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As filed with the Securities and Exchange Commission
on September 6, 1996
File No. 2-70428
Securities and Exchange Commission
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 27 /X/
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No.
ALLIANCE INTERNATIONAL FUND
(Exact Name of Registrant as Specified in Charter)
1345 Avenue of the Americas, New York, N.Y. 10105
(Address of Principal Executive Officer) (Zip Code)
Registrant's Telephone Number, including Area Code:
(800) 221-5672
EDMUND P. BERGAN, JR.
Alliance Capital Management L.P.
1345 Avenue of the Americas, New York, N.Y. 10105
(Name and address of Agent for Service)
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Calculation of Registration Fee:
Proposed
Title of Maximum
Securities Proposed Aggregate Amount of
Being Amount Being Offering Price Offering Registration
Registered Registered Per Unit* Offering Price ** Fee
__________ ____________ __________________ _________ ____________
Beneficial
Interest
$.01 par
value 2,944,825 $17.89 $290,000 $100.00
* Estimated solely for the purpose of determining the amount
of the registration fee based on the offering price per share of
the Registrant's Class A shares of Beneficial Interest on August
23, 1996 for the Fund.
** The calculation of the maximum aggregate offering price is
made pursuant to Rule 24e-2(a) under the Investment Company Act
of 1940 and is based on the following: the total amount of
securities redeemed or repurchased during the fiscal year ended
June 30, 1996 was 5,685,809, of which 3,081,160 were previously
used for reduction pursuant to Rule 24f-2 or Rule 24e-2(a) and
2,944,825 of which are being so used for such reduction in this
Amendment.
It is proposed that this filing will become effective (check
appropriate box)
/X/ immediately upon filing pursuant to paragraph (b)
/ / on (date) pursuant to paragraph (b)
/ / 60 days after filing pursuant to paragraph (a)(1)
/ / on (date) pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / on (date) pursuant to paragraph (a)(2) of rule 485
If appropriate, check the following box:
/ / This post-effective amendment designates a new effective
date for a previously filed post-effective amendment.
EXHIBIT: Opinion of Seward & Kissel
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933,
as amended, and the Investment Company Act of 1940, as amended,
the Registrant certifies that it meets all of the requirements
for effectiveness of this Amendment to its Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Amendment to its Registration Statement to be
signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York and State of New York on the
30th day of August, 1996.
ALLIANCE INTERNATIONAL FUND
By /s/ John D. Carifa
_____________________________
John D. Carifa
Chairman
Pursuant to the requirements of the Securities Act of 1933,
this Registration Statement has been signed below by the
following persons in the capacities and on the date indicated:
Signature Title Date
_________ _____ ____
(1) Principal Executive
Officer
/s/ John D. Carifa Chairman August 30, 1996
______________________
John D. Carifa
(2) Principal Financial and
Accounting Officer
/s/ Mark D. Gersten Treasurer August 30, 1996
_______________________
Mark D. Gersten
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(3) A Majority of the Trustees
__________________________
John D. Carifa
David H. Dievler
John H. Dobkin
William H. Henderson
Stig Host
Alan Stoga
John C. West
Robert C. White
by /s/ Edmund P. Bergan, Jr. August 30, 1996
_________________________
(Attorney-in-fact)
Edmund P. Bergan, Jr.
00250086.AN9