ALLIANCE PORTFOLIOS
N-30B-2, 1995-05-09
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<PAGE>
LETTER TO SHAREHOLDERS                 ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND

April 7, 1995

Dear Shareholder:

Last year was one of the worst on record for investors in fixed income markets. 
Beginning in February of 1994, strong anti-inflationary posturing by the 
Federal Reserve led to higher interest rates, which put downward pressure on 
bond prices. Since our last report, yields on two-year and 30-year Treasurys 
continued their ascent, peaking in December and November, respectively. 
Beginning in January of this year, however, the markets rebounded sharply, 
staging an impressive rally across nearly all domestic fixed income sectors. 
While general measures of bond prices have advanced in 1995, these gains have 
not been enough to offset earlier price declines. 

INVESTMENT RESULTS
The table below compares your Fund's investment results over the six-month 
reporting period with the overall government bond market, represented by the 
Lehman Brothers Government Bond Index (composed of the Treasury Bond and Agency 
Bond Indexes, the 1-3 Year Government Index and the 20+ Year Treasury Index), 
and with a narrower benchmark, represented by the Lehman Brothers 1-3 Year 
Government Bond Index (U.S. Government agency and Treasury securities with 
maturities of one to three years). These are unmanaged benchmark comparisons 
for your Fund.

                                           Six Months Ended        Feb. 28,1995
                                              Total Return          Ending NAV
                                           ----------------         ----------
  ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
    Class A                                       +1.86%              $9.62
    Class B                                       +1.47%              $9.73
    Class C                                       +1.47%              $9.72
  Lehman Brothers
    Government Bond 
      Index                                       +2.95%
  Lehman Brothers 1-3 Year
    Government Bond 
      Index                                       +2.51%
The Fund's total returns are based on the net asset values as of February 28, 
1995. Additional investment results, including returns from inception, appear 
on page 3.

A SOFT LANDING FOR THE ECONOMY?
By increasing short-term interest rates, the Federal Reserve is attempting to 
slow gross domestic product (GDP) growth to 2.5% or lower, which should provide 
the foundation for continued favorable inflation performance. Indeed, while the 
U.S. economy continued its impressive expansion in the second half of 1994, 
initial signs of a slowdown have begun to appear. Recently released U.S. 
economic data have shown smaller than expected rises in retail sales and 
manufacturing output with continued weakness in the automobile and housing 
sectors. However, the U.S. economy remains fundamentally strong and despite 
recent signs of moderation, the economy should continue to expand in 1995, 
albeit at a slower pace. Supporting U.S. economic growth will likely be 
continued high levels of consumer (excluding automobiles and housing) and 
business spending. Real gains in personal income, strong corporate earnings and 
easier access to credit are expected to keep aggregate U.S. consumption at 
solid levels in the months ahead.
While an increase in overall price levels is expected this year, the inflation 
outlook appears generally favorable. Broad price indices such as the Consumer 
Price Index (CPI) and Producer Price Index (PPI) have shown few signs of 
acceleration and labor costs remain under control. However, with the U.S. 
economy believed to be at or near full capacity utilization, concern regarding 
inflation is still warranted. Commodity prices and core intermediate goods in 
the PPI have risen sharply over the past 12 months and recent economic data 
indicate an increase in service sector prices. If the economy slows, the upward 
pressure on prices should ease somewhat due to less demand for resources. If 
the economy re-accelerates in the second half of 1995, then concern over 
inflation would likely lead to additional interest rate increases by the 
Federal Reserve. 

1
<PAGE>
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
BOND MARKET OVERVIEW
We have revised our investment outlook to reflect the growing evidence that 
higher interest rates have begun to slow the U.S. economy, reducing the 
likelihood of significant short-term interest rate increases by the Federal 
Reserve. We believe the economic expansion should continue throughout 1995 with 
GDP moderating to 2.5% for the year. While inflation momentum may be building, 
it is our view that prices will not spiral ahead dramatically. We expect CPI 
inflation to crest around 3.5% in the second half of 1995. If inflation or 
inflationary expectations exceed 3.5%, we expect the Federal Reserve to raise 
the Federal Funds rate an additional one-half percent, to 6.50%, by midsummer.
We appreciate your investment in Alliance Short-Term U.S. Government Fund and 
look forward to reporting its progress to you in the coming period.

Sincerely,

John D. Carifa
Chairman and President

Paul J. DeNoon
Portfolio Manager

2
<PAGE>
INVESTMENT RESULTS                     ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
AVERAGE ANNUAL TOTAL RETURN AS OF FEBRUARY 28, 1995

CLASS A SHARES
                                  WITHOUT              WITH
                               SALES CHARGE        SALES CHARGE
.One Year                          -0.28%              -4.53%
.Since Inception*                  +3.88               +2.31
SEC Yield                           5.32%

CLASS B SHARES
                                  WITHOUT              WITH
                               SALES CHARGE        SALES CHARGE
.One Year                          -1.00%              -3.86%
.Since Inception*                  +3.14               +2.81
SEC Yield                           4.75%

CLASS C SHARES
.One Year                          -1.10%
.Since Inception*                  +0.10
SEC Yield                           4.75%

The average annual total returns reflect investment of dividends and/or capital 
gains distributions in additional shares with and without the effect of the 
4.25% maximum sales charge (Class A) or applicable contingent deferred sales 
charge for Class B (3% year 1, 2% year 2, 1% year 3, 0% year 4); Class C shares 
are not subject to front-end or contingent deferred sales charges. 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. Yields are for the 30 days ended 
February 28, 1995.
*Inception: 5/2/92, Class A and Class B; 8/2/93, Class C.

3
<PAGE>
PORTFOLIO OF INVESTMENTS
FEBRUARY 28, 1995 (UNAUDITED)          ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
                                 PRINCIPAL
                                   AMOUNT
                                    (000)            VALUE
U.S. GOVERNMENT AND
AGENCY OBLIGATIONS-91.6%
U.S. TREASURY NOTES-89.2%
7.875%, 7/15/96-2/15/96          $11,550         $11,730,171
                                                 -----------
FEDERAL AGENCY-2.4%
Federal Home Loan Bank
  15.00%, 9/01/95                    300             312,936
                                                 -----------
Total U.S. Government and
  Agency Obligation
  (cost $12,138,259)                              12,043,107
                                                 -----------
ASSET BACKED SECURITIES-6.9%
Navistar Financial Corp.
  Owners Trust * 
  Series 1994-B Cl. A
  6.40%, 1/15/20                     411             406,944
Standard Credit Card
  Master Trust * 
  Series 1992-2 Cl.A (S)
  5.875%, 7/07/95                   $500         $   498,750
                                                 -----------
Total Asset Backed Securities
  (cost $911,829)                                    905,694
                                                 -----------
TOTAL INVESTMENTS-98.5%
  (cost $13,050,088)                              12,948,801
Other assets less liabilities-1.5%                   193,683
                                                 -----------
NET ASSETS-100%                                  $13,142,484
                                                 -----------
*  Asset-backed pay-through securities.
   See notes to financial statements.

4
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 28, 1995 (UNAUDITED)          ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND

ASSETS
Investments in securities, at value (cost $13,050,088)            $ 12,948,801
Cash                                                                    36,375
Interest receivable                                                    132,871
Receivable due from adviser                                            100,018
Deferred organization expense                                           21,259
Receivable for shares of beneficial interest sold                        9,553
Prepaid expenses and other assets                                       22,573
Total assets                                                        13,271,450
                                                                   -----------
LIABILITIES
Dividend payable                                                        37,699
Payable for shares of beneficial interest redeemed                      15,770
Distribution fee payable                                                 8,823
Accrued expenses                                                        66,674
Total liabilities                                                      128,966
NET ASSETS                                                         $13,142,484
                                                                   -----------
COMPOSITION OF NET ASSETS
Shares of beneficial interest, at par                               $       14
Additional paid-in capital                                          13,921,561
Distributions in excess of net investment income                       (35,286)
Accumulated net realized loss                                         (642,518)
Net unrealized depreciation of investments                            (101,287)
                                                                  $ 13,142,484
                                                                  ------------
CALCULATION OF MAXIMUM OFFERING PRICE
CLASS A SHARES
Net asset value and redemption price per share ($2,525,439 / 262,494
  shares of beneficial interest issued and outstanding)                  $9.62
Sales charge-4.25% of public offering price                                .43
Maximum offering price                                                  $10.05
                                                                       -------
CLASS B SHARES
Net asset value and offering price per share ($5,558,408 / 571,554
  shares of beneficial interest issued and outstanding)                  $9.73
                                                                        ------
CLASS C SHARES
Net asset value, redemption and offering price per share ($5,058,637 
  / 520,697 shares of beneficial interest issued and outstanding)        $9.72
                                                                        ------
See notes to financial statements.

5
<PAGE>
STATEMENT OF OPERATIONS
SIX MONTHS ENDED FEBRUARY 28, 1995 (UNAUDITED)
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
INVESTMENT INCOME
Interest                                                              $415,843
EXPENSES 
Advisory fee                                          $  38,173
Distribution fee-Class A                                  3,690
Distribution fee-Class B                                 28,608
Distribution fee-Class C                                 28,499
Audit and legal                                          41,484
Transfer agency                                          26,526
Registration                                             25,281
Trustees' fees                                           13,058
Printing                                                 12,766
Custodian                                                 7,689
Amortization of organization expenses                     5,459
Miscellaneous                                             6,075
Total expenses                                          237,308
Less: expenses waived and reimbursed 
  by adviser (See Note B)                              (100,018)
                                                      ----------
Net expenses                                                           137,290
Net investment income                                                  278,553
REALIZED AND UNREALIZED LOSS ON INVESTMENTS
Net realized loss on investments                                       (23,888)
Net change in unrealized depreciation of investments                   (53,275)
Net loss on investments                                                (77,163)
NET INCREASE IN NET ASSETS FROM OPERATIONS                           $ 201,390
                                                                    ----------

STATEMENT OF CHANGES IN NET ASSETS
                                     SIX MONTHS ENDED  MAY 1,1994    YEAR ENDED
                                       FEB. 28, 1995     THROUGH      APRIL 30,
                                         (UNAUDITED)  AUGUST 31,1994*    1994
                                     ----------------  ------------- -----------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income                   $  278,553    $  182,068    $  398,559
Net realized loss on investments           (23,888)     (509,561)      (29,976)
Net change in unrealized appreciation
  (depreciation) of investments            (53,275)      366,675       (52,535)
Net increase (decrease) in net assets
  from operations                          201,390        39,182      (193,952)

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income
Class A                                    (59,294)      (23,466)     (186,963)
Class B                                   (114,724)      (58,127)      (92,418)
Class C                                   (115,437)      (67,817)     (113,051)
Distribution in excess of net investment income
Class A                                         -0-       (3,831)      (15,558)
Class B                                         -0-       (9,485)       (7,691)
Class C                                         -0-      (11,068)       (9,409)
Return of capital
Class A                                         -0-       (6,485)      (39,984)
Class B                                         -0-      (16,063)      (19,765)
Class C                                         -0-      (18,742)      (24,177)

TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
Net increase (decrease)                 (2,450,615)   (2,093,364)   11,280,320
Total increase (decrease)               (2,538,680)   (2,269,266)   10,577,352

NET ASSETS
Beginning of period                     15,681,164    17,950,430     7,373,078
End of period                          $13,142,484   $15,681,164   $17,950,430
                                       -----------   -----------   -----------
*  The Fund changed its fiscal year end from April 30 to August 31.
   See notes to financial statements.

6
<PAGE>
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 1995 (UNAUDITED)          ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance Short-Term U.S. Government Fund (the "Fund"), a series of The Alliance 
Portfolios (the "Trust") is registered under the Investment Company Act of 
1940, as a diversified, open-end management investment company. Prior to August 
2, 1993, the Trust was known as The Equitable Funds, and the Fund was known as 
The Equitable Short-Term U.S. Government Fund. Prior to August 2, 1993, the 
Fund offered two classes of shares, Class A and Class B. On August 2, 1993, the 
Board of Trustees approved the creation of a third class of shares, Class C 
shares. The Fund offers Class A, Class B and Class C shares. Class A shares are 
sold with a front-end sales charge of up to 4.25%. Class B shares are sold with 
a contingent deferred sales charge which declines from 3.0% to zero depending 
on the period of time the shares are held. Shares purchased before August 2, 
1993 and redeemed within six years of purchase are subject to different rates 
than shares purchased after that date. Class C shares are sold without an 
initial or contingent deferred sales charge. All three classes of shares have 
identical voting, dividend, liquidation and other 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 reported sales price on such exchange. Listed securities not traded and 
securities traded in the over-the-counter market, including listed debt 
securities whose primary market is believed to be over-the-counter, are valued 
at the mean of the closing bid and asked price as obtained from a recognized 
pricing service and brokers. Securities for which bid and asked price 
quotations are not readily available are valued in good faith at fair value 
using methods determined by the Board of Trustees. Securities which mature in 
60 days or less are valued at amortized cost, which approximates market value.

2. ORGANIZATION EXPENSES
Organization expenses of approximately $50,000 have been deferred and are being 
amortized on a straight-line basis through May, 1997.

3. 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 applicable, to 
shareholders. Therefore, no provisions for federal income or excise taxes are 
required.

4. INVESTMENT INCOME AND SECURITY TRANSACTIONS
Interest income is accrued daily. Security transactions are accounted for on 
the date securities are purchased or sold. Security gains and losses are 
determined on the identified cost basis. The Fund accretes discounts as 
adjustments to interest income.

5. DIVIDENDS AND DISTRIBUTIONS
Dividends and distributions to shareholders are recorded on the ex-dividend 
date. Income dividends and capital gain distributions are determined in 
accordance with income tax regulations, which may differ from generally 
accepted accounting principles.

6. INCOME AND EXPENSES
All income earned and expenses incurred by the Fund are borne on a pro-rata 
basis by each settled class of shares, based on the proportionate interest in 
the Fund represented by the shares of such Class, except that the Fund's Class 
B and Class C shares bear higher distribution fees and, in the case of Class B 
shares, higher transfer agent fees. Expenses of the Trust are charged to each 
Fund in proportion to net assets.

7. CHANGES IN ACCOUNTING FOR DISTRIBUTION TO SHAREHOLDERS
Effective November 1, 1993, the Fund adopted Statement of Position 93-2 
Determination, Disclosure, and Financial Statement Presentation of Income, 
Capital Gain, and Return of Capital Distributions by Investment Companies. As a 
result, the Fund changed the classification of distributions to shareholders to 
better disclose the differences between financial statement amounts and 
distributiions determined in accordance with income tax regulations.

8. CHANGE OF YEAR END
The Fund changed its fiscal year end from April 30 to August 31. Accordingly, 
the statements of operations, changes in net assets and financial highlights 
reflect the period from May 1, 1994 to August 31, 1994.

7
<PAGE>
NOTES TO FINANCIAL STATEMENTS (CONT.)
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Prior to July 22, 1993, Equitable Capital Management Corporation (Equitable 
Capital) served as the investment adviser to the Trust. On July 22, 1993, 
Alliance Capital Management, L.P. (Alliance) acquired the business and 
substantially all of the assets of Equitable Capital and became the investment 
adviser to the Trust. Under the terms of an investment advisory agreement, the 
Fund pays Alliance an advisory fee at an annual rate of .55 of 1% of the Fund's 
average daily net assets. Under the old agreement the fee charged was the same. 
Such fee is accrued daily and paid monthly. The Investment Adviser has agreed, 
under the terms of the investment advisory agreement, to voluntarily waive its 
fees and bear certain expenses so that total expenses do not exceed on an 
annual basis 1.40%, 2.10% and 2.10% of the daily average net assets for the 
Class A, Class B and Class C shares, respectively. For the six months ended 
February 28, 1995, such reimbursement amounted to $100,018. Prior to August 2, 
1993, the annual rate for Class A and Class B shares were 1.00% and 1.75%, 
respectively. In addition to these voluntary arrangements, the Investment 
Adviser will reduce its compensation, to the extent that expenses of the Fund 
for any fiscal year (not including any distribution expenses paid by the Fund) 
exceed the lowest applicable expense limitation prescribed by any state in 
which the Fund's shares are qualified for sale. The Adviser believes that the 
most restrictive expense ratio limitation imposed by any state in which the 
Fund has qualified its shares for sale is 2.5% of the first $30 million of the 
Fund's average daily net assets, 2% of the next $70 million of its average 
daily net assets and 1.5% of its average daily net assets in excess of $100 
million. The Fund has a Services 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 $18,000 for the six months ended February 28, 1995. 
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 $615 from the sale of Class A shares and $26,676 in 
contingent deferred sales charges imposed upon redemptions by shareholders of 
Class B shares for the six months ended February 28, 1995. Trustees' fees and 
expenses payable include amounts owed to one of the Trustees under a deferred 
compensation plan.

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 .50% of the Fund's average daily net assets attributable to Class 
A shares and 1% of the average daily net assets attributable to both Class B 
and Class C shares. The Fund paid a distribution fee to the distributor at an 
annual rate of .30% of the Fund's average daily net assets attributable to 
Class A shares. Prior to August 2, 1993, Equico Securities served as 
distributor to the Fund. The Trustees currently limit payments under the Class 
A plan to .30% of the Fund's aggregate average daily net assets attributable to 
Class A shares. The Agreement provides that the Distributor will use such 
payments in their entirety for distribution assistance and promotional 
activities. The Distributor has incurred since inception expenses in excess of 
the distribution costs reimbursed by the Fund in the amount of $205,335 and 
$420,418 for Class B and C shares, respectively; such costs may be recovered 
from the Fund in future periods. 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.

8
<PAGE>
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments) 
aggregated $1,220,063 and $3,349,728, respectively, for the six months ended 
February 28, 1995. At February 28, 1995 the cost of securities for federal 
income tax purposes was the same as the cost for financial reporting purposes. 
Accordingly net unrealized depreciation of investments was $101,287.

NOTE E: SHARES OF BENEFICIAL INTEREST 
There is an unlimited number of $0.00001 par value shares of beneficial 
interest authorized divided into three classes, designated Class A, Class B and 
Class C shares. Transactions in shares of beneficial interest were as follows:

<TABLE>
<CAPTION>
                                                              SHARES                                AMOUNT
                                            --------------------------------------  -------------------------------------
                                             SIX MONTHS                             SIX MONTHS
                                                ENDED       MAY 1,1994                ENDED        MAY 1,1994
                                               FEB. 28,     THROUGH    YEAR ENDED     FEB. 28,     THROUGH    YEAR ENDED
                                                 1995        AUG. 31,    APRIL 30,      1995        AUG. 31,   APRIL 30,
                                            (UNAUDITED)        1994*        1994    (UNAUDITED)      1994*       1994
                                             -----------   ----------   ----------  -----------   ----------  -----------
<S>                                          <C>            <C>        <C>          <C>           <C>         <C>
CLASS A
hares sold                                      271,559       63,865      305,285   $2,606,566    $ 621,582   $3,088,288
Shares issued in reinvestment 
of dividends and distributions                    3,664        2,640       18,496       35,052       24,637      188,107
Shares redeemed                                (247,709)     (36,470)    (713,916)  (2,374,900)    (353,354)  (7,238,334)
 increase (decrease)                             27,514       30,035     (390,135)  $  266,718     $292,865  $(3,961,939)
                                               ---------     --------     --------  -----------    ---------  -----------
CLASS B
Shares sold                                     250,868      191,442    1,038,373   $2,420,447   $1,879,078  $10,509,198
Shares issued in reinvestment 
of dividends and distributions                    6,539        4,974        6,998       63,290       48,786       71,232
Shares redeemed                                (328,149)    (281,109)    (443,714)  (3,175,896)  (2,763,343)  (4,491,840)
Net increase (decrease)                         (70,742)     (84,693)     601,657    $(692,159)  $ (835,479) $ 6,088,590
                                                --------     --------     --------   ----------  -----------  -----------
</TABLE>
<TABLE>
<CAPTION>
                                                              SHARES                                AMOUNT
                                              ------------------------------------  ------------------------------------
                                              SIX MONTHS                            SIX MONTHS
                                                ENDED        MAY 1,1994    AUG. 2,     ENDED       MAY 1,1994    AUG. 2,
                                                FEB. 28,     THROUGH      1993**      FEB. 28,     THROUGH       1993**
                                                1995         AUG. 31,  TO APRIL 30,    1995         AUG.31,   TO APR. 30,
                                              (UNAUDITED)      1994*      1994      (UNAUDITED)      1994*       1994
                                               ----------   ---------  ------------  ----------  ----------- ------------
<S>                                            <C>          <C>        <C>         <C>          <C>          <C>
CLASS C
Shares sold                                     127,822      236,907    1,504,955   $1,231,562  $ 2,323,716  $15,510,590
Shares issued in reinvestment
of dividends and distributions                    6,640        5,079        6,182       64,241       49,793       62,755
Shares redeemed                                (343,243)    (400,146)    (623,499)  (3,320,976)  (3,924,259)  (6,419,676)
Net increase (decrease)                        (208,781)    (158,160)     887,638  $(2,025,173) $(1,550,750) $ 9,153,669
                                               ---------    ---------     -------- ------------  -----------  -----------
</TABLE>

NOTE F: FEDERAL INCOME TAX STATUS
At August 31, 1994, the Fund had net capital loss carryforward of $109,069 of 
which $72,933 expires in the fiscal year ending 2001 and $36,136 in the fiscal 
year ending 2002 to the extent provided by the regulations. To the extent that 
this loss carryforward is used to offset future capital gains, it is probable 
that the gains as offset will not be distributed to the shareholders. Capital 
losses incurred after October 31, within the Funds fiscal year are deemed to 
arise on the first business day of the following fiscal year. The Fund incurred 
and elected to defer post October losses of $509,561.
*   The Fund changed its fiscal year end from April 30 to August 31.
**  Commencement of distribution.

9
<PAGE>
FINANCIAL HIGHLIGHTS                   ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH 
PERIOD
                                                    CLASS A
                                   --------------------------------------------
                                    SIX MONTHS  MAY 1,1994  YEAR  MAY 4,1992(A)
                                       ENDED    THROUGH     ENDED      TO
                                  FEB. 28,1995  AUGUST 31,  APR. 30,  APR. 30,
                                   (UNAUDITED)     1994*     1994      1993
                                   -----------  ---------  --------  ----------
Net asset value, beginning of period   $ 9.67    $ 9.77    $10.22    $10.00
INCOME FROM INVESTMENT OPERATIONS
et investment income                      .34**     .14**     .35**     .46**
Net realized and unrealized gain (loss)  (.04)     (.09)     (.29)      .34
Net increase in net asset value
rom operations                            .30       .05       .06       .80
LESS: DISTRIBUTIONS
Dividends from net investment income     (.35)     (.12)     (.42)     (.46)
Dividends in excess of net investment 
income                                     -0-       -0-     (.01)       -0-
Return of capital                          -0-     (.03)     (.08)       -0-
Distributions from net realized gains      -0-       -0-       -0-     (.12)
Total dividends and distributions        (.35)     (.15)     (.51)     (.58)
Net asset value, end of period         $ 9.62    $ 9.67    $ 9.77    $10.22
                                       ------    ------    ------    ------
TOTAL RETURN
Total investment return based on net 
asset value (b)                          1.86%      .53%      .52%     8.20%
                                        ------     -----     -----     -----
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's
omitted)                               $2,525    $2,272    $2,003    $6,081
Ratio to average net assets of:
Expenses, net waivers/ 
reimbursements                           1.40%(c)  1.40%(c)  1.27%     1.00%(c)
Expenses, before waivers/
reimbursements                           2.89%(c)  2.95%(c)  2.17%     2.20%(c)
Net investment income                    4.65%(c)  3.98%(c)  4.41%     4.38%(c)
Portfolio turnover rate                     9%      144%       55%      294%

See footnotes on page 11.

10
<PAGE>
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT 
EACH PERIOD

<TABLE>
<CAPTION>
                                                                  CLASS B                              CLASS C
                                            ----------------------------------------------  ---------------------------------
                                              SIX MONTHS                                   SIX MONTHS
                                                ENDED     MAY 1,1994               MAY 4,    ENDED    MAY 1,1994   AUGUST 2,
                                             FEBRUARY 28,  THROUGH   YEAR ENDED    1992(A)   FEB. 28,  THROUGH     1993(D)
                                                 1995    AUGUST 31,  APRIL 30, TO APRIL 30,   1995     AUG. 31,  TO APRIL 30,
                                              (UNAUDITED)    1994*      1994       1993    (UNAUDITED)   1994*      1994
                                             ------------- --------  ---------- ----------- ---------- --------- ------------
<S>                                          <C>          <C>        <C>        <C>         <C>        <C>        <C>
Net asset value, beginning of period             $ 9.78     $ 9.88     $10.31     $10.00     $ 9.77     $ 9.87     $10.34
INCOME FROM INVESTMENT OPERATIONS
et investment income                                .31**      .10**      .40**      .38**      .30**      .10**      .26**
Net realized and unrealized gain (loss)            (.04)      (.07)      (.39)       .33       (.03)      (.07)      (.42)
Net increase (decrease) in net asset
value from operations                               .27        .03        .01        .71        .27        .03       (.16)
LESS: DISTRIBUTIONS
Dividends from net investment
income                                             (.32)      (.11)      (.35)      (.38)      (.32)      (.11)      (.25)
Dividends in excess of net investment
income                                               -0-        -0-      (.01)        -0-        -0-        -0-      (.01)
Return of capital                                    -0-      (.02)      (.08)        -0-        -0-      (.02)      (.05)
Distributions from net realized gains                -0-        -0-        -0-      (.02)        -0-        -0-        -0-
Total dividends and distributions                  (.32)      (.13)      (.44)      (.40)      (.32)      (.13)      (.31)
Net asset value, end of period                   $ 9.73     $ 9.78     $ 9.88     $10.31     $ 9.72     $ 9.77     $ 9.87
                                                 -------    -------    -------    -------    -------    -------    -------
TOTAL RETURN
Total investment return based on net
asset value (b)                                    1.47%       .28%       .03%      7.22%      1.47%       .28%     (1.56)%
                                                   -----       ----       ----      -----       -----      -----    -------
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's)
omitted)                                         $5,558     $6,281     $7,184     $1,292     $5,059     $7,128     $8,763
Ratios of average net assets of:
Expenses, net of waivers/
reimbursements                                     2.10%(c)   2.10%(c)   2.05%      1.75%(c)   2.10%(c)   2.10%(c)   2.10%(c)
Expenses, before waivers/
reimbursements                                     3.55%(c)   3.60%(c)   3.21%      4.81%(c)   3.52%(c)   3.64%(c)   3.10%(c)
Net investment income                              3.89%(c)   3.22%(c)   3.12%      3.36%(c)   3.86%(c)   3.26%(c)   2.60%(c)
Portfolio turnover rate                               9%       144%        55%       294%         9%       144%        55%
</TABLE>

*    The Fund changed its fiscal year end from April 30 to August 31.
**   Net of fee waived and expenses reimbursed by Adviser.
(a)  Commencement of operations.
(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. Initial sales charges or contingent 
deferred sales charges are 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)  Commencement of distribution.
Prior to July 22, 1993, Equitable Capital Management Corporation (Equitable 
Capital) served as the investment adviser to the Trust. On July 22, 1993, 
Alliance Capital Management L.P. acquired the business and substantially all of 
the assets of Equitable Capital and became the investment adviser of the Trust.

11
<PAGE>
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND

BOARD OF TRUSTEES
John D. Carifa, Chairman and President
Alberta B. Arthurs (1)
Ruth Block (1)
Richard W. Couper (1)
Brenton W. Harries (1)
Donald J. Robinson (1)

OFFICERS
Bruce W. Calvert, Vice President
Kathleen A. Corbet, Vice President
Franklin Kennedy III, Vice President
Barbara J. Krumsiek, Vice President
Edmund P. Bergan, Jr., Clerk
Mark D. Gersten, Treasurer & Chief Financial Officer
Patrick J. Farrell, Controller & Chief Accounting Officer

CUSTODIAN
State Street Bank & Trust Company
225 Franklin Street
Boston, MA 02110

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

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

LEGAL COUNSEL
Ropes & Gray
One International Place
Boston, MA  02110-2624

INDEPENDENT ACCOUNTANTS
Price Waterhouse LLP
1177 Avenue of the Americas
New York, NY  10036-2798

12
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13
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14
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15
<PAGE>
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
1345 Avenue of the Americas
New York, NY  10105
(800) 221-5672

Alliance Capital
Funds without the Mystery

THIS REPORT IS DISTRIBUTED SOLELY TO SHAREHOLDERS OF THE FUND 
AND IS NOT TO BE USED AS SALES LITERATURE. 
R THESE REGISTERED SERVICE MARKS USED UNDER LICENSE FROM THE OWNER, 
ALLIANCE CAPITAL MANAGEMENT L.P. 
STMUSGSR
BULK RATE
U.S. POSTAGE
PAID
New York, NY
Permit No. 7131
ALLIANCE 
SHORT-TERM
U.S. GOVERNMENT FUND
  SEMI-ANNUAL 
  REPORT
  FEBRUARY 28, 1995
Alliance Capital
Funds without the Mystery



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