ALLIANCE GROWTH AND INCOME FUND
SEMI-ANNUAL REPORT
APRIL 30, 1997
ALLIANCE CAPITAL
LETTER TO SHAREHOLDERS ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
May 22, 1997
Dear Shareholder:
We are pleased to provide you with an update of your Fund's performance and
market activity for Alliance Growth and Income Fund for the period ended April
30, 1997.
INVESTMENT PERFORMANCE
The following table shows how your Fund performed in comparison to the
performance of the S&P 500 Stock Index and the Lipper Growth & Income Funds
Average for the period ended April 30, 1997.
As you can see from the table, your Fund outperformed its growth and income
peer group as represented by the Lipper Growth and Income Funds Average over
the six and twelve month periods ended April 30, 1997. However, growth and
income funds as a class lagged the performance of the S&P 500 Stock Index, as
did your Fund. This time frame was characterized by the continued market
leadership of very large capitalization growth stocks, such as Coca-cola
Corporation, General Electric and Microsoft. Our long-term, valuation-driven
stock selection process has led us to underweight these types of stocks as they
approach historically high prices in relation to their earnings and revenue
potential.
While large cap stocks have continued to appreciate faster than the broader
market, we believe that this trend will reverse at some point in the not too
distant future. Therefore, we maintain our emphasis on owning stocks with more
reasonable valuations, as we are confident that this is the best long-term
approach for your Fund.
INVESTMENT RESULTS*
Period Ended April 30, 1997
TOTAL RETURN
6 MONTHS 12 MONTHS
---------- -----------
ALLIANCE GROWTH AND INCOME FUND
Class A 13.29% 20.28%
Class B 12.60% 19.16%
Class C 12.98% 19.56%
S&P 500 STOCK INDEX 14.71% 25.12%
LIPPER GROWTH & INCOME
FUNDS AVERAGE 10.43% 17.77%
* TOTAL RETURNS ARE BASED ON THE NET ASSET VALUE OF EACH CLASS OF SHARES AS OF
APRIL 30, 1997. THE UNMANAGED S&P 500 STOCK INDEX INCLUDES 500 U.S. STOCKS AND
IS A COMMON MEASURE OF THE PERFORMANCE OF THE OVERALL U.S. STOCK MARKET. THE
UNMANAGED LIPPER GROWTH & INCOME FUNDS AVERAGE REFLECTS THE PERFORMANCE OF 546
FUNDS. THESE FUNDS HAVE GENERALLY SIMILAR INVESTMENT OBJECTIVES TO ALLIANCE
GROWTH AND INCOME FUND, THOUGH SOME FUNDS INCLUDED IN THE AVERAGE MAY HAVE
SOMEWHAT DIFFERENT INVESTMENT POLICIES.
ADDITIONAL INVESTMENT RESULTS APPEAR ON PAGE 3.
MARKET ENVIRONMENT
Stocks rose strongly through the first half of the fiscal year, continuing a
trend that began at the end of 1994. Volatility of returns increased in late
March when the Federal Reserve increased interest rates 0.25%. Such pre-emptive
tightening moves by the Fed had not been seen in two years. And these moves
raised uncertainty that the growth aspect of the economic cycle had peaked.
However, despite this fear, both the economy and corporate profits have
remained strong, driving stock prices even higher.
Looking forward, we expect the economy to slow somewhat from its torrid pace,
but we do not see signs of imminent recession. In this environment, corporate
profits should weaken. Evidence that the economic cycle has slowed slightly
will continue to bolster the stock market, but we do not foresee the types of
gains that we have seen in the past two and one half years.
1
ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
PORTFOLIO STRATEGY
Your Fund has been consistent in its portfolio characteristics of maintaining a
defensive dividend yield and price to earnings ratio, fully invested posture,
and high degree of sector and industry diversification. We continue to seek the
stocks of companies with primarily secular growth potential combined with
reasonable valuation. We have been increasingly led to investments in smaller
and medium-sized companies as the aforementioned largest companies have grown
expensive. Finally, we continue to rely on Alliance's internal research
capabilities in selecting stocks that we expect to deliver superior performance.
Thank you for your continued interest and investment in Alliance Growth and
Income Fund. We look forward to reporting to you again on market activity and
the Fund's investment results in the future.
Sincerely,
John D. Carifa
Chairman and President
Paul Rissman
Senior Vice President
SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, GUARANTEED OR ENDORSED
BY, ANY BANK; FURTHER, SUCH SHARES ARE NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.
SHARES OF THE FUND INVOLVE INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF
PRINCIPAL.
2
INVESTMENT OBJECTIVE AND POLICIES ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
Alliance Growth and Income Fund seeks to provide income and appreciation. The
Fund invests principally in a diversified portfolio of dividend-paying common
stocks of good quality, and, under certain market conditions, other types of
securities, including bonds, convertible bonds and preferred stocks.
INVESTMENT RESULTS
_______________________________________________________________________________
AVERAGE ANNUAL TOTAL RETURNS AS OF APRIL 30, 1997
CLASS A SHARES
WITHOUT WITH
SALES CHARGE SALES CHARGE
------------ ------------
One Year 20.28% 15.03%
Five Years 14.70% 13.70%
Ten Years 12.30% 11.83%
CLASS B SHARES
WITHOUT WITH
SALES CHARGE SALES CHARGE
------------ ------------
One Year 19.16% 15.16%
Five Years 13.75% 13.75%
Since Inception* 12.99% 12.99%
CLASS C SHARES
WITHOUT WITH
SALES CHARGE SALES CHARGE
------------ ------------
One Year 19.56% 18.56%
Since Inception* 15.61% 15.61%
The average annual total returns reflect reinvestment of dividends and/or
capital gains distributions in additional shares with and without the effect of
the 4.25% maximum front-end sales charge for Class A or applicable contingent
deferred sales charge for Class B (4% year 1, 3% year 2, 2% year 3, 1% year 4);
and for Class C shares (1% year 1). Returns for Class A shares do not reflect
the imposition of the 1 year 1% contingent deferred sales charge for accounts
over $1,000,000. Total return for Advisor Class shares will differ due to
different expenses associated with that class.
Past performance does not guarantee future results. Investment return and
principal value will fluctuate so that an investor's shares, when redeemed, may
be worth more or less than their original cost.
* Inception: 2/8/91, Class B; 5/3/93, Class C.
3
TEN LARGEST HOLDINGS
APRIL 30, 1997 (UNAUDITED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
COMPANY VALUE PERCENT OF NET ASSETS
- -------------------------------------------------------------------------------
Merck & Co., Inc. $ 40,163,900 3.9%
Chase Manhattan Corp. 33,715,500 3.3
Campbell Soup Co. 28,527,750 2.8
Mobil Corp. 27,300,000 2.6
Dean Witter, Discover & Co. 26,775,000 2.6
Texaco, Inc. 25,742,000 2.5
Philip Morris Cos., Inc. 25,367,344 2.4
First Union Corp. 25,200,000 2.4
Schering-Plough Corp. 20,560,000 2.0
Intel Corp. 18,558,750 1.8
$271,910,244 26.3%
MAJOR PORTFOLIO CHANGES
SIX MONTHS ENDED APRIL 30, 1997 (UNAUDITED)
_______________________________________________________________________________
SHARES OR PRINCIPAL
-----------------------------------------
PURCHASES BOUGHT HOLDINGS 4/30/97
- -------------------------------------------------------------------------------
3Com Corp., 10.25%, 11/01/01 $15,000,000 $15,000,000
Chase Manhattan Corp. 364,000 364,000
Chrysler Corp. 400,000 400,000
Cisco Systems, Inc. 202,300 202,300
Dean Witter, Discover & Co. 700,000 700,000
General Mills, Inc. 295,000 295,000
Heinz (H.J.) Co. 375,000 375,000
Informix Corp. 608,500 608,500
Texaco, Inc. 244,000 244,000
WorldCom, Inc. 460,000 460,000
SALES SOLD HOLDINGS 4/30/97
- -------------------------------------------------------------------------------
Amoco Corp. 195,000 -0-
Bristol-Myers Squibb Co. 135,000 -0-
Century Telephone Enterprises, Inc. 508,300 -0-
Exxon Corp. 82,000 202,000
Goodyear Tire & Rubber Co. 339,500 -0-
Nabisco Holdings Corp. 440,000 -0-
NationsBank Corp. 150,500 -0-
Nokia Corp. (ADR) 408,700 52,800
PepsiCo, Inc. 837,700 -0-
Pharmacia & Upjohn, Inc. 527,000 -0-
4
PORTFOLIO OF INVESTMENTS
APRIL 30, 1997 (UNAUDITED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
COMPANY SHARES VALUE
- -------------------------------------------------------------------------
COMMON & PREFERRED STOCKS-95.3%
CONSUMER PRODUCTS,
MANUFACTURING & SERVICES-35.5%
AIRLINES-0.6%
UAL Corp. (a) 88,000 $ 6,545,000
APPLIANCES-1.1%
Sunbeam Corp., Inc. 350,000 11,112,500
AUTO & RELATED-1.2%
Chrysler Corp. 400,000 12,000,000
BROADCASTING & CABLE-3.4%
Cablevision Systems Corp. 8.50% cv. pfd 595,000 13,164,375
Comcast Corp. Special Cl.A 210,548 3,329,290
Reuters Holdings Plc Cl.B (ADR) (b) 158,000 9,726,875
TCI Group, Series A 234,000 3,232,125
Tele-Communications, Inc.-
Liberty Media Cl.A (a) 307,750 5,789,547
------------
35,242,212
DRUGS, HEALTHCARE, MEDICAL
SERVICES & PRODUCTS-10.9%
Amgen, Inc. 65,000 3,822,813
Boston Scientific Corp. (a) 105,000 5,066,250
Centocor, Inc. (a) 339,500 9,569,656
Columbia/HCA Healthcare Corp. 426,000 14,910,000
Meditrust 240,000 8,760,000
Merck & Co., Inc. 443,800 40,163,900
PacifiCare Health Systems, Inc. Cl.B (a) 127,000 10,183,812
Schering-Plough Corp. 257,000 20,560,000
------------
113,036,431
ENTERTAINMENT & LEISURE-2.0%
Time Warner, Inc. 220,000 $9,900,000
Walt Disney Co. 135,000 11,070,000
------------
20,970,000
FOOD, BEVERAGES & TOBACCO-11.3%
Anheuser Busch Cos., Inc. 220,000 9,432,500
Campbell Soup Co. 558,000 28,527,750
General Mills, Inc. 295,000 18,290,000
Heinz (H.J.) Co. 375,000 15,562,500
Philip Morris Cos., Inc. 644,250 25,367,344
RJR Nabisco Holdings Corp. 84,000 2,499,000
RJR Nabisco Holdings Corp.,
.6017% cv. pfd Series C 3,000,000 17,625,000
------------
117,304,094
RETAILING-GENERAL-4.3%
CompUSA, Inc. (a) 47,800 920,150
Dayton Hudson Corp. 240,000 10,800,000
Office Max, Inc. (a) 890,000 11,013,750
Reebok International, Ltd. 230,000 8,797,500
Sears, Roebuck & Co. 270,000 12,960,000
------------
44,491,400
TRANSPORTATION-0.7%
Xtra Corp. 156,000 6,883,500
------------
367,585,137
BASIC INDUSTRIES-18.7%
CHEMICALS-2.6%
Dow Chemical Co. 190,000 16,126,250
Morton International, Inc. 242,000 10,133,750
------------
26,260,000
CONTAINERS-0.8%
Crown Cork & Seal, Inc., 4.5% cv. pfd. 165,000 8,435,625
5
PORTFOLIO OF INVESTMENTS (CONTINUED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
COMPANY SHARES VALUE
- -------------------------------------------------------------------------
ELECTRICAL EQUIPMENT-2.3%
Cooper Industries, Inc. 190,000 $8,740,000
General Electric Co. 137,900 15,289,662
------------
24,029,662
ENVIRONMENTAL CONTROL-2.1%
United Waste Systems, Inc. (a) 85,600 2,883,650
USA Waste Services, Inc. (a) 205,000 6,713,750
WMX Technologies, Inc. 420,000 12,337,500
------------
21,934,900
OIL & GAS SERVICES-9.5%
Apache Corp. 126,000 4,284,000
Baker Hughes, Inc. 18,100 624,450
BJ Services Co. (a) 129,100 6,083,837
Enron Corp. 205,000 7,713,125
Exxon Corp. 202,000 11,438,250
Halliburton Co. 82,300 5,812,438
Mobil Corp. 210,000 27,300,000
Texaco, Inc. 244,000 25,742,000
USX-Marathon Group 350,000 9,668,750
------------
98,666,850
RAILROADS-1.4%
Canadian Pacific, Ltd. (c) 165,000 4,021,875
Union Pacific Corp. 155,000 9,881,250
------------
13,903,125
------------
193,230,162
FINANCIAL SERVICES-18.5%
BANKING & CREDIT-11.4%
American Express Co. 170,000 11,198,750
Chase Manhattan Corp. 364,000 33,715,500
Dean Witter, Discover & Co. 700,000 26,775,000
First Chicago NBD Corp. 168,300 9,466,875
First Union Corp. 300,000 25,200,000
MBNA Corp. 340,000 11,220,000
------------
117,576,125
BROKERAGE & MONEY
MANAGEMENT-1.0%
Merrill Lynch & Co., Inc. 107,100 10,201,275
INSURANCE-5.0%
Allstate Corp. 246,000 10,639,500
General Reinsurance Corp. 75,000 12,543,750
ITT Hartford Group, Inc. 245,500 18,289,750
Travelers Group, Inc. 193,666 10,724,255
------------
52,197,255
REAL ESTATE-1.1%
Ambassador Apartments, Inc. 9,000 219,375
American General Hospitality Corp. 8,200 201,925
Arden Realty Group, Inc. 8,500 211,437
Avalon Properties, Inc. 6,200 163,525
Bay Apartment Community, Inc. 7,500 251,250
Beacon Properties Corp. 8,400 259,350
Brandywine Realty Trust 11,500 217,062
Crescent Real Estate Equities Co. 12,200 320,250
Developers Diversified Realty 5,400 199,125
Duke Realty Investments, Inc. 5,500 202,125
Essex Property Trust 9,100 266,175
Excel Realty Trust, Inc. 11,900 288,575
Glenborough Realty Trust, Inc. 15,200 300,200
Golf Trust of America, Inc. (a) 2,000 51,000
Highwoods Properties, Inc. 7,000 217,875
Innkeepers USA Trust 17,000 238,000
IRT Property Co. 14,500 164,938
JP Realty, Inc. 8,000 203,000
Kilroy Realty Corp. (a) 2,000 47,000
Macerich Co. 3,500 91,000
6
ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
COMPANY SHARES VALUE
- -------------------------------------------------------------------------
Meridan Industrial Trust, Inc. 10,100 $ 207,050
Pacific Gulf Properties, Inc. 5,100 107,738
Patriot American Hospitality, Inc. 11,500 247,250
Public Storage, Inc. 8,000 215,000
Reckson Associates Realty Corp. 11,000 254,375
Rouse Co. 7,000 189,875
Security Capital Industrial Trust 250,800 5,047,350
Simon DeBartolo Group, Inc. 3,400 97,325
Spieker Properties, Inc. 6,000 209,250
Starwood Lodging Trust 8,900 342,650
Storage USA, Inc. 7,400 278,425
------------
11,309,475
------------
191,284,130
TECHNOLOGY-13.8%
COMMUNICATIONS EQUIPMENT-2.2%
Nokia Corp. (ADR) (d) 52,800 3,412,200
Scientific-Atlanta, Inc. 510,000 8,160,000
WorldCom, Inc. (a) 460,000 11,011,250
------------
22,583,450
COMPUTER HARDWARE & SERVICES-3.3%
COMPAQ Computer Corp. (a) 155,000 13,233,125
Electronic Data Systems Corp. 210,000 7,008,750
International Business Machines Corp. 83,800 13,470,850
------------
33,712,725
COMPUTER PERIPHERALS-0.5%
Seagate Technology, Inc. (a) 110,000 5,046,250
COMPUTER SOFTWARE-1.4%
Cisco Systems, Inc. (a) 202,300 $10,481,669
Informix Corp. (a) 608,500 4,430,640
------------
14,912,309
MACHINERY-0.6%
Applied Materials, Inc. (a) 110,000 6,029,375
SEMI-CONDUCTORS & RELATED-4.7%
Atmel Corp. (a) 300,900 7,428,469
Intel Corp. 121,200 18,558,750
Micron Technology, Inc. 145,000 5,111,250
National Semiconductor Corp. (a) 715,763 17,894,075
------------
48,992,544
TELECOMMUNICATIONS-0.6%
Deutsche Telekom AG (ADR) (a)(e) 273,000 5,869,500
MISCELLANEOUS-0.5%
Solectron Corp. (a) 99,000 5,680,125
------------
142,826,278
PUBLIC UTILITIES-6.9%
ELECTRIC-1.9%
Allegheny Power System, Inc. 350,000 9,187,500
FPL Group, Inc. 246,000 10,977,750
------------
20,165,250
ELECTRIC & GAS-2.4%
CINergy Corp. 330,000 10,972,500
CMS Energy Corp. 135,000 4,286,250
Illinova Corp. 195,000 4,387,500
NIPSCO Industries, Inc. 124,000 4,898,000
------------
24,544,250
TELEPHONE-2.6%
AT&T Corp. 425,500 14,254,250
Teleport Communications
Group, Inc. Cl.A (a) 439,000 12,566,375
------------
26,820,625
------------
71,530,125
7
PORTFOLIO OF INVESTMENTS (CONTINUED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
SHARES OR
PRINCIPAL
AMOUNT
COMPANY (000) VALUE
- -------------------------------------------------------------------------
DIVERSIFIED-1.9%
Tyco International, Ltd. 170,000 $10,370,000
Whitman Corp. 430,000 9,943,750
------------
20,313,750
Total Common & Preferred Stocks
(cost $872,189,957) 986,769,582
CONVERTIBLE BONDS-2.6%
3Com Corp.
10.25%, 11/01/01 (f) $15,000 16,950,000
Federated Department Stores, Inc.
5.00%, 10/01/03 8,000 9,240,000
Total Convertible Bonds
(cost $28,615,010) 26,190,000
SHORT-TERM DEBT SECURITIES-1.7%
Federal National Mortgage Assn.
5.36%, 5/09/97 $11,000 $10,986,898
Prudential Funding
5.40%, 5/01/97 3,172 3,172,000
5.50%, 5/05/97 3,523 3,520,847
Total Short-Term Debt Securities
(amortized cost $17,679,745) 17,679,745
TOTAL INVESTMENTS-99.6%
(cost $918,484,712) 1,030,639,327
Other assets less liabilities-0.4% 4,646,686
NET ASSETS-100% $1,035,286,013
(a) Non-income producing security.
(b) Country of origin--United Kingdom.
(c) Canadian holding.
(d) Country of origin--Finland.
(e) Country of origin--Germany.
(f) Security is exempt from registration under Rule 144A of the Securities Act
of 1933. This security may be resold in transactions exempt from registration,
normally to qualified institutional buyers. At April 30, 1997, this security
amounted to $16,950,000 or 1.64% of net assets.
Glossary:
ADR - American depository receipt
See notes to financial statements.
8
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1997 (UNAUDITED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
ASSETS
Investments in securities, at value (cost $918,484,712) $1,030,639,327
Cash 933,920
Receivable for capital stock sold 2,587,760
Dividends and interest receivable 2,530,238
Other assets 35,150
Total assets 1,036,726,395
LIABILITIES
Distribution fee payable 421,181
Advisory fee payable 405,175
Payable for capital stock redeemed 330,450
Payable for investment securities purchased 7,334
Accrued expenses and other liabilities 276,242
Total liabilities 1,440,382
NET ASSETS $1,035,286,013
COMPOSITION OF NET ASSETS
Capital stock, at par $ 3,477,427
Additional paid-in capital 820,863,590
Undistributed net investment income 338,392
Accumulated net realized gain on investments 98,459,186
Net unrealized appreciation of investments and
other assets less liabilities 112,147,418
$1,035,286,013
CALCULATION OF MAXIMUM OFFERING PRICE
CLASS A SHARES
Net asset value and redemption price per share ($628,306,295 /
210,488,894 shares of capital stock issued and outstanding) $2.98
Sales charge--4.25% of public offering price .13
Maximum offering price $3.11
CLASS B SHARES
Net asset value and offering price per share ($326,162,735 /
110,016,338 shares of capital stock issued and outstanding) $2.96
CLASS C SHARES
Net asset value and offering price per share ($78,967,031 /
26,616,213 shares of capital stock issued and outstanding) $2.97
ADVISOR CLASS SHARES
Net asset value, redemption and offering price per share
($1,849,952 / 621,234 shares of capital stock issued
and outstanding) $2.98
See notes to financial statements.
9
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1997 (UNAUDITED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
INVESTMENT INCOME
Dividends (net of foreign taxes
withheld of $48,085) $ 11,152,447
Interest 1,602,510 $ 12,754,957
EXPENSES
Advisory fee 2,376,451
Distribution fee - Class A 634,232
Distribution fee - Class B 1,406,430
Distribution fee - Class C 355,146
Transfer agency 563,001
Custodian 90,652
Printing 74,531
Registration 72,763
Administrative 66,444
Audit and legal 54,656
Taxes 21,475
Directors' fees 12,967
Miscellaneous 29,219
Total expenses 5,757,967
Net investment income 6,996,990
REALIZED AND UNREALIZED GAIN ON INVESTMENT
TRANSACTIONS
Net realized gain on investment transactions 98,182,628
Net change in unrealized appreciation of investments
and other assets less liabilities 6,440,123
Net gain on investment transactions 104,622,751
NET INCREASE IN NET ASSETS FROM OPERATIONS $111,619,741
See notes to financial statements.
10
STATEMENT OF CHANGES IN NET ASSETS ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
SIX MONTHS ENDED YEAR ENDED
APRIL 30, 1997 OCTOBER 31,
(UNAUDITED) 1996
---------------- --------------
INCREASE IN NET ASSETS FROM OPERATIONS
Net investment income $ 6,996,990 $ 10,962,043
Net realized gain on investment
transactions 98,182,628 111,164,477
Net change in unrealized appreciation of
investments and other assets
less liabilities 6,440,123 18,743,701
Net increase in net assets from operations 111,619,741 140,870,221
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income
Class A (4,918,928) (8,958,676)
Class B (1,384,106) (1,957,466)
Class C (348,444) (514,681)
Advisor Class (4,439) -0-
Net realized gain on investments
Class A (69,814,848) (35,016,914)
Class B (30,538,252) (10,843,381)
Class C (7,901,806) (2,808,344)
Advisor Class (45,499) -0-
CAPITAL STOCK TRANSACTIONS
Net increase 188,765,440 138,335,936
Total increase 185,428,859 219,106,695
NET ASSETS
Beginning of year 849,857,154 630,750,459
End of period $1,035,286,013 $849,857,154
See notes to financial statements.
11
NOTES TO FINANCIAL STATEMENTS
APRIL 30, 1997 (UNAUDITED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance Growth and Income Fund, Inc. (the "Fund") is registered under the
Investment Company Act of 1940, as a diversified, open-end management
investment company. On April 15, 1996 the Board of Directors approved the
creation of a fourth class of shares, Advisor Class shares. The Fund offers
Class A, Class B, Class C and Advisor Class shares. Class A shares are sold
with a front-end sales charge of up to 4.25% for purchases not exceeding
$1,000,000. With respect to purchases of $1,000,000 or more, Class A shares
redeemed within one year of purchase will be subject to a contingent deferred
sales charge of 1%. Class B shares are sold with a contingent deferred sales
charge which declines from 4% to zero depending on the period of time the
shares are held. Class B shares will automatically convert to Class A shares
eight years after the end of the calendar month of purchase. Class C shares
purchased on or after July 1, 1996 are subject to a contingent deferred sales
charge of 1% on redemptions made within the first year after purchase. Advisor
Class shares are sold without an initial or contingent deferred sales charge
and are not subject to ongoing distribution expenses. Advisor Class shares are
offered to investors participating in fee-based programs and to certain
retirement plan accounts. All four classes of shares have identical voting,
dividend, liquidation and other rights, and the same terms and conditions,
except that each class bears different distribution expenses and has exclusive
voting rights with respect to its distribution plan. The following is a summary
of significant accounting policies followed by the Fund.
1. SECURITY VALUATION
Portfolio securities traded on national securities exchanges are valued at the
last sales price, or, if no sale occurred, at the mean of the bid and asked
price at the regular close of that exchange. Over-the-counter securities are
valued at the mean of the closing bid and asked price. Securities for which
current market quotations are not readily available (including investments
which are subject to limitations as to their sale) are valued at fair value as
determined in good faith by the Board of Directors. In determining fair value,
consideration is given to cost, operating and other financial data. Securities
which mature in 60 days or less are valued at amortized cost, which
approximates market value. The ability of issuers of debt securities held by
the Fund to meet their obligations may be affected by economic developments in
a specific industry or region.
2. TAXES
It is the Fund'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
shareholders. Therefore, no provisions for federal income or excise taxes are
required.
3. INVESTMENT INCOME AND INVESTMENT TRANSACTIONS
Dividend income is recorded on the ex-dividend date. Interest income is accrued
daily. Investment transactions are accounted for on the date securities are
purchased or sold. Investment gains and losses are determined on the identified
cost basis. The Fund accretes discounts as adjustments to interest income.
4. DIVIDENDS AND DISTRIBUTIONS
Dividends and distributions to shareholders are recorded on the ex-dividend
date and are determined in accordance with income tax regulations.
For federal income tax purposes, the Fund's distributions of income and capital
gains are subject to recharacterization, which may include a tax return of
capital, at the end of the year to reflect the final investment results for
that year.
NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Under the terms of an advisory agreement, the Fund pays Alliance Capital
Management L.P., (the "Adviser"), an advisory fee at an annual rate of 0.625%
of the first $200 million, 0.50% of the next $200 million and 0.45% in excess
of $400 million of the average daily net assets of the Fund. Such fee is
accrued daily and paid monthly. Pursuant to the advisory agreement, the Fund
paid $66,444 to the Adviser representing the cost of certain legal and
accounting services provided to the Fund by the Adviser for the six months
ended April 30, 1997.
12
ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
The Fund has a Transfer Agency Agreement with Alliance Fund Services, Inc., (a
wholly-owned subsidiary of the Adviser), to provide personnel and facilities to
perform transfer agency services for the Fund. Compensation under this
agreement amounted to $407,918 for the six months ended April 30, 1997.
Alliance Fund Distributors, Inc. (a wholly-owned subsidiary of the Adviser)
serves as the Distributor of the Fund's shares. The Distributor received
front-end sales charges of $59,135 from the sale of Class A shares and $179,608
and $11,325 in contingent deferred sales charges imposed upon redemptions by
shareholders of Class B and Class C shares, respectively, for the six months
ended April 30, 1997.
Brokerage commissions paid on securities transactions for the six months ended
April 30, 1997 amounted to $1,233,633, none of which was paid to Donaldson,
Lufkin & Jenrette Securities Corp. ("DLJ"), an affiliate of the Adviser.
NOTE C: DISTRIBUTION SERVICES AGREEMENT
The Fund has adopted a Distribution Services Agreement (the "Agreement")
pursuant to Rule 12b-1 under the Investment Company Act of 1940. Under the
Agreement, the Fund pays a distribution fee to the Distributor at an annual
rate of up to 0.30% of the Fund's average daily net assets attributable to the
Class A shares and 1% of the average daily net assets attributable to Class B
and Class C shares. There is no distribution fee on Advisor Class shares. The
fees are accrued daily and paid monthly. The Agreement provides that the
Distributor will use such payments in their entirety for distribution
assistance and promotional activities. The Distributor has incurred expenses in
excess of the distribution costs reimbursed by the Fund in the amount of
$8,147,558 and $1,187,336 for Class B and Class C shares, respectively; such
costs may be recovered from the Fund in future periods so long as the Agreement
is in effect. In accordance with the Agreement, there is no provision for
recovery of unreimbursed distribution costs, incurred by the Distributor,
beyond the current fiscal year for Class A shares. The Agreement also provides
that the Adviser may use its own resources to finance the distribution of the
Fund's shares.
NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments
and U.S. government securities) aggregated $591,147,616 and $509,021,051,
respectively, for the six months ended April 30, 1997. There were no purchases
or sales of U.S. government and government agency obligations for the six
months ended April 30, 1997.
At April 30, 1997, the cost of investments for federal income tax purposes was
substantially the same as the cost for financial reporting purposes.
Accordingly, gross unrealized appreciation of investments was $138,810,062 and
gross unrealized depreciation of investments was $26,655,447, resulting in net
unrealized appreciation of $112,154,615. The Fund may be able to use up to
$2,891,436 of Alliance Convertible Fund's (which was acquired in 1991) capital
loss carryforward, to offset future realized gains which expires in 1998.
OPTION TRANSACTIONS
For hedging purposes, the Fund purchases and writes (sells) put and call
options on U.S. and foreign government securities and foreign currencies that
are traded on U.S. and foreign securities exchanges and over-the-counter
markets.
The risk associated with purchasing an option is that the Fund pays a premium
whether or not the option is exercised. Additionally, the Fund bears the risk
of loss of premium and change in market value should the counterparty not
perform under the contract. Put and call options purchased are accounted for in
the same manner as portfolio securities. The cost of securities acquired
through the exercise of call options is increased by premiums paid. The
proceeds from securities sold through the exercise of put options are decreased
by the premiums paid.
13
NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
When the Fund writes an option, the premium received by the Fund is recorded as
a liability and is subsequently adjusted to the current market value of the
option written. Premiums received from writing options which expire unexercised
are recorded by the Fund on the expiration date as realized gains from option
transactions. The difference between the premium and the amount paid on
effecting a closing purchase transaction, including brokerage commissions, is
also treated as a realized gain, or if the premium is less than the amount paid
for the closing purchase transaction, as a realized loss. If a call option is
exercised, the premium is added to the proceeds from the sale of the underlying
security or currency in determining whether the Fund has realized a gain or
loss. If a put option is exercised, the premium reduces the cost basis of the
security or currency purchased by the Fund. In writing an option, the Fund
bears the market risk of an unfavorable change in the price of the security or
currency underlying the written option. Exercise of an option written by the
Fund could result in the Fund selling or buying a security or currency at a
price different from the current market value.
For the six months ended April 30, 1997, the Fund did not engage in any options
transactions.
14
ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
NOTE E: CAPITAL STOCK
There are 1,350,000,000 shares of $0.01 par value capital stock authorized,
divided into four classes, designated Class A, Class B, Class C and Advisor
Class shares. Class A consists of 450,000,000 shares, Class B of 225,000,000,
Class C of 225,000,000 and Advisor Class of 450,000,000. Transactions in
capital stock were as follows:
SHARES AMOUNT
--------------------------- ------------------------------
SIX MONTHS ENDED YEAR ENDED SIX MONTHS ENDED YEAR ENDED
APRIL 30, 1997 OCTOBER 31, APRIL 30, 1997 OCTOBER 31,
(UNAUDITED) 1996 (UNAUDITED) 1996
------------ ------------ -------------- --------------
CLASS A
Shares sold 17,225,901 20,905,586 $ 51,747,178 $ 59,170,697
Shares issued in
reinvestment of
dividends and
distributions 19,788,311 11,954,453 57,106,981 31,791,651
Shares converted
from Class B 2,541,999 1,815,203 7,643,560 5,221,368
Shares redeemed (13,216,207) (19,840,417) (39,644,794) (55,989,608)
Net increase 26,340,004 14,834,825 $ 76,852,925 $ 40,194,108
CLASS B
Shares sold 30,862,828 36,536,109 $ 92,042,380 $102,742,616
Shares issued in
reinvestment of
dividends and
distributions 9,233,577 4,052,450 26,546,177 10,727,979
Shares converted
to Class A (2,551,776) (1,824,728) (7,643,560) (5,221,368)
Shares redeemed (6,289,948) (10,761,214) (18,811,121) (30,355,431)
Net increase 31,254,681 28,002,617 $ 92,133,876 $ 77,893,796
CLASS C
Shares sold 7,335,339 10,295,296 $ 22,001,763 $ 29,011,135
Shares issued in
reinvestment of
dividends and
distributions 2,245,107 951,608 6,454,819 2,529,282
Shares redeemed (3,486,790) (4,017,599) (10,465,916) (11,379,623)
Net increase 6,093,656 7,229,305 $ 17,990,666 $ 20,160,794
OCT. 2,1996(A) OCT. 2,1996(A)
TO TO
OCT. 31,1996 OCT. 31,1996
-------------- --------------
ADVISOR CLASS
Shares sold 584,106 29,058 $ 1,765,653 $ 87,238
Shares issued in
reinvestment of
dividends and
distributions 16,626 -0- 47,873 -0-
Shares redeemed (8,556) -0- (25,553) -0-
Net increase 592,176 29,058 $ 1,787,973 $ 87,238
(a) Commencement of distribution.
15
NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
NOTE F: SUBSEQUENT DEVELOPMENTS
At a Special Meeting of Shareholders of the Fund held on March 27, 1997, the
Shareholders approved a change in fundamental investment policies of the Fund
to allow the Fund to purchase and sell financial forward and futures contracts
and options thereon. The Shareholders also approved the adoption by the Fund of
non-fundamental investment policies, which may be changed by the Board of
Directors of the Fund without a shareholder vote, governing the use of these
financial forward and futures contracts and options thereon. These policies
provide that the Fund will enter into such transactions for hedging purposes
only, and will not enter into any futures contract or option thereon if
immediately thereafter the market values of the outstanding futures contracts
of the Fund and the futures contracts subject to outstanding options written by
the Fund would exceed 50% of the Fund's total assets. The Fund may not purchase
or sell a stock index futures contract if immediately thereafter more than 30%
of its total assets would be hedged with stock index futures. Finally, the Fund
will not purchase or sell a stock index future contract if immediately
thereafter the sum of the amount of margin deposits on the Fund's existing
future positions would exceed 5% of the market value of the Fund's total assets.
16
FINANCIAL HIGHLIGHTS ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
CLASS A
--------------------------------------------------------------------------
SIX MONTHS
ENDED
APRIL 30, YEAR ENDED OCTOBER 31,
1997 ---------------------------------------------------------
(UNAUDITED) 1996 1995 1994 1993 1992
--------------- --------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of year $ 3.00 $ 2.71 $ 2.35 $ 2.61 $ 2.48 $ 2.52
INCOME FROM INVESTMENT OPERATIONS
Net investment income .03(a) .05 .02 .06 .06 .06
Net realized and unrealized gain
(loss) of investment transactions .36 .50 .52 (.08) .29 .11
Net increase (decrease) in net
asset value from operations .39 .55 .54 (.02) .35 .17
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income (.03) (.05) (.06) (.06) (.06) (.06)
Distributions from net realized gains (.38) (.21) (.12) (.18) (.16) (.15)
Total dividends and distributions (.41) (.26) (.18) (.24) (.22) (.21)
Net asset value, end of period $ 2.98 $ 3.00 $ 2.71 $ 2.35 $ 2.61 $ 2.48
TOTAL RETURN
Total investment return based on net
asset value (b) 13.29% 21.51% 24.21% (.67)% 14.98% 7.23%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted) $628,306 $553,151 $458,158 $414,386 $459,372 $417,018
Ratio of expenses to average net assets .91%(c) .97% 1.05% 1.03% 1.07% 1.09%
Ratio of net investment income to
average net assets 1.76%(c) 1.73% 1.88% 2.36% 2.38% 2.63%
Portfolio turnover rate 55% 88% 142% 68% 91% 104%
Average commission rate (d) $.0585 $.0625 -- -- -- --
</TABLE>
See footnote summary on page 20.
17
FINANCIAL HIGHLIGHTS (CONTINUED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
CLASS B
-------------------------------------------------------------------------
SIX MONTHS
ENDED
APRIL 30, YEAR ENDED OCTOBER 31,
1997 ---------------------------------------------------------
(UNAUDITED) 1996 1995 1994 1993 1992
--------------- --------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of year $ 2.99 $ 2.69 $ 2.34 $ 2.60 $ 2.47 $ 2.52
INCOME FROM INVESTMENT OPERATIONS
Net investment income .01(a) .03 .01 .04 .05 .04
Net realized and unrealized gain (loss)
of investment transactions .36 .51 .49 (.08) .28 .11
Net increase (decrease) in net asset
value from operations .37 .54 .50 (.04) .33 .15
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income (.02) (.03) (.03) (.04) (.04) (.05)
Distributions from net realized gains (.38) (.21) (.12) (.18) (.16) (.15)
Total dividends and distributions (.40) (.24) (.15) (.22) (.20) (.20)
Net asset value, end of period $ 2.96 $ 2.99 $ 2.69 $ 2.34 $ 2.60 $ 2.47
TOTAL RETURN
Total investment return based on net
asset value (b) 12.60% 21.20% 22.84% (1.50)% 14.22% 6.22%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted) $326,163 $235,263 $136,758 $102,546 $76,633 $29,656
Ratio of expenses to average net assets 1.72%(c) 1.78% 1.86% 1.85% 1.90% 1.90%
Ratio of net investment income to
average net assets .96%(c) .91% 1.05% 1.56% 1.58% 1.69%
Portfolio turnover rate 55% 88% 142% 68% 91% 104%
Average commission rate (d) $.0585 $.0625 -- -- -- --
</TABLE>
See footnote summary on page 20.
18
ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD
<TABLE>
<CAPTION>
CLASS C
SIX MONTHS MAY 3, 1993(E)
ENDED YEAR ENDED OCTOBER 31, TO
APRIL 30,1997 --------------------------------------- OCTOBER 31,
(UNAUDITED) 1996 1995 1994 1993
--------------- ---------- ------------ ----------- -------------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period $ 2.99 $ 2.70 $ 2.34 $ 2.60 $ 2.43
INCOME FROM INVESTMENT OPERATIONS
Net investment income .01(a) .03 .01 .04 .02
Net realized and unrealized gain (loss)
on investment transactions .37 .50 .50 (.08) .17
Net increase (decrease) in net asset
value from operations .38 .53 .51 (.04) .19
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income (.02) (.03) (.03) (.04) (.02)
Distributions from net realized gains (.38) (.21) (.12) (.18) -0-
Total dividends and distributions (.40) (.24) (.15) (.22) (.02)
Net asset value, end of period $2.97 $2.99 $2.70 $2.34 $2.60
TOTAL RETURN
Total investment return based on net
asset value (b) 12.98% 20.72% 23.30% (1.50)% 7.85%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted) $78,967 $61,356 $35,835 $19,395 $7,774
Ratio of expenses to average net assets 1.70%(c) 1.76% 1.84% 1.84% 1.96%(c)
Ratio of net investment income to
average net assets .97%(c) .93% 1.04% 1.61% 1.45%(c)
Portfolio turnover rate 55% 88% 142% 68% 91%
Average commission rate (d) $.0585 $.0625 -- -- --
</TABLE>
See footnote summary on page 20.
19
FINANCIAL HIGHLIGHTS (CONTINUED) ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD
ADVISOR CLASS
-------------------------------
SIX MONTHS OCTOBER 2,
ENDED 1996(E) TO
APRIL 30, 1997 OCTOBER 31,
(UNAUDITED) 1996
-------------- -------------
Net asset value, beginning of period $ 3.00 $ 2.97
INCOME FROM INVESTMENT OPERATIONS
Net investment income (a) .03 -0-
Net realized and unrealized gain
on investment transactions .36 .03
Net increase in net asset
value from operations .39 3.00
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income (.03) -0-
Distributions from net realized gains (.38) -0-
Total dividends and distributions (.41) -0-
Net asset value, end of period $ 2.98 $ 3.00
TOTAL RETURN
Total investment return based on net
asset value (b) 13.46% 1.01%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted) $1,850 $87
Ratio of expenses to average net assets (c) .75% .37%
Ratio of net investment income to
average net assets (c) 1.95% 3.40%
Portfolio turnover rate 55% 88%
Average commission rate (d) $.0585 $.0625
(a) Based on average shares outstanding.
(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 distribution at net asset value during the period, and redemption
on the last day of the period. Initial sales charge or contingent deferred
sales charge is not reflected in the calculation of total investment return.
Total investment return calculated for a period of less than one year is not
annualized.
(c) Annualized.
(d) For fiscal years beginning on or after September 1, 1995, a fund is
required to disclose its average commission rate per share for trades on which
commissions are charged.
(e) Commencement of distribution.
20
ALLIANCE GROWTH AND INCOME FUND
_______________________________________________________________________________
BOARD OF DIRECTORS
JOHN D. CARIFA, CHAIRMAN AND PRESIDENT
RUTH BLOCK (1)
DAVID H. DIEVLER (1)
JOHN H. DOBKIN (1)
WILLIAM H. FOULK, JR. (1)
DR. JAMES M. HESTER (1)
CLIFFORD L. MICHEL (1)
DONALD J. ROBINSON (1)
OFFICERS
KATHLEEN CORBET, SENIOR VICE PRESIDENT
PAUL RISSMAN, SENIOR VICE PRESIDENT
THOMAS BARDONG, VICE PRESIDENT
DANIEL V. PARKER, VICE PRESIDENT
EDMUND P. BERGAN, JR., SECRETARY
MARK D. GERSTEN, TREASURER & CHIEF FINANCIAL OFFICER
VINCENT S. NOTO, CONTROLLER
CUSTODIAN
STATE STREET BANK & TRUST COMPANY
225 Franklin Street
Boston, MA 02110
PRINCIPAL UNDERWRITER
ALLIANCE FUND DISTRIBUTORS, INC.
1345 Avenue of the Americas
New York, NY 10105
LEGAL COUNSEL
SEWARD & KISSEL
One Battery Park Plaza
New York, NY 10004
TRANSFER AGENT
ALLIANCE FUND SERVICES, INC.
P.O. Box 1520
Secaucus, NJ 07096-1520
Toll-Free 1-(800)-221-5672
INDEPENDENT ACCOUNTANTS
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, NY 10036
(1) Member of the Audit Committee.
The financial information included herein is taken from the records of the
Fund without audit by independent accountants who do not express an opinion
thereon.
21
THE ALLIANCE FAMILY OF MUTUAL FUNDS
_______________________________________________________________________________
FIXED INCOME
Alliance Bond Fund
U.S. Government Portfolio
Corporate Bond Portfolio
Alliance Global Dollar Government Fund
Alliance Global Strategic Income Trust
Alliance High Yield Fund
Alliance Mortgage Securities Income Fund
Alliance Limited Maturity Government Fund
Alliance Multi-Market Strategy Trust
Alliance North American Government Income Trust
Alliance Short-Term Multi-Market Trust
Alliance Short-Term U.S. Government Fund
Alliance World Income Trust
TAX-FREE INCOME
Alliance Municipal Income Fund
California Portfolio
Insured California Portfolio
Insured National Portfolio
National Portfolio
New York Portfolio
Alliance Municipal Income Fund II
Arizona Portfolio
Florida Portfolio
Massachusetts Portfolio
Michigan Portfolio
Minnesota Portfolio
New Jersey Portfolio
Ohio Portfolio
Pennsylvania Portfolio
Virginia Portfolio
MONEY MARKET
AFD Exchange Reserves
GROWTH
The Alliance Fund
Alliance Global Small Cap Fund
Alliance Growth Fund
Alliance Premier Growth Fund
Alliance/Regent Sector Opportunity Fund
GROWTH & INCOME
Alliance Strategic Balanced Fund
Alliance Balanced Shares
Alliance Conservative Investors Fund
Alliance Growth & Income Fund
Alliance Growth Investors Fund
Alliance Income Builder Fund
Alliance Real Estate Investment Fund
Alliance Utility Income Fund
AGGRESSIVE GROWTH
Alliance Quasar Fund
Alliance Technology Fund
INTERNATIONAL
Alliance All-Asia Investment Fund
Alliance International Fund
Alliance New Europe Fund
Alliance Worldwide Privatization Fund
CLOSED-END FUNDS
Alliance All-Market Advantage Fund
Alliance Global Environment Fund
ACM Government Income Fund
ACM Government Opportunity Fund
ACM Government Securities Fund
ACM Government Spectrum Fund
ACM Managed Dollar Income Fund
ACM Managed Income Fund
ACM Municipal Securities Income Fund
Alliance World Dollar Government Fund
Alliance World Dollar Government Fund II
The Austria Fund
The Korean Investment Fund
The Spain Fund
The Southern Africa Fund
CASH MANAGEMENT SERVICES
ACM Institutional Reserves
Government Portfolio
Prime Portfolio
Tax-Free Portfolio
Trust Portfolio
Alliance Capital Reserves
Alliance Government Reserves
Alliance Insured Account
Alliance Money Reserves
Alliance Municipal Trust
California Portfolio
Connecticut Portfolio
Florida Portfolio
General Portfolio
Massachusetts Portfolio
New Jersey Portfolio
New York Portfolio
Virginia Portfolio
Alliance Treasury Reserves
Alliance Money Market Fund
Prime Portfolio
Government Portfolio
General Municipal Portfolio
22
ALLIANCE GROWTH AND INCOME FUND
1345 Avenue of the Americas
New York, NY 10105
(800) 221-5672
ALLIANCE CAPITAL
THIS REPORT IS INTENDED SOLELY FOR DISTRIBUTION TO CURRENT SHAREHOLDERS
OF THE FUND.
R THESE REGISTERED SERVICE MARKS USED UNDER LICENSE FROM THE OWNER,
ALLIANCE CAPITAL MANAGEMENT L.P.
GTHSR
