ALLIANCE CAPITAL RESERVES
N-30D, 2000-08-29
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Alliance
Money
Reserves

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                          Alliance Capital [LOGO](R)

Annual Report
June 30, 2000

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<PAGE>

LETTER TO SHAREHOLDERS                                  Alliance Money Reserves
===============================================================================

August 2, 2000

Dear Shareholder:

We are pleased to provide you with an update of Alliance Money Reserves for the
annual reporting period ended June 30, 2000.

U.S. financial markets were anticipating some signs of a slowdown for the first
half of 2000--some sign that past Fed rate hikes were having an effect and that
little, if any, further tightening would be necessary. The U.S. economy,
however, has continued to grow. The U.S. Commerce Department recently reported
that the U.S. economy grew at an impressive, seasonally-adjusted annual rate of
+5.2% during the spring quarter. Inflation, as measured by the broad and
reliable gross domestic purchases and personal consumption price indices, held
stable at 2.5% on a year-earlier basis. The second-quarter growth number, well
above the 3.5% to 4.0%, consensus and actually faster than a downward-revised
quarter-one growth rate of +4.8%, created immediate anxiety. As a result,
interest rates headed higher and stock prices headed lower.

The U.S. economy's gross domestic product report does, however, give evidence
to some signs of cooling off. For example, a key measure of aggregate demand
(real final sales) slowed sharply to +4.2% from +6.7% in the first quarter.
Monthly evidence that consumers had taken a break from their long-running
shopping spree was confirmed. Household spending dipped to just +3.0% in the
second quarter versus +7.6% in the first quarter. Unwanted inventories added a
full percentage point to second-quarter growth. We also believe that a more
meaningful comparison can be made between growth during the second half of 1999
(+7.0%) and growth during the first half of this year (+5.0%).

In his late-July Congressional testimony, Fed Chairman Alan Greenspan laid out
an upbeat forecast for the U.S. economy and rendered a somewhat
self-congratulatory assessment of the role the Federal Reserve has played in
securing that future. To be sure, we welcome his endorsement of both the "New
Economy" paradigm and our own bullishness about accelerating productivity. The
subsequent report on employment costs, showing a quarter-to-quarter gain of
only 1.0% in the spring versus a 1.4% rise in the first quarter, and the
soon-to-be-released report on second-quarter productivity, should help to
validate the Chairman's optimism. Mr. Greenspan is repositioning the Fed to
play a more reactive role going forward. He understands that financial markets
should and must take the lead role in terms of steering the New Economy. As a
consequence, although we still believe the Fed will tighten further, we look
for that tightening to come late in the year and only after the bond market has
laid the groundwork.

As for U.S. financial markets, the road to higher prices will be a bit bumpier
than we expected. Inaction by the Fed toward the end of August could open the
window to the upside, but for now we see more volatility than opportunity. With
an election in front of us, the next several months could be a difficult time
for investors. Therefore investors may want to use periods of asset market
strength to establish more defensive positions.

We appreciate your investment in the portfolios of Alliance Money Reserves and
look forward to reporting further investment progress in the coming period.

Sincerely,


/s/ Ronald M. Whitehall

Ronald M. Whitehall
President


1
<PAGE>

STATEMENT OF NET ASSETS
June 30, 2000                                           Alliance Money Reserves
===============================================================================

 Principal
  Amount
   (000)   Security (a)             Yield             Value
-------------------------------------------------------------------------------

           COMMERCIAL PAPER-47.0%
           Abbey National NA
$  20,000  9/28/00.............      6.24%        $  19,691,467
           Aegon Funding Corp. N.V.
   11,000  9/26/00.............      6.23            10,834,386
           Alcoa, Inc.
   15,000  8/23/00.............      6.57            14,854,912
           Asset Backed Capital
           Finance, Ltd.
   12,000  11/15/00 FRN (b)....      6.79            12,000,000
   11,000  2/07/01 MTN (b).....      6.80            11,000,000
           Associates Corp. of
           North America
    8,000  8/30/00.............      6.57             7,912,400
           AT&T Corp.
   26,204  8/23/00.............      6.57            25,950,839
           BAA Plc
   14,149  8/15/00.............      6.45            14,034,924
           Bank of America Corp.
   24,000  11/06/00............      6.61            23,435,947
           Banque Generale
           Du Luxembourg
    8,000  7/13/00.............      6.57             7,982,480
           BBV Finance
           Delaware, Inc.
   15,000  9/05/00.............      6.59            14,818,775
           Bell Atlantic Financial
           Services
    8,000  8/25/00.............      6.57             7,919,700
   20,000  8/15/00.............      6.60            19,835,000
           CDC Commercial Paper
   32,300  7/05/00.............      6.90            32,275,237
           Certain Funding Corp.
   10,000  9/11/00 (b).........      6.63             9,867,400
           Concord Minute-A
   11,000  7/10/00 (b).........      6.15            10,983,087
           Corporate Receivables
           Corp.
   17,000  8/22/00 (b).........      6.64            16,836,951
           Cregem North America,
           Inc.
   15,000  9/18/00.............      6.57            14,783,737
           CS First Boston, Inc.
   14,000  8/11/00 (b).........      6.63            13,894,288
           CXC, Inc.
   10,000  8/22/00 (b).........      6.62             9,904,378
   20,000  8/21/00 (b).........      6.65            19,811,583
           DaimlerChrysler Corp.
   25,000  7/12/00.............      6.81            24,947,979
           Den Danske Corp.
   10,000  9/08/00.............      6.59             9,873,787
           Eksportfinans ALS
   10,000  9/07/00.............      6.55             9,876,278
           Equilon Enterprises LLC
   20,000  8/23/00.............      6.57            19,806,550
           Ford Motor Credit Corp.
   25,000  7/06/00.............      6.81            24,976,354
           Fortis Funding
   15,000  8/28/00.............      6.57            14,841,064
           Four Winds Funding
           Corp.
   11,700  10/27/00 (b)........      6.62            11,446,123
           Galaxy Funding, Inc.
   10,000  9/06/00 (b).........      6.66             9,876,050
           Golden Funding Corp.
   10,258  8/31/00 (b).........      6.60            10,143,282
    5,000  8/14/00 (b).........      6.64             4,959,422
           Goldman Sachs Group LP
   10,000  8/15/00 (b).........      6.58             9,917,750
   17,000  8/23/00 (b).........      6.60            16,834,817
           Grand Funding Corp.
   14,000  8/23/00 (b).........      6.63            13,863,348
           ING America Insurance
           Holdings, Inc.
   10,000  8/16/00.............      6.58             9,915,922
    5,000  9/06/00.............      6.60             4,938,584
    6,400  9/14/00.............      6.63             6,311,600
           International
           Securitization Corp.
   20,000  7/14/00 (b).........      6.62            19,952,189
    9,738  9/15/00 (b).........      6.64             9,601,495
           KFW International
           Finance, Inc.
   15,000  8/28/00.............      6.57            14,841,225
           National City Corp.
   25,000  8/29/00.............      6.59            24,729,993
           National Rural Utility
           Corp.
   15,000  8/23/00.............      6.58            14,854,692
           Pfizer Corp.
    9,510  8/09/00 (b).........      6.57             9,442,313
           Santander Finance
   15,000  9/29/00.............      6.59            14,752,875
           Sheffield Receivables
           Corp.
   25,000  7/26/00 (b).........      6.67            24,884,201
           Teachers Insurance
    8,700  7/28/00.............      6.60             8,656,935
   15,000  7/31/00.............      6.60            14,917,500
           UBS Finance
   60,000  7/05/00.............      7.10            59,953,267


2
<PAGE>

                                                        Alliance Money Reserves
===============================================================================

 Principal
  Amount
   (000)   Security (a)             Yield             Value
-------------------------------------------------------------------------------

           Variable Funding
           Capital Corp.
$  15,000  9/05/00 (b).........      6.60%        $  14,818,500
   20,000  9/11/00 (b).........      6.62            19,735,200
           Wal-Mart Stores, Inc.
   19,000  8/22/00.............      6.56            18,819,965
    7,000  9/06/00.............      6.58             6,914,277
           Wells Fargo Corp.
   29,000  8/28/00.............      6.58            28,692,568
           Westways Funding IV,
           Ltd.
   10,000  9/07/00 (b).........      6.68             9,873,822
           Westways Funding V,
           Ltd.
   15,000  9/07/00 (b).........      6.68            14,810,733
                                                  -------------
           Total Commercial Paper
           (amortized cost
           $851,408,151).......                     851,408,151
                                                  -------------
           CERTIFICATES OF
           DEPOSIT-20.7%
           Commerzbank
   20,000  6.65%, 8/23/00......      6.64            20,000,291
           Deutsche Bank FRN
   22,000  6.54%, 3/13/01......      6.58            21,993,950
           Dexia CLF Finance Co.
   15,000  6.62%, 9/01/00 WI...      6.62            15,000,000
           Dresdner Bank AG
   42,000  6.46%, 12/11/00.....      6.46            42,000,000
           Landesbank Baden-
           Wurttemberg
   45,000  7.37%, 5/30/01......      7.37            45,000,000
           Landesbank-Hessen-
           Thueringen
    5,000  5.92%, 9/29/00......      5.98             4,999,293
   27,000  7.14%, 5/08/01......      7.18            26,998,370
           Lloyds Bank Plc
   12,000  7.29%, 5/16/01......      7.30            11,999,010
           Merita-Nordbanken Plc
   25,000  6.71%, 9/28/00......      6.71            25,000,000
           National Westminster
           Bank
   15,000  5.67%, 7/05/00......      5.68            14,999,937
   10,000  7.21%, 3/08/01......      7.20            10,000,657
           Nordeutsche Landesbank
   10,000  6.20%, 12/01/00.....      6.27             9,997,203
           Rabo Bank
   15,000  6.16%, 12/14/00.....      6.20            14,997,397
   10,000  6.68%, 2/12/01......      6.71             9,997,944
   15,000  7.29%, 5/16/01......      7.30            14,998,763
           Royal Bank of Canada
    5,000  5.86%, 8/09/00......      5.90             4,999,796
           Royal Bank of Scotland
   20,000  6.63%, 8/31/00......      6.63            20,000,000
           Southtrust Bank NA
   12,000  6.66%, 7/17/00......      6.66            12,000,000
   16,000  6.73%, 9/15/00......      6.73            16,000,000
           U.S. Bank NA FRN
   25,000  6.67%, 8/28/00......      6.57            25,000,000
           Wachovia Bank
    9,000  5.95%, 9/11/00......      5.95             9,000,000
                                                 --------------
           Total Certificates
           of Deposit
           (amortized cost
           $374,982,611).......                     374,982,611
                                                 --------------
           U.S. GOVERNMENT
           AGENCY
           OBLIGATIONS-14.3%
           Federal Home Loan
           Bank
   39,000  6.40%, 2/09/01 MTN..      6.42            38,994,558
   44,000  6.56%, 10/06/00 FRN.      6.63            43,992,023
   12,400  6.60%, 2/02/01 FRN..      6.60            12,400,000
   47,000  6.63%,
           10/16/00 FRN (c)....      6.73            46,985,932
           Federal National
           Mortgage Assn. MTN
   20,000  6.63%, 3/01/01......      6.64            19,999,201
   40,000  7.25%, 5/25/01......      7.25            40,000,000
           Student Loan
           Marketing Assn. FRN
   57,000  6.54%, 10/12/00.....      6.65            56,982,758
                                                 --------------
           Total U.S. Government
           Agency Obligations
           (amortized cost
           $259,354,472).......                     259,354,472
                                                 --------------

           CORPORATE
           OBLIGATIONS-12.3%
           Allstate Life Insurance
           Funding Agreement
           FRN
   20,000  6.69%, 8/31/00 (d)..      6.69            20,000,000
           Beta Finance Corp.
           MTN
   24,000  7.30%, 5/15/01 (b)..      7.30            24,000,000
           Centauri Corp. USA,
           Inc. FRN
   20,000  6.80%, 9/08/00 (b)..      6.80            20,000,000


3
<PAGE>

STATEMENT OF NET ASSETS (continued)                     Alliance Money Reserves
===============================================================================

 Principal
  Amount
   (000)   Security (a)             Yield             Value
-------------------------------------------------------------------------------

           Dorada Finance, Inc.
           MTN
$  40,000  7.44%, 6/08/01 (b)..      7.44%        $  40,000,000
           Merrill Lynch & Co.,
           Inc. MTN
   40,000  6.63%, 4/12/01......      6.63            39,996,859
           Metlife Funding
           Agreement FRN WI
   23,000  6.65%, 4/02/01......      6.65            23,000,000
           Prudential of America
           Insurance Co. Funding
           Agreement FRN
   11,000  6.65%, 11/30/00.....      6.65            11,000,000
           Sigma Finance, Inc. MTN
   15,000  6.80%, 7/25/00 (b)..      6.80            15,000,000
           Toyota Motor Credit
           Corp. FRN
   20,000  6.72%, 9/21/00......      6.72            20,000,000
           Travelers Life Funding
           Agreement FRN
   10,000  6.70%, 7/21/00 (d)..      6.70            10,000,000
                                                 --------------
           Total Corporate Obligations
           (amortized cost
           $222,996,859).......                     222,996,859
                                                 --------------
           TIME DEPOSITS-4.1%
           Bank of Tokyo-Mitsubishi
           25,000  6.94%, 7/05/00    6.94            25,000,000
           Suntrust Bank
   18,600  7.00%, 7/05/00......      7.00            18,600,000
           Toronto Dominion
   25,000  7.06%, 7/05/00......      7.06            25,000,000
           Westdeutsche
           Landesbank
    5,000  7.13%, 7/03/00......      7.13             5,000,000
                                                 --------------
           Total Time Deposits
           (amortized cost
           $73,600,000)........                      73,600,000
                                                 --------------
           BANK
           OBLIGATIONS-2.0%
           American Express
           Centurion Bank MTN
   17,000  6.66%, 3/07/01......      6.66            17,000,000
           Lasalle National
           Bank NA
   20,000  6.50%, 10/30/00.....      6.50            20,000,000
                                                 --------------
           Total Bank Obligations
           (amortized cost
           $37,000,000)........                      37,000,000
                                                 --------------
           TOTAL INVESTMENTS-100.4%
           (amortized cost
           $1,819,342,093).....                   1,819,342,093
           Other assets less
           liabilities-(0.4%)..                      (6,856,875)
                                                 --------------
           NET ASSETS-100%
           (offering and redemption
           price of $1.00 per share;
           1,813,671,078 shares
           outstanding)........                  $1,812,485,218
                                                 ==============

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(a)   All securities either mature or their interest rate changes in 397 days
      or less.

(b)   Securities issued in reliance on section 4(2) or Rule 144A of the
      Securities and Exchange Act of 1933. Rule 144A securities may be resold
      in transactions exempt from registration, normally to qualified
      institutional buyers. At June 30, 2000, these securities amounted to
      $403,456,932, representing 22.3% of net assets.

(c)   Security, or a portion thereof, with an aggregate market value of
      $46,985,932 has been segregated to collateralize when issued securities.

(d)   Funding Agreements which are Illiquid securities and subject to
      restrictions as to resale. These securities amounted to $30,000,000,
      representing 1.7% of net assets (see Note A).

      Glossary of Terms:

      FRN - Floating Rate Note
      MTN - Medium Term Note
      WI  - When Issued

      See notes to financial statements.


4
<PAGE>

STATEMENT OF OPERATIONS
Year Ended June 30, 2000                                Alliance Money Reserves
===============================================================================

<TABLE>
<S>                                                            <C>
INVESTMENT INCOME
   Interest.....................................................$   106,159,912
EXPENSES
   Advisory fee (Note B)........................................$     8,904,001
   Distribution assistance and administrative service (Note C).....   6,918,952
   Transfer agency (Note B)........................................   1,066,947
   Registration fees...............................................     787,824
   Custodian fees..................................................     308,422
   Printing........................................................     181,640
   Audit and legal fees............................................      41,747
   Trustees' fees..................................................      19,457
   Miscellaneous...................................................      22,254
                                                                   ------------
   Total expenses..................................................  18,251,244
   Less: expense reimbursement.....................................   (264,007)
                                                                ---------------
   Net expenses....................................................  17,987,237
                                                                ---------------
   Net investment income...........................................  88,172,675
REALIZED GAIN ON INVESTMENTS
   Net realized gain on investment transactions....................       1,175
                                                                ---------------
NET INCREASE IN NET ASSETS FROM OPERATIONS......................$    88,173,850
                                                                ===============
</TABLE>

STATEMENT OF CHANGES IN NET ASSETS
===============================================================================

<TABLE>
<CAPTION>
                                                  Year Ended        Year Ended
                                               June 30, 2000      June 30, 1999
                                             ---------------    ---------------
<S>                                          <C>                <C>
INCREASE IN NET ASSETS FROM OPERATIONS
   Net investment income ....................$    88,172,675    $    60,259,581
   Net realized gain on investment transactions .......1,175              1,042
                                             ---------------    ---------------
   Net increase in net assets from operations ....88,173,850         60,260,623
DIVIDENDS TO SHAREHOLDERS FROM:
   Net investment income .......................(88,172,675)       (60,259,581)


TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
   Net increase (Note E) ........................405,095,142        241,040,921
                                             ---------------    ---------------
   Total increase ...............................405,096,317        241,041,963
NET ASSETS
   Beginning of period ........................1,407,388,901      1,166,346,938
                                             ---------------    ---------------
   End of period ............................$.1,812,485,218    $ 1,407,388,901
                                             ===============    ===============
</TABLE>

-------------------------------------------------------------------------------

See notes to financial statements.


5
<PAGE>

NOTES TO FINANCIAL STATEMENTS
June 30, 2000                                           Alliance Money Reserves
===============================================================================

NOTE A: Significant Accounting Policies

Alliance Capital Reserves (the "Trust") is an open-end diversified investment
company registered under the Investment Company Act of 1940. The Trust consists
of two portfolios: Alliance Capital Reserves and Alliance Money Reserves (the
"Portfolio"), each of which is considered to be a separate entity for financial
reporting and tax purposes. The Portfolio pursues its objectives by maintaining
a portfolio of high-quality money market securities all of which, at the time
of investment, have remaining maturities of 397 days or less. The financial
statements have been prepared in conformity with accounting principles
generally accepted in the United States, which require management to make
certain estimates and assumptions that affect the reported amounts of assets
and liabilities in the financial statements and amounts of income and expenses
during the reporting period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Portfolio.

1. Valuation of Securities

Securities in which the Portfolio invests are traded primarily in the
over-the-counter market and are valued at amortized cost, under which method a
portfolio instrument is valued at cost and any premium or discount is amortized
on a constant basis to maturity. Certain illiquid securities containing
unconditional puts at par value are also valued at amortized cost.

2. Taxes

It is the Portfolio's policy to meet the requirements of the Internal Revenue
Code applicable to regulated investment companies and to distribute all of its
investment company taxable income and net realized gains, if any, to its
shareholders. Therefore, no provisions for federal income or excise taxes are
required.

3. Dividends

The Portfolio declares dividends daily from net investment income and
automatically reinvests such dividends in additional shares at net asset value.
Net realized capital gains on investments, if any, are expected to be
distributed near year end.

4. Investment Income and Investment Transactions

Interest income is accrued as earned. Investment transactions are recorded on
a trade date basis. Realized gain (loss) from investment transactions is
recorded on the identified cost basis.

-------------------------------------------------------------------------------

NOTE B: Advisory Fee and Transactions with an Affiliate of the Adviser

The Portfolio pays its Adviser, Alliance Capital Management L.P., an advisory
fee at the annual rate of .50% on the first $1.25 billion of average daily net
assets; .49% on the next $.25 billion; .48% on the next $.25 billion; .47% on
the next $.25 billion; .46% on the next $1 billion; and .45% in excess of $3
billion. The Adviser has agreed, pursuant to the advisory agreement, to
reimburse the Portfolio to the extent that its annual aggregate expenses
(excluding taxes, brokerage, interest and, where permitted, extraordinary
expenses) exceed 1% of its average daily net assets for any fiscal year. For
the year ended June 30, 2000, the reimbursement amounted to $264,007.

The Portfolio compensates Alliance Fund Services, Inc., a wholly-owned
subsidiary of the Adviser, under a Transfer Agency Agreement for providing
personnel and facilities to perform transfer agency services for the Portfolio.
Such compensation amounted to $362,176 for the year ended June 30, 2000.

For the year ended June 30, 2000, the Fund's expenses were reduced by $2,253
under an expense off set arrangement with Alliance Fund Services, Inc.

--------------------------------------------------------------------------------
NOTE C: Distribution Assistance and Administrative Services Plan

Under this Plan, the Portfolio pays Alliance Fund Distributors, Inc. (the
"Distributor"), a wholly-owned subsidiary of the Adviser, a distribution fee at
the annual rate of .25% of the average daily value of the Portfolio's net
assets. The Plan provides that the Distributor will use such payments in their
entirety for distribution assistance and promotional activities. For the year
ended June 30, 2000, the distribution fee amounted to $4,496,809. In addition,
the Portfolio may reimburse certain broker-dealers for administrative costs
incurred in connection


6
<PAGE>
                                                        Alliance Money Reserves
===============================================================================

with providing shareholder services, and may reimburse the Adviser for
accounting and bookkeeping, and legal and compliance support. For the year
ended June 30, 2000, such payments by the Portfolio amounted to $2,422,143, a
substantial portion of which was paid to the Adviser and its affiliates.

-------------------------------------------------------------------------------
NOTE D: Investment Transactions

At June 30, 2000, the cost of investments for federal income tax purposes was
the same as the cost for financial reporting purposes. At June 30, 2000, the
Portfolio had a capital loss carryforward of $616,141, of which $71,637 expires
in 2001, $64,655 expires in 2002 and $479,849 expires in the year 2003. To the
extent that any net capital loss carryforward is used to offset future capital
gains, it is probable that these gains will not be distributed to shareholders.
The Portfolio utilized $1,175 of capital loss carryforward in the current year.

-------------------------------------------------------------------------------
NOTE E: Transactions in Shares of Beneficial Interest

An unlimited number of shares ($.001 par value) are authorized. At June 30,
2000, capital paid-in aggregated $1,813,101,359. Transactions, all at $1.00 per
share, were as follows:

<TABLE>
<CAPTION>
                                          Year Ended              Year Ended
                                            June 30,                 June 30,
                                             2000                    1999
                                         --------------          --------------
<S>                                      <C>                     <C>
Shares sold...............................3,949,919,434           2,797,230,722
Shares issued on reinvestments
  of dividends.............................  88,172,675              60,259,581
Shares redeemed........................ (3,632,996,967)         (2,616,449,382)
                                        --------------          --------------
Net increase.............................. 405,095,142             241,040,921
                                        ==============          ==============
</TABLE>


7

<PAGE>

FINANCIAL HIGHLIGHTS                                    Alliance Money Reserves
===============================================================================

Selected Data For A Share Of Beneficial Interest Outstanding Throughout Each
Period

<TABLE>
<CAPTION>
                                                              Year Ended June 30,
                                    ---------------------------------------------------------------
                                     2000           1999           1998           1997         1996
                                    -----          -----          -----          -----        -----
<S>                                 <C>            <C>            <C>            <C>          <C>
Net asset value,
  beginning of period              $1.00          $1.00          $1.00          $1.00        $1.00
                                   -----          -----          -----          -----        -----
Income from Investment Operations
Net investment income (a) ...........049           .043           .047           .045         .047
                                    -----          -----          -----          -----        -----
Less: Dividends
Dividends from net
  investment income .              (.049)         (.043)         (.047)         (.045)       (.047
                                    -----          -----          -----          -----        -----
Net asset value, end of period .... $1.00          $1.00          $1.00          $1.00        $1.00
                                    =====          =====          =====          =====        =====
Total Return
Total investment return based
  on net asset value (b)            4.98%          4.39%          4.83%          4.64%        4.81%

Ratios/Supplemental Data
Net assets, end of period
  (in millions) ............      $1,812         $1,407         $1,166         $1,011         $755
Ratios to average net assets of:
   Expenses, net of waivers
  and reimbursements .....         1.00%          1.00%          1.00%          1.00%        1.00%
   Expenses, before waivers
  and reimbursements .....         1.01%          1.02%          1.02%          1.06%        1.00%
   Net investment income (a) ..    4.90%          4.28%          4.72%          4.55%        4.80%
</TABLE>

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(a)   Net of expenses reimbursed or waived by the Adviser.

(b)   Total investment return is calculated assuming an initial investment made
      at the net asset value at the beginning of the period, reinvestment of
      all dividends and distributions at net asset value during the period, and
      redemption on the last day of the period. Total investment return
      calculated for a period of less than one year is not annualized.


8

<PAGE>

REPORT OF INDEPENDENT ACCOUNTANTS                       Alliance Money Reserves
===============================================================================

To the Board of Trustees and Shareholders of
Alliance Money Reserves Portfolio

In our opinion, the accompanying statement of net assets and the related
statements of operations and of changes in net assets and the financial
highlights present fairly, in all material respects, the financial position of
Alliance Money Reserves Portfolio (the "Fund") at June 30, 2000, and the
results of its operations, the changes in its net assets and the financial
highlights for the year then ended, in conformity with accounting principles
generally accepted in the United States. These financial statements and
financial highlights (hereafter referred to as "financial statements") are the
responsibility of the Fund's management; our responsibility is to express an
opinion on these financial statements based on our audit. We conducted our
audit of these financial statements in accordance with auditing standards
generally accepted in the United States, which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement
presentation. We believe that our audit, which included confirmation of
securities at June 30, 2000, by correspondence with the custodian and brokers,
provides a reasonable basis for the opinion expressed above. The financial
statements for the year ended June 30, 1999, including the financial highlights
for each of the four years in the period then ended, were audited by other
independent accountants whose report dated July 23, 1999, expressed an
unqualified opinion on those financial statements.

PricewaterhouseCoopers LLP
New York, New York
July 28, 2000
9


<PAGE>

                                                        Alliance Money Reserves
===============================================================================

Alliance Money Reserves
1345 Avenue of the Americas
New York, NY 10105
Toll-free 1(800)221-5672

TRUSTEES

Dave H. Williams, Chairman
John D. Carifa
Sam Y. Cross (1)
Charles H.P. Duell (1)
William H. Foulk, Jr. (1)
David K. Storrs (1)
Shelby White (1)

OFFICERS

Dave H. Willliams, Chairman
Ronald M. Whitehill, President
Kathleen A. Corbet, Senior Vice President
Andrew M. Aran, Senior Vice President
Drew A. Biegel, Senior Vice President
John R. Bonczek, Senior Vice President
Doris T. Ciliberti, Senior Vice President
Robert I. Kurzweil, Senior Vice President
Wayne D. Lyski, Senior Vice President
Patricia Ittner, Senior Vice President
Raymond J. Papera, Senior Vice President
Kenneth T. Carty, Vice President
John F. Chiodi, Jr., Vice President
Maria R. Cona, Vice President
John Dona, Vice President
William J. Fagan, Vice President
Linda D. Kelley, Vice President
Joseph R. LaSpina, Vice President
Edmund P. Bergan, Jr., Secretary
Mark D. Gersten, Treasurer and
   Chief Financial Officer
Vincent S. Noto, Controller

CUSTODIAN

State Street Bank and Trust Company
P.O. Box 1912
Boston, MA 02105

DISTRIBUTOR

Alliance Fund Distributors, Inc.
1345 Avenue of the Americas
New York, NY 10105

TRANSFER AGENT

Alliance Fund Services
P.O. Box 1520
Secaucus, NJ 07096-1520
Toll-Free 1-(800) 221-5672

INDEPENDENT ACCOUNTANTS

PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, NY 10036

LEGAL COUNSEL

Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004

-------------------------------------------------------------------------------

(1)   Members of the Audit Committee.


10
<PAGE>

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<PAGE>

                                                              -----------------
Alliance Money Reserves                                            BULK RATE
1345 Avenue of the Americas, New York, NY 10105                  U.S. POSTAGE
Toll free 1 (800) 221-5672                                           PAID
                                                                 New York, NY
Yields. For current recorded yield information on Alliance      Permit No. 7131
Money Reserves, call on a touch-tone telephone toll-free      -----------------
(800) 251-0539 and press the following sequence of keys:

-  -  -  -  -  -  -
*  *  1  2  3  6  #
-  -  -  -  -  -  -

For non-touch-tone telephones, call toll-free (800) 221-9513
------------------------------------------------------------

Alliance Capital [LOGO](R)

(R) These registered service marks used under license from the owner, Alliance
Capital Management L.P.

AMRAR600



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