ALLIANCE PORTFOLIOS
N-30D, 1996-04-25
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ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND

SEMI-ANNUAL REPORT
FEBRUARY 29, 1996




LETTER TO SHAREHOLDERS                 ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

April 5, 1996

Dear Shareholder:

The U.S. bond market enjoyed a sustained broad-based rally throughout most of 
1995 and into early 1996, but economic news led to a setback in February. The 
market reacted negatively to the stronger-than-expected job growth in the U.S. 
and doubts about whether the Federal Reserve would lower interest rates again. 
Overall, however, the bond market performed well during your Fund's six-month 
reporting period ended February 29, 1996.

INVESTMENT RESULTS
The following table shows how your Fund performed in the periods ended February 
29, and for comparison we've shown the performance for the Lehman Brothers (LB) 
1-3 Year Government Bond Index, a measure of the shorter-term U.S. bond market, 
and for the LB 3-Month Treasury Bill Index. The 1-3 Year Index provides an 
appropriate broad-based comparison for the Short-Term U.S. Government Fund due 
to the Fund's conservative investment objectives and the 3-Month Treasury Index 
is a good narrow-based benchmark given its short-term orientation.


                                                 Total Return
                                      Periods Ended February 29, 1996
                                           Six Months   Twelve Months
                                           ----------   -------------
  ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
    Class A                                  +2.86%         +6.17%
    Class B                                  +2.47%         +5.35%
    Class C                                  +2.47%         +5.35%

  LB 1-3 YEAR GOV'T BOND INDEX               +3.44%         +8.39%
  LB 3-MO. TREAS. INDEX                      +2.81%         +5.95%

TOTAL RETURNS ARE BASED ON THE NET ASSET VALUES OF EACH CLASS OF SHARES AS OF 
FEBRUARY 29; ADDITIONAL INVESTMENT RESULTS APPEAR ON PAGE 3. THE FUND'S 
BENCHMARKS ARE UNMANAGED.


ECONOMIC REVIEW
The U.S. economy survived an inventory scare in 1995 and entered '96 in a 
relatively balanced and healthy condition. The latest economic data show the 
U.S. economy's 'soft landing' is still intact. February's shocking payroll gain 
grabbed headlines, but the 12-month comparisons were all numbers that support a 
soft landing. Consumer confidence has bounced back, debt service burdens are 
still manageable, and February retail sales had their best showing since last 
summer, climbing 5% on a year-on-year basis. Manufacturing is likely to remain 
a soft spot, although new orders for durable goods are showing hidden strength 
and unfilled orders continue to rise. Revised data show the much-feared 
slowdown in capital spending has already occurred. A gradual re-strengthening 
in the U.S. economy is expected over the next six to 12 months.

Measured inflation at the consumer and producer levels remains well behaved and 
the U.S. economy continues to operate in the inflation 'safe zone.' However, 
recent increases in unit labor costs and commodity prices warn against 
complacency. Federal Reserve policy has moved into a holding pattern, and 
chances for a meaningful deficit reduction plan have receded as politicians 
increasingly turn their attention to the 1996 election campaign.

BOND MARKET REVIEW
From September to January the market continued to rally with interest rates 
declining across the yield curve. Yields in the two- to three-year maturity 
range dropped by almost 1% in anticipation of another cut in interest rates. 
Since the economy had continued to slow, there wasn't much evidence to support 
a sudden pick up in the growth rate. This, coupled with subdued inflation, led 
the Federal Reserve to lower the Federal Funds rate in December to 5.5% from 
5.75%.

Market participants were hoping for another interest rate reduction when 
economic data released in mid February suggested a strengthening economy. 
Consequently, Federal Reserve Chairman Alan Greenspan hinted that the Fed would 
not aggressively ease rates further. This caused long-term interest rates to 
increase by one-half percent during the month of February. The subsequent rise 
in yields was accompanied by higher volatility in the bond markets.

AREAS OF THE MARKET
During this period the short duration segment of the mortgage market generally 
performed on par with its 


1



                                       ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

U.S. Treasury security equivalents. Adjustable rate and short-term 
collateralized mortgage obligations (CMOs) were in strong supply as financial 
institutions increased their selling due to regulatory issues. This supply was 
offset, however, by ongoing demand of buyers in search of total return from 
high quality spread assets. 'Spread assets' is a way to describe securities in 
terms of the difference in yields ('yield spread') between issues of different 
credit quality or maturity.

Even in the short end of the mortgage market, prepayments were a focal point as 
the narrower yield curve drew borrowers from adjustable rate loans to fixed 
rate loans. The best performing areas of the short duration market were very 
'seasoned' adjustable rate mortgages, which experienced much slower prepayments 
than more recent issues (seasoned mortgages have already experienced several 
refinancing opportunities, so the outstanding balance is less sensitive to 
interest rate fluctuations); high coupon fixed-rate mortgages; and CMOs, where 
yield spreads had narrowed. Your Fund's investments in these sectors enhanced 
its overall returns during the period.

INVESTMENT OUTLOOK
The U.S. economy appears to be healthy, with modest growth expected in the 
period ahead and falling into the 2%-2.5% range by year end. With a gradually 
strengthening economy and steady inflation, we expect no Federal Reserve action 
on interest rates over the medium term. If our forecast proves correct, the 
result should be steady U.S. bond prices.

In this environment, we are maintaining the portfolio's market exposure and 
anticipate increasing its investment in short duration mortgage-backed 
securities. Spread assets such as adjustable rate mortgage-backed securities 
are positioned to perform well in a stable interest rate environment.

Thank you for your interest in Alliance Short-Term U.S. Government Fund. We 
look forward to reporting to you again on market activity and the Fund's 
investment results in coming periods.

Sincerely,

John D. Carifa
Chairman and President

Patricia J. Young
Senior Vice President

Paul A. Ullman
Vice President


2



                                       ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

OBJECTIVE AND POLICIES
Alliance Short-Term U.S. Government Fund seeks high current income consistent 
with preservation of capital by investing primarily in a portfolio of U.S. 
Government securities. Under normal circumstances, the Portfolio maintains an 
average dollar-weighted portfolio maturity of not more than three years.


INVESTMENT RESULTS
_______________________________________________________________________________

AVERAGE ANNUAL TOTAL RETURN AS OF FEBRUARY 29, 1996

 
CLASS A SHARES
                             WITHOUT         WITH
                          SALES CHARGE   SALES CHARGE
                          ------------   ------------
 . One Year                    +6.17%         +1.63%
 . Since Inception*            +4.49%         +3.32%
SEC Yield                      4.42%

CLASS B SHARES
                             WITHOUT         WITH
                          SALES CHARGE   SALES CHARGE
                          ------------   ------------
 . One Year                    +5.35%         +2.35%
 . Since Inception*            +3.72%         +3.72%
SEC Yield                      3.89%

CLASS C SHARES
 . One Year                    +5.35%
 . Since Inception*            +2.11%
SEC Yield                      3.88%


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 (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 29, 1996.


*  Inception: 5/4/92, Class A and Class B; 8/2/93, Class C.


3



PORTFOLIO OF INVESTMENTS
FEBRUARY 29, 1996 (UNAUDITED)          ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

                                               PRINCIPAL
                                                 AMOUNT
                                                  (000)          VALUE
- ------------------------------------------------------------------------
U.S. GOVERNMENT AND AGENCY OBLIGATIONS-90.6%
U.S. TREASURY NOTE-69.8%
  7.875%, 7/15/96 (a)                           $10,350      $10,453,500

FEDERAL AGENCY SECURITIES-20.8%
Federal Home Loan Mortgage Corp.
  12.00%, 2/01/14                                   447          515,442
Federal National Mortgage Association
  11.50%, 6/01/20                                   491          559,358
  12.00%, 3/01/13-5/01/15                         1,778        2,044,290
                                                               3,119,090

Total U.S. Government and Agency Obligations 
  (cost $13,504,224)                                          13,572,590

COLLATERALIZED MORTGAGE OBLIGATIONS-14.0%
FIXED RATE-13.2%
Federal Home Loan Bank
  7.61%, 4/25/02                                  1,445        1,466,920
Federal Home Loan Mortgage Corp.
  Series 1163 Cl. H
  7.50%, 12/15/19                                   515          519,837
                                                               1,986,757

ADJUSTABLE RATE-0.8%
Federal National Mortgage Association
Series 1993-89 Cl. F
  5.744%, 9/25/21                                  $114         $114,614

Total Collateralized Mortgage Obligations 
  (cost $2,103,207)                                            2,101,371

REPURCHASE AGREEMENT-5.0%
UBS Securities LLC. 5.45%, 
  dated 2/29/96, due 3/01/96 
  collateralized by $1,728,000 
  FHLMC 1287C, 7.25%, 9/15/04, 
  (cost $744,000)                                   744          744,000

TOTAL INVESTMENTS-109.6%
  (cost $16,351,431)                                          16,417,961
Other assets less liabilities-(9.6%)                          (1,431,498)

NET ASSETS-100%                                              $14,986,463


(a)  Security segregated to collateralize reverse repurchase agreement with an 
aggregate market value of $1,530,000.

     Glossary of Terms:
     FHLMC - Federal Home Loan Mortgage Corp.

     See notes to financial statements.


4



STATEMENT OF ASSETS AND LIABILITIES
FEBRUARY 29, 1996 (UNAUDITED)          ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

ASSETS
  Investments in securities, at value (cost $16,351,431)           $16,417,961
  Cash                                                                     746
  Interest receivable                                                  134,938
  Receivable for shares of beneficial interest sold                     56,264
  Receivable due from adviser                                           27,323
  Deferred organization expense                                         10,221
  Prepaid expenses and other assets                                        577
  Total assets                                                      16,648,030

LIABILITIES
  Payable for reverse repurchase agreement                           1,530,227
  Dividend payable                                                      14,887
  Distribution fee payable                                              10,337
  Accrued expenses and other liabilities                               106,116
  Total liabilities                                                  1,661,567

NET ASSETS                                                         $14,986,463

COMPOSITION OF NET ASSETS
  Shares of beneficial interest, at par                            $        15
  Additional paid-in capital                                        15,576,434
  Distributions in excess of net investment income                     (12,906)
  Accumulated net realized loss                                       (644,555)
  Net unrealized appreciation of investments and other assets           67,475
                                                                   $14,986,463

CALCULATION OF MAXIMUM OFFERING PRICE
  CLASS A SHARES
  Net asset value and redemption price per share ($3,087,393/
    316,640 shares of beneficial interest issued and outstanding)       $ 9.75
  Sales charge-4.25% of public offering price                              .43
  Maximum offering price                                                $10.18

  CLASS B SHARES
  Net asset value and offering price per share ($6,887,837/
    698,691 shares of beneficial interest issued and outstanding)       $ 9.86

  CLASS C SHARES
  Net asset value, redemption and offering price per share($5,011,233
    /508,970 shares of beneficial interest issued and outstanding)      $ 9.85


See notes to financial statements.


5



STATEMENT OF OPERATIONS
SIX MONTHS ENDED FEBRUARY 29, 1996 (UNAUDITED)
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

INVESTMENT INCOME
  Interest                                                             $474,306
EXPENSES
  Advisory fee                                           $ 40,547 
  Distribution fee - Class A                                4,231 
  Distribution fee - Class B                               33,260 
  Distribution fee - Class C                               26,359 
  Custodian                                                41,327 
  Registration                                             34,564 
  Audit and legal                                          30,347 
  Printing                                                 25,600 
  Transfer agency                                          16,592 
  Trustees' fees                                           11,041 
  Amortization of organization expenses                     5,489 
  Miscellaneous                                             3,183 
  Total expenses                                          272,540 
  Less: expenses waived and reimbursed by adviser 
    (See Note B)                                         (127,597) 
  Net expenses                                            144,943 
  Interest expense                                          2,692 
  Total expenses including interest expense                             147,635
  Net investment income                                                 326,671
    
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
  Net realized gain on investments                                        1,072
  Net change in unrealized appreciation of investments                   44,175
  Net gain on investments                                                45,247
    
NET INCREASE IN NET ASSETS FROM OPERATIONS                             $371,918
    
    
See notes to financial statements.


6



STATEMENT OF CHANGES IN NET ASSETS     ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

                                                  SIX MONTHS ENDED
                                                     FEB. 29,1996   YEAR ENDED
                                                     (UNAUDITED)   AUG. 31,1995
                                                     ------------  ------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
  Net investment income                              $   326,671   $   547,800
  Net realized gain (loss) on investments                  1,072       (26,997)
  Net change in unrealized appreciation 
    (depreciation) of investments                         44,175        71,312
  Net increase in net assets from operations             371,918       592,115

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
  Net investment income
    Class A                                              (65,135)     (117,047)
    Class B                                             (127,861)     (210,021)
    Class C                                             (102,056)     (196,348)
  Distributions in excess of net investment income
    Class A                                                   -0-       (9,973)
    Class B                                                   -0-      (17,854)
    Class C                                                   -0-      (16,698)

TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
  Net increase (decrease)                                352,645    (1,148,386)
  Total increase (decrease)                              429,511    (1,124,212)

NET ASSETS
  Beginning of year                                   14,556,952    15,681,164
  End of period                                      $14,986,463   $14,556,952
    
    
See notes to financial statements.


7



NOTES TO FINANCIAL STATEMENTS
FEBRUARY 29, 1996 (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') which was organized as a Massachusetts Business Trust 
on March 29, 1987, is registered under the Investment Company Act of 1940, as a 
diversified, open-end management 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 3.0% to zero depending on the period of time the 
shares are held. Class B 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.

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 .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 29, 1996, 
such reimbursement amounted to $127,597. 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 


8



                                       ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

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 $8,886 for 
the six months ended February 29, 1996. 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 $2,263 from the 
sale of Class A shares and $28,444 in contingent deferred sales charges imposed 
upon redemptions by shareholders of Class B shares for the six months ended 
February 29, 1996. Accrued expenses includes an amount owed to two of the 
Trustees under a deferred compensation plan of $16,360.

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. For the six months ended February 29, 1996, 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. 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 $415,312 and $578,615 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.

NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments) 
aggregated $4,641,088 and $1,732,495, respectively, for the six months ended 
February 29, 1996. At February 29, 1996 the cost of securities for federal 
income tax purposes was the same as the cost for financial reporting purposes. 
Accordingly gross unrealized appreciation of investments was $72,371 and gross 
unrealized depreciation of investments was $5,841 resulting in net unrealized 
appreciation of $66,530.


9



NOTES TO FINANCIAL STATEMENTS (CONT.)
ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

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
                         FEB. 29,1996   AUGUST 31,  FEB. 29,1996    AUGUST 31,
                          (UNAUDITED)      1995      (UNAUDITED)       1995
                         -----------   ----------   ------------   ------------
CLASS A
Shares sold                 124,948      424,619     $1,216,536    $ 4,020,889
Shares issued in 
  reinvestment of 
  dividends                   3,810        8,027         37,063         77,235
Shares redeemed            (121,063)    (358,681)    (1,177,691)    (3,383,335)
Net increase                  7,695       73,965     $   75,908    $   714,789
     
CLASS B
Shares sold                 456,733      591,993     $4,492,760    $ 5,759,616
Shares issued in
  reinvestment of 
  dividends                   7,247       13,420         71,261        130,566
Shares redeemed            (415,872)    (597,126)    (4,090,871)    (5,807,282)
Net increase                 48,108        8,287     $  473,150    $    82,900
     
CLASS C
Shares sold                 181,739      275,893     $1,784,635    $ 2,678,828
Shares issued in
  reinvestment of 
  dividends                   5,241       12,237         51,484        118,917
Shares redeemed            (206,740)    (488,878)    (2,032,532)    (4,743,820)
Net decrease                (19,760)    (200,748)    $ (196,413)   $(1,946,075)
     
     
NOTE F: FEDERAL INCOME TAX STATUS
At August 31, 1995, the Fund had net capital loss carryforward of $631,486 of 
which $72,933 expires in the fiscal year ending 2001, $36,136 in the fiscal 
year ending 2002, and $522,417 in the fiscal year ending 2003 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 a post 
October net capital loss of $14,141.


10



                                       ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

NOTE G: REVERSE REPURCHASE AGREEMENTS
Under a reverse repurchase agreement, the Fund sells securities and agrees to 
repurchase them at a mutually agreed upon date and price. At the time the Fund 
enters into a reverse repurchase agreement, it will establish a segregated 
account with the custodian containing cash, cash equivalents or liquid 
high-grade debt securities having a value at least equal to the repurchase 
price.

As of February 29, 1996, the Fund had entered into the following reverse 
repurchase agreement:


   AMOUNT              BROKER          INTEREST RATE          MATURITY
- ------------       --------------      -------------       -------------
 $1,530,000        Morgan Stanley           5.30%          March 7, 1996


For the six months ended February 29, 1996, the maximum amount of reverse 
repurchase agreements outstanding was $1,530,000, the average amount 
outstanding was approximately $1,086,316, and the daily weighted average 
interest rate was 5.65%.


11



FINANCIAL HIGHLIGHTS                   ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH 
PERIOD

<TABLE>
<CAPTION>
                                                                       CLASS A
                                            -----------------------------------------------------------
                                             SIX MONTHS                                       MAY 4,
                                                ENDED                 MAY 1,1994              1992(C)
                                            FEBRUARY 29,  YEAR ENDED   THROUGH   YEAR ENDED     TO
                                                1996      AUGUST 31,  AUGUST 31,  APRIL 30,  APRIL 30,
                                            (UNAUDITED)       1995     1994(A)       1994      1993
                                            -------------- --------  -----------  --------  -----------
<S>                                         <C>            <C>       <C>          <C>       <C>
Net asset value, beginning of period          $9.70          $9.67     $9.77       $10.22    $10.00
      
INCOME FROM INVESTMENT OPERATIONS
Net investment income (b)                       .24            .42       .14          .35       .46
Net realized and unrealized gain (loss)         .04            .05      (.09)        (.29)      .34
Net increase in net asset value from 
  operations                                    .28            .47       .05          .06       .80
      
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income           (.23)          (.41)     (.12)        (.42)     (.46)
Dividends in excess of net investment income     -0-          (.03)       -0-        (.01)       -0-
Return of capital                                -0-            -0-     (.03)        (.08)       -0-
Distributions from net realized gains            -0-            -0-       -0-          -0-     (.12)
Total dividends and distributions              (.23)          (.44)     (.15)        (.51)     (.58)
Net asset value, end of period                $9.75          $9.70     $9.67       $ 9.77    $10.22
      
TOTAL RETURN
Total investment return based on net asset 
  value (d)                                    2.86%          5.14%      .53%         .52%     8.20%
      
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)    $3,087         $2,997    $2,272       $2,003    $6,081
Ratio to average net assets of:
  Expenses, net of waivers/reimbursements      1.43%(g)(e)    1.40%     1.40%(e)     1.27%     1.00%(e)
  Expenses, before waivers/reimbursements      3.18%(e)       3.71%     2.95%(e)     2.17%     2.20%(e)
  Net investment income                        5.03%(e)       4.56%     3.98%(e)     4.41%     4.38%(e)
Portfolio turnover rate                          12%            15%      144%          55%      294%
</TABLE>


See footnotes on page 14.


12



                                       ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH 
PERIOD

<TABLE>
<CAPTION>
                                                                       CLASS B
                                            -----------------------------------------------------------
                                             SIX MONTHS                                       MAY 4,
                                                ENDED                 MAY 1,1994              1992(C)
                                            FEBRUARY 29,  YEAR ENDED   THROUGH   YEAR ENDED     TO
                                                1996      AUGUST 31,  AUGUST 31,  APRIL 30,  APRIL 30,
                                            (UNAUDITED)       1995     1994(A)       1994      1993
                                            -------------- --------  -----------  --------  -----------
<S>                                         <C>            <C>       <C>          <C>       <C>
Net asset value, beginning of period          $9.81          $9.78     $9.88       $10.31    $10.00
      
INCOME FROM INVESTMENT OPERATIONS
Net investment income (b)                       .21            .36       .10          .40       .38
Net realized and unrealized gain (loss)         .03            .04      (.07)        (.39)      .33
Net increase in net asset value from 
  operations                                    .24            .40       .03          .01       .71
      
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income           (.19)          (.34)     (.11)        (.35)     (.38)
Dividends in excess of net investment income     -0-          (.03)       -0-        (.01)       -0-
Return of capital                                -0-            -0-     (.02)        (.08)       -0-
Distributions from net realized gains            -0-            -0-       -0-          -0-     (.02)
Total dividends and distributions              (.19)          (.37)     (.13)        (.44)     (.40)
Net asset value, end of period                $9.86          $9.81     $9.78       $ 9.88    $10.31
      
TOTAL RETURN
Total investment return based on net asset 
  value (d)                                    2.47%          4.32%      .28%         .03%     7.22%
      
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)    $6,888         $6,380    $6,281       $7,184    $1,292
Ratios of average net assets of:
  Expenses, net of waivers/reimbursements      2.14%(g)(e)    2.10%     2.10%(e)     2.05%     1.75%(e)
  Expenses, before waivers/reimbursements      3.87%(e)       4.33%     3.60%(e)     3.21%     4.81%(e)
  Net investment income                        4.30%(e)       3.82%     3.22%(e)     3.12%     3.36%(e)
Portfolio turnover rate                          12%            15%      144%          55%      294%
</TABLE>


See footnotes on page 14.


13



FINANCIAL HIGHLIGHTS (CONTINUED)       ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH 
PERIOD

<TABLE>
<CAPTION>
                                                                 CLASS C
                                            -------------------------------------------------
                                            SIX MONTHS                            AUGUST 2,
                                               ENDED                  MAY 1,1994   1993(F)
                                             FEB. 29,     YEAR ENDED   THROUGH        TO
                                               1996       AUGUST 31,  AUGUST 31,  APRIL 30,
                                            (UNAUDITED)      1995       1994(A)      1994
                                            -------------- --------  -----------  -----------
<S>                                         <C>            <C>       <C>          <C>
Net asset value, beginning of period          $9.80          $9.77     $9.87       $10.34
     
INCOME FROM INVESTMENT OPERATIONS
Net investment income (b)                       .21            .34       .10          .26
Net realized and unrealized gain (loss)         .03            .06      (.07)        (.42)
Net increase (decrease) in net asset value 
  from operations                               .24            .40       .03         (.16)
     
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income           (.19)          (.34)     (.11)        (.25)
Dividends in excess of net investment income     -0-          (.03)       -0-        (.01)
Return of capital                                -0-            -0-     (.02)        (.05)
Distributions from net realized gains            -0-            -0-       -0-          -0-
Total dividends and distributions              (.19)          (.37)     (.13)        (.31)
Net asset value, end of period                $9.85          $9.80     $9.77       $ 9.87
     
TOTAL RETURN
Total investment return based on net asset 
  value (d)                                    2.47%          4.33%      .28%       (1.56)%
     
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)    $5,011         $5,180    $7,128       $8,763
Ratios of average net assets of:
  Expenses, net of waivers/reimbursements      2.14%(g)(e)    2.10%     2.10%(e)     2.10%(e)
  Expenses, before waivers/reimbursements      3.86%(e)       4.23%     3.64%(e)     3.10%(e)
  Net investment income                        4.27%(e)       3.80%     3.26%(e)     2.60%(e)
Portfolio turnover rate                          12%            15%      144%          55%
</TABLE>


(a)  The Fund changed its fiscal year end from April 30 to August 31.

(b)  Net of fee waived and expenses reimbursed by Adviser.

(c)  Commencement of operations.

(d)  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.

(e)  Annualized.

(f)  Commencement of distribution.

(g)  Expense ratio includes interest expense.

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.


14



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
WAYNE D. LYSKI, VICE PRESIDENT
BARBARA J. KRUMSIEK, VICE PRESIDENT - MARKETING
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

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 herein is taken from the records of the Fund without 
audit by independent accountants who do not express an opinion thereon.


15



ALLIANCE SHORT-TERM U.S. GOVERNMENT FUND
1345 Avenue of the Americas
New York, NY  10105
(800) 221-5672

ALLIANCECAPITAL
MUTUAL FUNDS 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. 

STMUSGSR



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