE-NET-ASSETS> 79,224,554
<PER-SHARE-NAV-BEGIN> 5.26 <F2>
<PER-SHARE-NII> 0.19 <F2>
<PER-SHARE-GAIN-APPREC> 0.36 <F2>
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.17 <F2>
<RETURNS-OF-CAPITAL> 0.09
<PER-SHARE-NAV-END> 5.55 <F2>
<EXPENSE-RATIO> 1.00 <F2>
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

<FN>
<F1>SCHEDULE RELFECTS THE TOTAL FOR ALL CLASSES, EXCEPT WHERE INDICATED.
<F2>INVESTOR CLASS INFORMATION ONLY.
</FN>

</TABLE>

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> NOV-30-1997 <F1>
<INVESTMENTS-AT-COST> 199,505,968
<INVESTMENTS-AT-VALUE> 211,325,803
<RECEIVABLES> 2,889,130
<ASSETS-OTHER> 418,401
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 214,633,334
<PAYABLE-FOR-SECURITIES> 4,338,256
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 337,729
<TOTAL-LIABILITIES> 4,675,985
<SENIOR-EQUITY> 351,131
<PAID-IN-CAPITAL-COMMON> 190,287,652
<SHARES-COMMON-STOCK> 35,113,083
<SHARES-COMMON-PRIOR> 12,073,128
<ACCUMULATED-NII-CURRENT> 1,264,693
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 6,225,881
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 11,827,992
<NET-ASSETS> 209,957,349
<DIVIDEND-INCOME> 1,295,486
<INTEREST-INCOME> 3,777,271
<OTHER-INCOME> 0
<EXPENSES-NET> 1,605,588
<NET-INVESTMENT-INCOME> 3,467,169
<REALIZED-GAINS-CURRENT> 6,702,937
<APPREC-INCREASE-CURRENT> 7,927,799
<NET-CHANGE-FROM-OPS> 18,097,905
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 2,860,021
<DISTRIBUTIONS-OF-GAINS> 91,475
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 32,820,414
<NUMBER-OF-SHARES-REDEEMED> 11,152,285
<SHARES-REINVESTED> 521,826
<NET-CHANGE-IN-ASSETS> 144,555,027
<ACCUMULATED-NII-PRIOR> 266,895
<ACCUMULATED-GAINS-PRIOR> 5,069
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,565,328
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,605,588
<AVERAGE-NET-ASSETS> 143,690,874
<PER-SHARE-NAV-BEGIN> 5.00 <F2>
<PER-SHARE-NII> 0.14 <F2>
<PER-SHARE-GAIN-APPREC> 0.56 <F2>
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.13 <F2>
<RETURNS-OF-CAPITAL> 0.01
<PER-SHARE-NAV-END> 5.98 <F2>
<EXPENSE-RATIO> 1.10 <F2>
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

<FN>
<F1>SCHEDULE RELFECTS THE TOTAL FOR ALL CLASSES, EXCEPT WHERE INDICATED.
<F2>INVESTOR CLASS INFORMATION ONLY.
</FN>

</TABLE>

<ARTICLE> 6
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE ANNUAL REPORT OF AMERICAN CENTURY STRATEGIC ASSET ALLOCATION
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH REPORT.
INFORMATION PRESENTED IS A TOTAL OF ALL CLASSES, EXCEPT WHERE
SUCH PRESENTATION IS NOT POSSIBLE(SUCH AS PER SHARE DATA). IN
THOSE CASES, ONLY THE INVESTOR CLASS INFORMATION IS PRESENTED.
</LEGEND>
<CIK> 0000924211
<NAME> AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.
<SERIES>
<NUMBER> 3
<NAME> STRATEGIC ALLOCATION: AGGRESSIVE

<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> NOV-30-1997
<PERIOD-END> NOV-30-1997 <F1>
<INVESTMENTS-AT-COST> 109,168,712
<INVESTMENTS-AT-VALUE> 118,909,912
<RECEIVABLES> 1,604,242
<ASSETS-OTHER> 240,215
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 120,754,369
<PAYABLE-FOR-SECURITIES> 2,859,262
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 303,463
<TOTAL-LIABILITIES> 3,162,725
<SENIOR-EQUITY> 188,266
<PAID-IN-CAPITAL-COMMON> 102,709,117
<SHARES-COMMON-STOCK> 18,826,626
<SHARES-COMMON-PRIOR> 9,242,136
<ACCUMULATED-NII-CURRENT> 1,580,834
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 3,365,487
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 9,747,940
<NET-ASSETS> 117,591,644
<DIVIDEND-INCOME> 895,216
<INTEREST-INCOME> 1,623,289
<OTHER-INCOME> 0
<EXPENSES-NET> 1,105,939
<NET-INVESTMENT-INCOME> 1,412,566
<REALIZED-GAINS-CURRENT> 3,912,369
<APPREC-INCREASE-CURRENT> 6,690,552
<NET-CHANGE-FROM-OPS> 12,015,487
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 374,754
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 16,609,842
<NUMBER-OF-SHARES-REDEEMED> 7,276,324
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 65,443,604
<ACCUMULATED-NII-PRIOR> 301,109
<ACCUMULATED-GAINS-PRIOR> (304,969)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,072,780
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1,105,939
<AVERAGE-NET-ASSETS> 90,523,273
<PER-SHARE-NAV-BEGIN> 5.53 <F2>
<PER-SHARE-NII> 0.09 <F2>
<PER-SHARE-GAIN-APPREC> 0.67 <F2>
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> 0.04 <F2>
<RETURNS-OF-CAPITAL> 0.00
<PER-SHARE-NAV-END> 6.25 <F2>
<EXPENSE-RATIO> 1.20 <F2>
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0.00

<FN>
<F1>SCHEDULE RELFECTS THE TOTAL FOR ALL CLASSES, EXCEPT WHERE INDICATED.
<F2>INVESTOR CLASS INFORMATION ONLY.
</FN>

</TABLE>