ALLIANCE GROWTH FUND
SEMI-ANNUAL REPORT
APRIL 30, 1996
LETTER TO SHAREHOLDERS ALLIANCE GROWTH FUND
_______________________________________________________________________________
June 7, 1996
Dear Shareholder:
The six months since we've last reported has been a period of steady gains in
global financial markets, and Alliance Growth Fund enjoyed favorable returns.
The following table shows how your Fund performed during its fiscal half-year
ended April 30, 1996. For comparison, we've shown the performance of the
overall U.S. stock market, represented by the S&P 500-stock Index, and the
Russell 1000 Index, which is composed of the 1,000 largest U.S. stocks.
TOTAL RETURN
PERIODS ENDED APRIL 30, 1996
6 MONTHS 12 MONTHS
-------- ---------
ALLIANCE GROWTH FUND
Class A +12.42% +29.86%
Class B +12.05% +28.96%
Class C +12.05% +29.01%
S&P 500 +13.75% +30.13%
RUSSELL 1000 +13.60% +31.27%
TOTAL RETURNS ARE BASED ON THE NET ASSET VALUES OF EACH CLASS OF SHARES AS OF
APRIL 30; ADDITIONAL INVESTMENT RESULTS APPEAR ON PAGE 2. THE FUND'S BENCHMARKS
ARE UNMANAGED.
INVESTMENT ENVIRONMENT
During the six months ended April 30, there was considerable uncertainty about
whether the economy would continue to slow, or whether it would reaccelerate
without lapsing into recession. Evidence has gradually accumulated suggesting
that the economy will grow moderately this year. This is good news for
corporate profits, but it may mean that interest rates have already seen their
lows for the cycle. Cash flows into the equity market have remained at very
high levels. The stock market has tended to track the bond marketshowing strong
performance while interest rates were falling late last year, then flattening
out in the last three months as interest rates have moved back up.
Market strength shifted back and forth between defensive and
cyclically-sensitive stocks, as investors responded to economic news and
trends. When the economy appeared weak, consumer and health care stocks led;
when stronger economic news was reported, cyclical and technology equities were
the market leaders.
Throughout this entire period your Fund has been strongly invested in
technology and financial services companies. The Fund also holds positions in
the consumer and health care sectors, though we have chosen to be underweighted
in them relative to the S&P 500 for the last six months.
AREAS OF OPPORTUNITY
Computer networking companies have continued to experience extraordinary growth
despite the slower pace of overall economic activity. We think this trend will
persist for some time to come, as both businesses and individuals discover the
benefits of new digital technologies. The Fund's technology investments are
focused in this area, emphasizing particularly companies with substantial and
growing earnings while avoiding more speculative companies that have yet to
establish strong track records.
As long as the economy remains on its slow growth, low inflation track, we
believe the bull market will remain intact. The rate of gain realized in the
last year clearly surpassed most forecasters' expectations; it would not
surprise us to see more modest gains or perhaps even a market correction in the
months ahead. But we would not expect the correction to be anything more than a
temporary adjustment in a bull market. Longer term, we think investors in
equities will continue to be well-rewarded.
Thank you for your continued interest and investment in Alliance Growth Fund.
We look forward to reporting to you again on market activity and the Fund's
investment results later in the year.
Sincerely,
John D. Carifa
Chairman and President
Tyler J. Smith
Portfolio Manager
1
ALLIANCE GROWTH FUND
_______________________________________________________________________________
OBJECTIVE AND POLICIES
Alliance Growth Fund seeks long-term growth of capital. The Fund invests
principally in a diversified portfolio of equity securities of companies with a
favorable outlook for earnings and whose rate of growth is expected to exceed
that of the United States economy over time.
INVESTMENT RESULTS
_______________________________________________________________________________
AVERAGE ANNUAL TOTAL RETURN AS OF APRIL 30, 1996
CLASS A SHARES
WITHOUT WITH
SALES CHARGE SALES CHARGE
------------ ------------
. One Year +29.86% +24.35%
. Five Years +19.24% +18.20%
. Since Inception* +22.76 +21.82%
CLASS B SHARES
WITHOUT WITH
SALES CHARGE SALES CHARGE
------------ ------------
. One Year +28.96% +24.96%
. Five Years +18.43% +18.43%
. Since Inception*(a) +20.47% +20.47%
CLASS C SHARES
. One Year +29.01%
. Since Inception* +15.11%
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 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);
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.
* Inception: 9/4/90, Class A; 10/23/87, Class B; 8/2/93, Class C.
(A) Assumes conversion of Class B shares into Class A shares after 8 years.
2
TEN LARGEST HOLDINGS*
APRIL 30, 1996 (UNAUDITED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
COMPANY VALUE PERCENT OF NET ASSETS
- -------------------------------------------------------------------------------
cisco Systems, Inc. $166,293,900 6.0%
Philip Morris Cos., Inc. 99,939,612 3.6
Travelers, Inc. 94,999,050 3.4
Oracle Systems Corp. 83,076,437 3.0
Loews Corp. 80,695,375 2.9
Mannesmann AG (ADR) 69,914,307 2.5
Sears Roebuck & Co. 69,750,187 2.5
American International Group, Inc. 68,928,731 2.5
3Com Corp. 68,910,825 2.5
Texas Instruments, Inc. 65,179,050 2.4
$867,687,474 31.3%
MAJOR PORTFOLIO CHANGES
SIX MONTHS ENDED APRIL 30, 1996 (UNAUDITED)
_______________________________________________________________________________
SHARES
------------------------------
PURCHASES BOUGHT HOLDINGS 4/30/96
- -------------------------------------------------------------------------------
Sterling Software, Inc. 721,100 721,100
Bay Networks, Inc. 1,410,850 1,750,550
3Com Corp. 1,024,300 1,307,600
Texas Instruments, Inc. 731,200 1,231,200
Oracle Systems Corp. 1,775,250 2,688,250
ITT Corp. 426,500 1,002,800
Informix Corp. 930,000 930,000
Philip Morris Cos., Inc. 281,900 1,108,900
Wal-Mart Stores, Inc. 945,000 945,000
Chase Manhattan Corp. 427,952 427,952
SALES SOLD HOLDINGS 4/30/96
- -------------------------------------------------------------------------------
Intel Corp. 750,000 376,600
Motorola, Inc. 650,000 746,800
Conrail, Inc. 319,000 -0-
Chrysler Corp. 246,830 -0-
American Express Co. 250,000 -0-
NationsBank Corp. 124,000 -0-
Allstate Corp. 150,000 759,410
Monsanto Co. 44,500 174,500
Travelers, Inc. 94,000 1,544,700
John Alden Financial Corp. 246,500 -0-
* Adjusted for market value of call options written.
3
PORTFOLIO OF INVESTMENTS
APRIL 30, 1996 (UNAUDITED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
COMPANY SHARES VALUE
- ------------------------------------------------------------------------
COMMON AND PREFERRED STOCKS-96.5%
TECHNOLOGY-37.7%
COMPUTERS, SOFTWARE & SERVICES-8.8%
COMPAQ Computer Corp.* 300,000 $ 13,987,500
Dell Computer Corp.* 144,300 6,619,763
Digital Equipment Corporation* 60,700 3,626,825
General Motors Corp. Cl.E 623,000 35,121,625
Informix Corp.* (a) 930,000 24,528,750
Microsoft Corp.* 121,000 13,718,375
Oracle Systems Corp.(a) 2,688,250 90,728,437
Sterling Software, Inc.* 721,100 56,065,525
------------
244,396,800
ELECTRONICS-19.9%
3Com Corp.* (a) 1,307,600 60,313,050
Bay Networks, Inc.* (a) 1,750,550 55,142,325
Cabletron Systems, Inc.* (a) 325,900 24,564,712
cisco Systems, Inc.* (a) 3,268,000 169,527,500
EMC Corp.* 2,062,300 42,277,150
General Instrument Corp.* 1,566,300 51,296,325
Micron Technology, Inc.(a) 164,600 5,987,325
Motorola, Inc.(a) 746,800 45,741,500
Silicon Graphics, Inc.* (a) 242,000 7,169,250
Texas Instruments, Inc.(a) 1,231,200 69,562,800
Westinghouse Electric Corp. 1,085,000 20,479,375
------------
552,061,312
OFFICE EQUIPMENT & SERVICES-0.4%
Xerox Corp. 65,100 9,537,150
PRINTING, PUBLISHING & BROADCASTING-0.3%
Cox Communications, Inc.* 386,300 7,919,150
SEMI-CONDUCTORS & RELATED-2.6%
Altera Corp.* (a) 400,000 21,100,000
Intel Corp.(a) 376,600 25,514,650
National Semiconductor Corp.* 1,665,300 26,228,475
------------
72,843,125
TELECOMMUNICATIONS-5.7%
Air-Touch Communications, Inc.* 1,576,700 49,271,875
DSC Communications Corp.* (a) 773,700 24,371,550
Loral Space & Communications* 845,000 12,146,875
Millicom International Cellular, S.A.* 312,800 $14,779,800
Newbridge Networks Corp.* 180,000 11,587,500
Nokia Corp. (ADR)(b) 197,000 7,165,875
Rogers Cantel Mobile Communications,
Inc. Cl.B* 566,500 15,295,500
U.S. West, Inc.* 350,000 6,825,000
United States Cellular Corp.* 365,500 12,107,188
Vodafone Plc (ADR)(c) 115,000 4,614,375
------------
158,165,538
------------
1,044,923,075
CREDIT SENSITIVE-20.3%
BANKS-1.2%
Chase Manhattan Corp. 427,952 29,475,194
First Chicago Corp. 90,000 1,710,000
First Union Corp. 50,000 3,075,000
------------
34,260,194
FINANCIAL SERVICES-1.8%
Capital One Financial Corp. 158,000 4,661,000
Dean Witter, Discover & Co. 87,800 4,785,100
Federal National Mortgage Assn. 673,200 20,616,750
Franchise Financial Corp. of America 40,000 865,000
JP Realty, Inc. 755,300 15,011,587
Mercury Finance Co. 297,700 3,423,550
------------
49,362,987
INSURANCE-11.3%
20th Century Industries, Inc.* 1,098,300 17,160,937
Acceptance Insurance Cos., Inc.* 465,600 7,275,000
Allstate Corp. 759,410 29,522,064
American International Group, Inc. 754,350 68,928,731
ITT Hartford Group, Inc. 843,000 41,201,625
PennCorp. Financial Group, Inc. 484,500 14,837,813
PMI Group, Inc. 231,000 9,817,500
Progressive Corp. (Ohio) 608,000 28,348,000
PXRE Corp. 8 204
Travelers, Inc. 1,544,700 94,999,050
------------
312,090,924
REAL ESTATE-4.9%
Amli Residential Properties Trust 173,100 3,440,363
4
ALLIANCE GROWTH FUND
_______________________________________________________________________________
COMPANY SHARES VALUE
- ------------------------------------------------------------------------
Bradley Real Estate, Inc. 287,982 $ 4,247,735
CBL & Associates Properties, Inc. 264,000 5,445,000
Columbus Realty Trust, Inc. 107,600 2,111,650
Essex Property Trust 201,900 4,164,188
First Industrial Realty Trust, Inc. 177,000 4,225,875
Gables Residential Trust 200,000 4,725,000
Highwoods Properties, Inc. 539,200 16,310,800
The Macerich Co. 694,400 13,454,000
Manufactured Home Communities, Inc. 160,000 3,020,000
Oasis Residential, Inc. 160,000 4,200,000
cv. pfd. 30,000 675,000
Paragon Group, Inc. 150,000 2,662,500
Saul Centers, Inc. 238,000 3,421,250
Simon Property Group, Inc. 276,500 6,359,500
Spieker Properties, Inc. 426,200 11,081,200
Storage USA, Inc. 403,700 13,372,562
Summit Properties, Inc. 507,700 9,709,762
Sun Communities, Inc. 520,000 13,585,000
Walden Residential Properties, Inc. 208,100 4,396,112
Weeks Corp. 163,000 3,973,125
------------
134,580,622
UTILITY/GAS-0.2%
Renaissance Energy, Ltd.* 224,000 5,914,653
UTILITY/TELEPHONE-0.9%
MCI Communications Corp. 359,000 10,568,063
Telephone and Data Systems, Inc. 320,000 14,880,000
------------
25,448,063
------------
561,657,443
CONSUMER NONCYCLICALS-12.1%
BEVERAGES-0.6%
Coca-Cola Femsa, S.A. (ADR)(d) 629,700 16,923,188
DRUGS-3.5%
Abbott Laboratories 510,000 20,718,750
Amgen, Inc.* 106,000 6,095,000
Astra AB, Series A* (e) 400,000 17,783,414
Gensia, Inc.* (f) 68,500 962,767
Merck & Co., Inc. 439,000 26,559,500
Pfizer, Inc. 380,000 26,172,500
------------
98,291,931
HOSPITAL SUPPLIES & SERVICES-1.5%
Healthsource, Inc.* (a) 418,000 $14,264,250
Quest Medical, Inc.* 265,225 3,182,700
United Healthcare Corp. 388,900 22,750,650
------------
40,197,600
TOBACCO-6.5%
Loews Corp. 1,058,300 80,695,375
Philip Morris Cos., Inc. 1,108,900 99,939,612
------------
180,634,987
------------
336,047,706
CONSUMER CYCLICALS-8.3%
PHOTO & OPTICAL-1.4%
Eastman Kodak Co. 495,700 37,921,050
RETAILING-GENERAL-6.9%
Federated Department Stores, Inc.* 100,000 3,337,500
Hasbro, Inc. 135,400 4,975,950
Home Depot, Inc. 779,000 36,905,125
Lowes Cos., Inc. 1,172,500 37,959,687
Sears Roebuck & Co. 1,398,500 69,750,187
Tandy Corp. 296,300 15,370,563
Wal-Mart Stores, Inc. 945,000 22,561,875
------------
190,860,887
------------
228,781,937
BUSINESS SERVICES-6.5%
PRINTING, PUBLISHING & BROADCASTING-4.0%
Comcast Corp. Cl.A (SPL) 226,500 3,963,750
Donnelley (R.R.) & Sons Co. 879,200 31,651,200
TCI Group Series A* 2,965,500 56,715,187
Tele-Communications, Inc.-
Liberty Media Group Cl. A* 621,375 17,010,141
Time Warner, Inc. 60,000 2,452,500
111,792,778
RAILROADS & EQUIPMENT-1.9%
Southern Pacific Rail Corp.* 449,500 11,237,500
Union Pacific Corp. 585,000 39,853,125
51,090,625
5
PORTFOLIO OF INVESTMENTS (CONTINUED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
COMPANY SHARES VALUE
- ------------------------------------------------------------------------
TRANSPORTATION-0.6%
Pittston Brinks Group 497,000 $ 13,853,875
Pittston Burlington Group 195,500 3,885,563
------------
17,739,438
------------
180,622,841
CAPITAL GOODS-3.6%
MACHINERY-3.6%
Applied Materials, Inc.* 150,000 6,000,000
ITT Industries, Inc. 848,000 23,320,000
Mannesmann AG (ADR)(g) 205,000 69,914,307
------------
99,234,307
BASIC MATERIALS-3.4%
CHEMICALS-2.5%
Great Lakes Chemical Corp. 371,000 25,320,750
Monsanto Co. 174,500 26,436,750
W.R. Grace & Co. 227,000 17,592,500
------------
69,350,000
FOREST PRODUCTS-0.1%
Louisiana-Pacific Corp. 100,000 2,512,500
METALS & MINING-0.6%
Aluminum Co. of America 100,000 6,237,500
Freeport McMoran, Inc. 280,983 10,255,880
------------
16,493,380
PAPER-0.2%
Kimberly Clark Corp. 90,000 6,536,250
------------
94,892,130
ENERGY-2.2%
OIL & GAS-1.7%
Gulf Canada Resources, Ltd.* 8,834,100 48,587,550
OIL SUPPLIES & CONSTRUCTION-0.5%
Western Atlas, Inc.* 226,600 13,596,000
------------
62,183,550
DIVERSIFIED-2.2%
Hanson PLC (ADR)* (c)
warrants, expiring 9/30/97 1,045,296 55,073
B warrants, expiring 9/30/97 444,203 27,763
ITT Corp.* 1,002,800 61,045,450
------------
61,128,286
SHARES,
CONTRACTS (H)
OR PRINCIPAL
AMOUNT
COMPANY (000) VALUE
- ------------------------------------------------------------------------
CONSUMER SERVICES-0.2%
HOTELS & RESTAURANTS-0.2%
McDonald's Corp. 134,000 $ 6,415,250
Total Common and Preferred Stocks
(cost $2,231,259,284) 2,675,886,525
LONG TERM DEBT SECURITIES-1.1%
ELECTRONICS-1.1%
3Com Corp.
10.25%, 11/01/01(f) $ 8,500 12,973,125
Altera Corp.
5.75%, 6/15/02(f) 9,040 10,950,514
Cypress Semiconductor Corp.
3.15%, 3/15/01(f) 6,500 7,066,020
------------
30,989,659
Total Long Term Debt Securities
(cost $30,216,609) 30,989,659
SHORT-TERM DEBT SECURITIES-3.6%
Federal Farm Credit Bank
5.16%, 5/07/96 15,000 14,987,100
Federal Home Loan Bank
5.17%, 5/14/96 14,000 13,971,852
5.18%, 5/14/96 26,000 25,951,366
Federal Home Loan Mortgage Corp.
5.30%, 5/01/96 44,500 44,500,000
Total Short-Term Debt Securities
(amortized cost $99,410,318) 99,410,318
TOTAL INVESTMENTS-101.2%
(cost $2,360,886,211) 2,806,286,502
OUTSTANDING CALL OPTIONS WRITTEN-(1.4%)
3Com Corp.
expiring May 1996
@ $44.63 1,000 (163,000)
expiring June 1996
@ $43.50 2,000 (978,000)
@ $44.00 1,000 (484,000)
@ $44.25 1,000 (414,100)
6
ALLIANCE GROWTH FUND
_______________________________________________________________________________
COMPANY CONTRACTS (H) VALUE
- -------------------------------------------------------------------------
expiring July 1996
@ $39.50 1,500 $(1,284,000)
@ $39.88 1,000 (797,000)
@ $45.00 500 (255,250)
Altera Corp.
expiring July 1996
@ $46.75 1,000 (934,000)
@ $50.00 1,000 (741,000)
@ $50.13 1,000 (738,000)
@ $52.88 1,000 (614,000)
Bay Networks, Inc.
expiring May 1996
@ $34.75 1,500 (198,000)
expiring June 1996
@ $33.63 500 (91,000)
@ $34.50 1,000 (170,000)
@ $34.88 1,500 (234,000)
@ $37.00 1,000 (93,700)
expiring July 1996
@ $29.00 1,000 (467,000)
@ $29.00 1,000 (479,100)
@ $29.18 1,000 (468,700)
@ $29.88 500 (214,000)
@ $30.25 1,000 (429,000)
@ $32.25 500 (169,000)
@ $32.75 2,000 (614,000)
Cabletron Systems, Inc.
expiring May 1996
@ $73.60 500 (182,500)
@ $74.00 500 (167,000)
expiring July 1996
@ $67.50 1,000 (1,075,000)
@ $68.63 500 (500,000)
cisco Systems, Inc.
expiring May 1996
@ $49.63 1,000 (403,000)
expiring June 1996
@ $46.13 1,000 (716,000)
@ $47.50 1,000 (624,000)
@ $48.25 1,000 (571,000)
expiring July 1996
@ $49.50 1,000 (475,600)
@ $51.38 1,000 (444,000)
DSC Communications Corp.
expiring May 1996
@ $32.50 1,000 $(68,000)
expiring June 1996
@ $28.63 500 (201,500)
@ $29.50 1,000 (357,000)
Healthsource, Inc.
expiring May 1996
@ $35.25 2,000 (24,000)
@ $39.25 1,000 (21,000)
Informix Corp.
expiring May 1996
@ $31.50 1,500 (9,600)
@ $31.50 1,000 (10,500)
@ $31.63 1,500 (3,000)
expiring June 1996
@ $74.63 1,000 (32,100)
expiring July 1996
@ $25.50 500 (175,000)
@ $27.13 1,000 (236,400)
@ $29.25 1,000 (147,200)
expiring Aug 1996
@ $25.00 1,000 (393,750)
Intel Corp.
expiring May 1996
@ $54.38 500 (669,500)
@ $58.88 500 (447,500)
expiring June 1996
@ $53.13 1,000 (1,496,000)
@ $58.38 500 (514,000)
expiring July 1996
@ $56.50 1,000 (1,217,000)
Micron Technology, Inc.
expiring May 1996
@ $35.50 1,000 (205,400)
expiring July 1996
@ $31.63 500 (296,600)
Motorola, Inc.
expiring May 1996
@ $55.13 1,000 (647,000)
@ $55.25 1,000 (641,000)
expiring July 1996
@ $53.00 1,500 (1,402,500)
7
PORTFOLIO OF INVESTMENTS (CONTINUED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
COMPANY CONTRACTS (H) VALUE
- -------------------------------------------------------------------------
Oracle Systems Corp.
expiring May 1996
@ $31.50 750 $ (169,125)
@ $31.75 1,500 (303,150)
@ $33.50 750 (90,750)
expiring June 1996
@ $32.63 750 (204,750)
@ $32.63 1,500 (433,500)
@ $32.88 1,500 (400,500)
@ $33.25 1,500 (387,000)
@ $33.33 750 (177,750)
expiring July 1996
@ $28.63 1,500 (915,000)
@ $29.38 2,250 (1,230,750)
@ $30.50 2,250 (1,014,975)
@ $31.00 750 (328,500)
@ $31.50 1,500 (571,800)
@ $33.00 1,000 (323,500)
@ $33.88 1,500 (442,500)
@ $34.13 1,500 (405,450)
@ $34.38 1,000 (253,000)
Silicon Graphics, Inc.
expiring May 1996
@ $25.88 1,500 (630,000)
expiring June 1996
@ $25.50 500 (234,500)
Texas Instruments, Inc.
expiring May 1996
@ $50.13 500 (330,350)
@ $50.38 500 (319,500)
@ $51.25 1,000 (535,000)
@ $53.75 500 (161,500)
@ $54.25 1,000 (278,000)
expiring June 1996
@ $50.00 1,000 (767,000)
@ $50.75 1,500 (1,060,500)
@ $53.88 500 (248,500)
expiring July 1996
@ $52.63 500 (294,400)
@ $57.13 1,000 (389,000)
Total Outstanding Call Options Written
(premiums received $34,120,640) (38,303,750)
TOTAL INVESTMENTS NET OF OUTSTANDING CALL
OPTIONS WRITTEN-99.8%
(cost $2,326,765,571) 2,767,982,752
Other assets less liabilities-0.2% 5,948,698
NET ASSETS-100% $2,773,931,450
* Non-income producing security.
(a) Security on which options are written (shares subject to call have an
aggregate market value of $364,700,000).
(b) Country of origin-Finland.
(c) Country of origin-United Kingdom.
(d) Country of origin-Mexico.
(e) Country of origin-Sweden.
(f) Securities are exempt from registration under Rule 144A of the Securities
Act of 1933. These securities may be resold in transactions exempt from
registration, normally to qualified institutional buyers. At April 30, 1996,
these securities amounted to $31,952,426 or 1.2% of net assets.
(g) Country of origin-Germany.
(h) One contract relates to 100 shares.
Glossary:
ADR - American Depository Receipt.
See notes to financial statements.
8
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1996 (UNAUDITED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
ASSETS
Investments in securities, at value (cost $2,360,886,211) $2,806,286,502
Cash 172,301
Receivable for shares of beneficial interest sold 12,626,303
Receivable for investment securities sold 8,387,342
Dividends and interest receivable 1,366,026
Total assets 2,828,838,474
LIABILITIES
Outstanding call options written, at value
(premiums received $34,120,640) 38,303,750
Payable for investment securities purchased 10,649,308
Payable for shares of beneficial interest redeemed 2,096,948
Distribution fee payable 1,959,702
Advisory fee payable 1,632,089
Accrued expenses 265,227
Total liabilities 54,907,024
NET ASSETS $2,773,931,450
COMPOSITION OF NET ASSETS
Shares of beneficial interest, at par $ 1,001
Additional paid-in capital 2,276,326,645
Distributions in excess of net investment income (7,145,631)
Accumulated net realized gain on investments 63,566,459
Net unrealized appreciation of investments, options and
other assets less liabilities 441,182,976
$2,773,931,450
CALCULATION OF MAXIMUM OFFERING PRICE
CLASS A SHARES
Net asset value and redemption price per share ($395,674,248/
12,265,422 shares of beneficial interest issued and outstanding) $32.26
Sales charge-4.25% of public offering price 1.43
Maximum offering price $33.69
CLASS B SHARES
Net asset value and offering price per share ($2,060,162,728/
76,055,891 shares of beneficial interest issued and outstanding) $27.09
CLASS C SHARES
Net asset value, redemption and offering price per share
($318,094,474/11,737,962 shares of beneficial interest
issued and outstanding) $27.10
See notes to financial statements.
9
STATEMENT OF OPERATIONS
SIX MONTHS ENDED APRIL 30, 1996 (UNAUDITED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
INVESTMENT INCOME
Dividends (net of foreign taxes withheld
of $27,508) $15,288,995
Interest 2,545,053
$ 17,834,048
EXPENSES
Advisory fee 8,879,611
Distribution fee - Class A 501,743
Distribution fee - Class B 8,823,352
Distribution fee - Class C 1,343,653
Transfer agency 2,029,200
Printing 232,291
Registration 193,973
Custodian 141,609
Audit and legal 50,083
Trustees' fees 12,031
Miscellaneous 26,297
Total expenses 22,233,843
Net investment loss (4,399,795)
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
Net realized gain on investment transactions 44,693,772
Net realized gain on options transactions 21,558,037
Net realized gain on foreign currency transactions 2,639,457
Net change in unrealized appreciation of securities 206,669,643
Net change in unrealized depreciation of options (2,011,027)
Net change in unrealized appreciation of foreign
currency denominated assets and liabilities (2,647,425)
Net gain on investments 270,902,457
NET INCREASE IN NET ASSETS FROM OPERATIONS $266,502,662
See notes to financial statements.
10
STATEMENT OF CHANGES IN NET ASSETS ALLIANCE GROWTH FUND
_______________________________________________________________________________
SIX MONTHS ENDED
APRIL 30, 1996 YEAR ENDED
(UNAUDITED) OCT. 31,1995
------------- ---------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment loss $ (4,399,795) $ (653,141)
Net realized gain on investments, options,
and foreign currency transactions 68,891,266 48,585,427
Net change in unrealized appreciation
(depreciation) of investments, options, and
foreign currency denominated assets and
liabilities 202,011,191 228,506,420
Net increase in net assets from operations 266,502,662 276,438,706
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income
Class A (1,878,354) (773,224)
Class B -0- (380,866)
Class C -0- (57,618)
Net realized gain on investments
Class A (6,274,504) (2,882,018)
Class B (39,764,335) (15,615,519)
Class C (6,015,295) (2,362,349)
TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
Net increase 547,519,055 725,770,828
Total increase 760,089,229 980,137,940
NET ASSETS
Beginning of year 2,013,842,221 1,033,704,281
End of period $2,773,931,450 $2,013,842,221
See notes to financial statements.
11
NOTES TO FINANCIAL STATEMENTS
APRIL 30, 1996 (UNAUDITED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance Growth 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 investment company. 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 4.00% 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 B shares purchased on or after August 2, 1993 and held for a period
ending eight years after the end of the calendar month of purchase will convert
to Class A shares. 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, 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 the New York Stock Exchange. Securities traded on
the over-the-counter market 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 their fair value as determined in good faith by the Board of
Trustees. The Board of Trustees has further determined that the value of
certain portfolio debt securities, other than temporary investments in
short-term securities, be determined by reference to valuations obtained from a
pricing service. Restricted securities are valued at fair value as determined
by the Board of Trustees. 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. CURRENCY TRANSLATION
Assets and liabilities denomintaed in foreign currencies are translated into
U.S. dollars at the mean of the quoted bid and asked price of the respective
currency against the U.S. dollar on the valuation date. Purchases and sales of
portfolio securities are translated at the rates of exchange prevailing when
such securities were acquired or sold. Income and expenses are translated at
rates of exchange prevailing when earned or accrued.
Net realized gain on foreign currency transactions of $2,639,457 represents net
foreign exchange gains and losses from holdings of forward foreign currency
contracts, currency gains or losses realized between the trade and settlement
dates on security transactions, and the difference between the amounts of
dividends and foreign taxes recorded on the Fund's books and the U.S. dollar
equivalent amounts actually received or paid. Net unrealized currency gains and
losses from valuing foreign currency denomintaed assets and liabilities at
period end exchange rates are reflected as a component of unrealized
appreciation of investments and foreign currency denomintaed assets and
liabilities.
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
Dividend income is recorded on the ex-dividend date. 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 and amortizes premiums 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.
12
ALLIANCE GROWTH FUND
_______________________________________________________________________________
6. INCOME AND EXPENSES
All income earned and expenses incurred by the Fund are borne on a pro rata
basis by each outstanding class of shares, based on the proportionate interest
in the Fund represented by the shares on such Class, except that the Funds'
Class B and Class C shares bear higher distribution and transfer agent fees.
Expenses attributable to the Fund are charged to the Fund. Expenses of the
Trust are charged to the Fund in proportion to net assets.
NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Under the terms of an investment advisory agreement, the Fund pays Alliance an
advisory fee at an annual rate of .75% of the Fund's average daily net assets.
Such a fee is accrued daily and paid monthly. The Adviser has agreed, under
terms of the advisory agreement, to reimburse the Fund to the extent that its
aggregate expenses (exclusive of interest, taxes, brokerage, distribution fees,
and extraordinary expenses) exceed the limits prescribed by any state in which
the Fund's shares are qualified for sale. The Fund 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. No
such reimbursement was required for the six months ended April 30, 1996.
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 $1,349,859 for the six months ended April 30, 1996.
Alliance Fund Distributors, Inc. (a wholly-owned subsidiary of the Adviser)
serves as the Distributor of the Fund's shares. The Distributor received net
front-end sales charges of $125,251 from the sale of Class A shares and
$1,365,970 in contingent deferred sales charges imposed upon redemptions by
shareholders of Class B shares for the six months ended April 30, 1996.
Brokerage commissions paid on securities transactions for the six months ended
April 30, 1996 amounted to $1,172,748, none of which was paid to Donaldson,
Lufkin & Jenrette Securities Corp. ('DLJ'), an affiliate of the Adviser.
Trustees fees expenses include amounts owed to two of the trustees under a
deferred compensation plan of $74,962.
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 1% the Fund's average daily net assets attributable to the
Class A shares and 1% of the average daily net assets attributable to both
Class B and Class C shares. The Trustees currently limit payments under the
Class A plan to .30 of 1% the Fund's 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 expenses in excess of the distribution
costs reimbursed by the Fund in the amount of $55,743,191 and $1,426,722 for
Class B and 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.
13
NOTES TO FINANCIAL STATEMENTS (CONTINUED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments)
aggregated $843,691,836 and $353,819,235, respectively, for the six months
ended April 30, 1996. There were purchases of $17,523,080 and sales of
$9,400,234 of U.S. Government and government agency obligations for the six
months ended April 30, 1996.
1. 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.
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.
Transactions in options written for the six months ended April 30, 1996 were as
follows:
NUMBER OF
CONTRACTS PREMIUMS
--------- -------------
Options outstanding at beginning of year 44,650 $ 18,649,332
Options written 152,000 63,616,492
Options terminated in closing purchase transactions (42,625) (20,811,807)
Options expired (37,900) (15,864,752)
Options exercised (28,375) (11,468,625)
Options outstanding at April 30, 1996 87,750 $ 34,120,640
2. FOREIGN EXCHANGE CURRENCY CONTRACTS
The Fund enters into forward exchange currency contracts in order to hedge its
exposure to changes in foreign currency exchange rates on its foreign portfolio
holdings. A forward exchange currency contract is a commitment to purchase or
sell a foreign currency at a future date at a negotiated forward rate. The gain
or loss arising from the difference between the original contract and the
closing of such contract is included in net realized gain or loss from foreign
currency transactions. Fluctuations in the value of forward exchange currency
contracts are recorded for financial reporting purposes as unrealized gains or
losses by the Fund.
The Fund's custodian will place and maintain cash not available for investment
or securities in a separate account of the Fund having a value equal to the
aggregate amount of the Fund's commitments under forward exchange currency
contracts entered into with respect to position hedges. Risks may arise from
the potential inability of a counterparty to meet the terms of a contract and
from unanticipated movements in the value of a foreign currency relative to the
U.S. dollar.
14
ALLIANCE GROWTH FUND
_______________________________________________________________________________
At April 30, 1996, the Fund had no outstanding forward exchange currency
contracts.
At April 30, 1996, the cost of securities for federal income tax purposes was
$2,367,664,509. Accordingly gross unrealized appreciation of investments was
$504,506,697 and gross unrealized depreciation of investments was $65,884,704
resulting in net unrealized appreciation of $438,621,993.
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:
SHARES AMOUNT
--------------------------- ------------------------------
SIX MONTHS ENDED YEAR ENDED SIX MONTHS ENDED YEAR ENDED
APRIL 30,1996 OCTOBER 31, APRIL 30,1996 OCTOBER 31,
(UNAUDITED) 1995 (UNAUDITED) 1995
------------ ------------ -------------- --------------
CLASS A
Shares sold 5,634,371 5,137,889 $174,808,937 $138,168,292
Shares issued in
reinvestment of
dividends and
distributions 238,657 136,788 7,133,447 3,174,842
Shares redeemed (3,281,426) (2,291,772) (102,280,556) (62,614,033)
Net increase 2,591,602 2,982,905 $ 79,661,828 $ 78,729,101
CLASS B
Shares sold 18,431,206 31,470,527 $479,238,530 $706,760,789
Shares issued in
reinvestment of
dividends and
distributions 1,182,878 631,579 29,773,038 12,397,903
Shares redeemed (4,167,302) (6,927,995) (108,552,546) (156,819,474)
Net increase 15,446,782 25,174,111 $400,459,022 $562,339,218
CLASS C
Shares sold 3,487,358 5,581,389 $ 90,738,169 $125,759,340
Shares issued in
reinvestment of
dividends and
distributions 125,326 61,296 3,155,709 1,203,861
Shares redeemed (1,017,964) (1,894,060) (26,495,673) (42,260,692)
Net increase 2,594,720 3,748,625 $ 67,398,205 $ 84,702,509
15
FINANCIAL HIGHLIGHTS ALLIANCE GROWTH FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH
PERIOD
<TABLE>
<CAPTION>
CLASS A
-------------------------------------------------------------------------------------
SIX MONTHS
ENDED MAY 1,1994
APRIL 30, YEAR ENDED TO YEAR ENDED APRIL 30,
1996 OCTOBER 31, OCTOBER 31, ---------------------------------------------
(UNAUDITED) 1995 1994** 1994 1993 1992 1991(A)
------------ ---------- ------------ ----------- --------- -------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period $29.48 $25.08 $23.89 $22.67 $20.31 $17.94 $13.61
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) .04 .12 .09 (.01)* .05* .29* .17*
Net realized and unrealized gain on
investments 3.56 4.80 1.10 3.55 3.68 3.95 4.22
Net increase in net asset value from
operations 3.60 4.92 1.19 3.54 3.73 4.24 4.39
LESS: DISTRIBUTIONS
Dividends from net investment
income (.19) (.11) -0- -0- (.14) (.26) (.06)
Distributions from net realized gains (.63) (.41) -0- (2.32) (1.23) (1.61) -0-
Total dividends and distributions (.82) (.52) -0- (2.32) (1.37) (1.87) (.06)
Net asset value, end of period $32.26 $29.48 $25.08 $23.89 $22.67 $20.31 $17.94
TOTAL RETURN
Total investment return based on
net asset value (b) 12.42% 20.18% 4.98% 15.66% 18.89% 23.61% 32.40%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted) $395,674 $285,161 $167,800 $102,406 $13,889 $8,228 $713
Ratios to average net assets of:
Expenses, net of waivers/
reimbursements 1.28%(c) 1.35% 1.35%(c) 1.40% 1.40% 1.40% 1.40%(c)
Expenses, before waivers/
reimbursements 1.28%(c) 1.35% 1.35%(c) 1.46% 1.84% 1.94% 8.79%(c)
Net investment income .23%(c) .56% .86%(c) .32% .20% 1.44% 1.99%(c)
Portfolio turnover rate 15% 61% 24% 87% 124% 137% 130%
Average commission rate (d) $.0605 $ -0- $ -0- $ -0- $ -0- $ -0- $ -0-
</TABLE>
See footnote summary on page 18.
16
ALLIANCE GROWTH FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH
PERIOD
<TABLE>
<CAPTION>
CLASS A
--------------------------------------------------------------------------------------
SIX MONTHS
ENDED MAY 1,1994
APRIL 30, YEAR ENDED TO YEAR ENDED APRIL 30,
1996 OCTOBER 31, OCTOBER 31, ----------------------------------------------
(UNAUDITED) 1995 1994** 1994 1993 1992 1991
------------ ---------- ------------ -------------- --------- --------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period $24.78 $21.21 $20.27 $19.68 $18.16 $16.88 $14.38
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) (.05) (.02) .01 (.07)*(e) (.06)* .17* .08*
Net realized and unrealized gain on
investments 2.99 4.01 .93 2.98 3.23 3.67 3.22
Net increase in net asset value from
operations 2.94 3.99 .94 2.91 3.17 3.84 3.30
LESS: DISTRIBUTIONS
Dividends from net investment
income -0- (.01) -0- -0- (.03) (.21) (.09)
Distributions from net realized gains (.63) (.41) -0- (2.32) (1.62) (2.35) (.71)
Total dividends and distributions (.63) (.42) -0- (2.32) (1.65) (2.56) (.80)
Net asset value, end of period $27.09 $24.78 $21.21 $20.27 $19.68 $18.16 $16.88
TOTAL RETURN
Total investment return based on
net asset value (b) 12.05% 19.33% 4.64% 14.79% 18.16% 22.75% 24.72%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted) $2,060,163 $1,502,020 $751,521 $394,227 $56,704 $37,845 $22,710
Ratios to average net assets of:
Expenses, net of waivers/
reimbursements 1.98%(c) 2.05% 2.05%(c) 2.10% 2.15% 2.15% 2.10%
Expenses, before waivers/
reimbursements 1.98%(c) 2.05% 2.05%(c) 2.13% 2.52% 2.65% 3.06%
Net investment income (loss) (.47)%(c) (.15)% .16%(c) (.36)% (.53)% .78% .56%
Portfolio turnover rate 15% 61% 24% 87% 124% 137% 130%
Average commission rate (d) $.0605 $ -0- $ -0- $ -0- $ -0- $ -0- $ -0-
</TABLE>
See footnote summary on page 18.
17
FINANCIAL HIGHLIGHTS (CONTINUED) ALLIANCE GROWTH FUND
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH
PERIOD
<TABLE>
<CAPTION>
CLASS C
------------------------------------------------------
SIX MONTHS
ENDED MAY 1,1994 AUGUST 2,
APRIL 30, YEAR ENDED TO 1993 (F)
1996 OCTOBER 31, OCTOBER 31, TO APRIL 30,
(UNAUDITED) 1995 1994** 1994
------------- ----------- ------------ ------------
<S> <C> <C> <C> <C>
Net asset value, beginning of period $24.79 $21.22 $20.28 $21.47
INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss) (.05) (.03) .01 (.02)*
Net realized and unrealized gain on
investments 2.99 4.02 .93 1.15
Net increase in net asset value from
operations 2.94 3.99 .94 1.13
LESS: DISTRIBUTIONS
Dividends from net investment income -0- (.01) -0- -0-
Distributions from net realized gains (.63) (.41) -0- (2.32)
Total dividends and distributions (.63) (.42) -0- (2.32)
Net asset value, end of period $27.10 $24.79 $21.22 $20.28
TOTAL RETURN
Total investment return based on
net asset value (b) 12.05% 19.32% 4.64% 5.27%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period(000's omitted) $318,094 $226,662 $114,455 $64,030
Ratios to average net assets of:
Expenses, net of waivers/
reimbursements 1.98%(c) 2.05% 2.05%(c) 2.10%(c)
Expenses, before waivers/
reimbursements 1.98%(c) 2.05% 2.05%(c) 2.13%(c)
Net investment income (loss) (.47)%(c) (.15)% .16%(c) (.31)%(c)
Portfolio turnover rate 15% 61% 24% 87%
Average commission rate (d) $.0605 $-0- $-0- $-0-
</TABLE>
* Net of fee waived and expenses reimbursed by the Adviser.
** The Fund changed its fiscal year end from April 30 to October 31.
(a) For the period September 4, 1990 (commencement of distribution) to April
30, 1991.
(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) 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) Per share data based upon average monthly shares outstanding.
(f) Commencement of distribution. Prior to July 22, 1993, Equitable Capital
Management Corporation (Equitable Capital) served as 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 investment
adviser for the Trust.
18
ALLIANCE GROWTH FUND
_______________________________________________________________________________
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 CALVERT, VICE PRESIDENT
KATHLEEN A. CORBET, VICE PRESIDENT
BARBARA J. KRUMSIEK, VICE PRESIDENT-MARKETING
WAYNE D. LYSKI, VICE PRESIDENT
EDMUND P. BERGAN, JR., CLERK
VINCENT S. NOTO, CONTROLLER & CHIEF ACCOUNTING OFFICER
MARK D. GERSTEN, TREASURER & CHIEF FINANCIAL OFFICER
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
ROPES & GRAY
One International Place
Boston, MA 02110-2624
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 10036-2798
(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.
19
ALLIANCE GROWTH FUND, INC.
1345 Avenue of the Americas
New York, NY10105
(800) 221-5672
ALLIANCECAPITAL
INVESTING WITHOUT THE MYSTERY.
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.
GFSR