ACM GOVERNMENT SECURITIES FUND INC
N-30B-2, 1995-03-29
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<PAGE>
 
LETTER TO SHAREHOLDERS                      ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

January 24, 1995

Dear Shareholder:

Since we last reported to you in June, the Federal Reserve has continued 
tightening monetary policy, placing further downward pressure on domestic and 
international bond prices. Despite higher interest rates, mortgage-backed 
securities performed relatively well over the six-month period, outperforming 
U.S. Treasurys and Agencies on an aggregate basis. Seeking diversification 
through international investment, your Fund invested 34% of its total net 
assets in foreign debt securities. This strategy was successful in 1993, as 
the Fund benefited from selective investment in emerging market and other 
foreign debt. Unfortunately, in 1994, emerging market debt suffered 
widespread selling in the wake of Mexico's economic crisis. The six- and 
twelve-month performance of your Fund was adversely affected by both the rise 
in interest rates and investor uncertainty over emerging markets.

INVESTMENT RESULTS

For the twelve months ended December 31, 1994, ACM Government Securities Fund 
had a total return of -16.66% based on the net asset value. Over the same 
period, the Fund distributed dividends totaling $1.004 per share. The Fund's 
total return for the six months since we last reported was -0.04% based on 
the net asset value. 

Despite the recent net asset value declines, ACM Government Securities Fund 
has, since its inception in January of 1988, achieved an annualized total 
return of +7.98% based on the net asset value. 

THE U.S. ECONOMIC AND INTEREST RATE ENVIRONMENT

The U.S. economy continued its impressive expansion in the second half of 1994
with growth estimated at an annual rate of 4.2%. This strong economic growth
pushed the unemployment rate down to 5.4% and boosted the manufacturing capacity
utilization rate to 85%, considered to be its full-capacity threshold. While
broad price indices such as the Consumer Price Index (CPI) and Producer Price
Index (PPI) have shown few signs of acceleration, commodity prices and core
intermediate goods in the PPI, both indicators of inflationary pressure, have
risen sharply over the past 12 months. Concerns over inflation and the unabated
growth of the U.S. economy prompted the Federal Reserve to raise short-term
interest rates in August and again in November. Since June, two-year U.S.
Treasurys have risen from 6.18% to 7.70% and 30-year U.S. Treasurys have risen
from 7.61% to 7.88%.

INVESTMENT OUTLOOK

We expect the Federal Reserve to maintain its focus on growth and continue 
raising interest rates until GDP growth is reduced to a non-inflationary 
level, generally estimated to be 2.5% or less on an annual basis. Any easing 
of fiscal policy by the new political leadership in Congress will increase 
the need for monetary tightening. Anticipation of further interest rate 
increases should put upward pressure on short-term rates. Long-term rates 
should remain at current levels (around 8%), provided the Federal Reserve 
maintains its aggressive anti-inflation stance and inflation does not surge 
ahead unexpectedly. As higher interest rates work their way through the 
economy, growth will moderate from the brisk pace of 1994. Prices at the 
early stages of the production cycle have increased, and it is likely that 
overall inflation indices will undergo some cyclical pressures in 1995. 
However, we expect domestic inflation to peak at 4% or less, which implies 
that long-term government bonds offer attractive real returns at current 
prices. Lower interest rate volatility should continue to benefit mortgage 
assets in 1995. 

                                                                               1
<PAGE>
 
                                            ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

Despite recent events in Mexico, we believe the long-term outlook for 
emerging market and other foreign debt remains positive. Overall economic 
fundamentals are strong in most emerging market countries, and the long-term 
impact of the North American Free Trade Agreement and the General Agreement 
on Tariffs and Trade should continue to bolster economic activity in the 
years ahead. It is our view that emerging market debt is currently oversold, 
and that prices should improve as the Mexican crisis stabilizes and investors 
focus anew on the economic fundamentals.

We appreciate your investment in ACM Government Securities Fund and look 
forward to reporting improved performance in the coming months.

Sincerely,

/s/ John D. Carifa
John D. Carifa
Chairman

/s/ Wayne D. Lyski
Wayne D. Lyski
President

2
<PAGE>
 
<TABLE> 
<CAPTION> 

PORTFOLIO OF INVESTMENTS
DECEMBER 31, 1994                           ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------
                                                  PRINCIPAL
                                                   AMOUNT
                                                    (000)          U.S. $ VALUE
--------------------------------------------------------------------------------
<S>                                               <C>              <C> 
U.S. GOVERNMENT AND AGENCY
  OBLIGATIONS--89.9%
U.S. TREASURY
  SECURITIES--49.6%
U.S. Treasury Bonds
  Zero coupon, 2/15/15..............   US$          305,700        $ 62,063,214
  Zero coupon, 8/15/20..............                116,000          15,513,840
  Zero coupon, 11/15/21.............                 23,600           2,940,324
  6.25%, 8/15/23....................                    400             325,188
  7.125%, 2/15/23...................                    160             145,600
  7.50%, 11/15/24...................                 16,000          15,304,960
  11.875%, 11/15/03.................                 26,200          32,766,244
  12.375%, 5/15/04..................                 56,200          72,664,914
U.S. Treasury Notes
  5.875%, 5/15/95 (a)...............                 27,500          27,439,775
  7.25%, 5/15/04....................                    300             288,093
  7.25%, 8/15/04....................                    150             143,976
  7.75%, 11/30/99...................                  5,000           4,981,250
  8.875%, 2/15/99...................                  6,000           6,210,000
  9.25%, 8/15/98....................                 68,800          71,788,672
                                                                   ------------
Total U.S. Treasury Securities
  (cost $321,930,783)...............                                312,576,050
                                                                   ------------
MORTGAGE-RELATED
  SECURITIES--28.9%
Federal Home Loan Bank
  15.00%, 9/01/95...................                 21,500          22,548,125
  15.00%, 9/07/95...................                 21,600          22,680,000
Federal National Mortgage
  Association
  Zero coupon, 10/09/19.............                199,100          26,629,625
FNMA / GNMA
  Series G94-7 Class S
  Inverse PAC  (I/O)
  20.00%, 12/17/19..................                  1,917           1,318,894
Government National Mortgage
  Association
  7.00%, 12/15/23...................                 54,160          48,608,176
  7.00%, 1/15/24....................                 40,831          36,646,002
  7.50%, 12/15/23...................                 11,336          10,518,093
  8.00%, 3/15/24....................                 13,559          12,961,500
                                                                   ------------
Total Mortgage-Related Securities
  (cost $197,697,051)...............                                181,910,415
                                                                   ------------
FEDERAL AGENCY
  SECURITIES--11.4%
Small Business Administration
  Loan Pools (I/O)
  8.90%, 8/15/19 (b)................   US$           26,403          24,055,538
Student Loan Marketing
  Association
  15.00%, 9/13/95...................                 45,800          48,077,476
                                                                   ------------
Total Federal Agency Securities
  (cost $76,385,701)................                                 72,133,014
                                                                   ------------
Total U.S. Government and
  Agency Obligations
  (cost $596,013,535)...............                                566,619,479
                                                                   ------------
SOVEREIGN DEBT
  OBLIGATIONS--27.2%
COLLATERALIZED
  BRADY BONDS*--7.1%
ECUADOR--1.6%
Republic of Ecuador
  Discount Bonds  FRN
  12/31/24 (c)
  (cost $11,462,500)................                 19,000          10,307,500
                                                                   ------------
NIGERIA--4.3%
Central Bank of Nigeria
  Euro Par Bonds  VRN
  5.50%, 11/15/20 (d)
  (cost $35,905,110)................                 69,750          27,333,281
                                                                   ------------
PHILIPPINES--1.2%
Republic of Philippines
  Par Bonds Series B  VRN
  5.75%, 12/01/17 (d)
  (cost $7,332,555).................                 11,750           7,285,000
                                                                   ------------
Total Collateralized
  Brady Bonds
  (cost $54,700,165)................                                 44,925,781
                                                                   ------------
LOAN ASSIGNMENTS--4.0%
ALGERIA--0.7%
Algeria Refinanced Trust
  Loan Assignment
  7.4375%, 12/21/96
  (cost $9,985,329).................   FRF           68,357           4,351,513
                                                                   ------------
</TABLE>

                                                                               3
<PAGE>
 
PORTFOLIO OF INVESTMENTS (CONTINUED)        ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

<TABLE>
<CAPTION> 
                                                  PRINCIPAL
                                                   AMOUNT
                                                    (000)          U.S. $ VALUE
--------------------------------------------------------------------------------
<S>                                               <C>              <C> 
ECUADOR--0.8%
Republic of Ecuador
  Consolidated Loan
  Assignment (e)
  (cost $6,700,000).................   US$           10,000        $  4,900,000
                                                                   ------------
RUSSIA--2.5%
Vneshekonombank
  Loan Assignment (e)...............   DEM           44,000           8,180,616
  Loan Assignment (e)...............   US$           27,500           7,648,437
                                                                   ------------
Total Russian Loan Assignments
  (cost $25,059,511)................                                 15,829,053
                                                                   ------------
Total Loan Assignments
  (cost $41,744,840)................                                 25,080,566
                                                                   ------------
OTHER SOVEREIGN
  DEBT OBLIGATIONS--16.1%
BRAZIL--9.9%
Republic of Brazil C-Bonds
  8.00%, 4/15/14 (h)
  (cost $66,046,654)................                130,433          62,770,641
                                                                   ------------
BULGARIA--5.2%
The Republic of Bulgaria
  PDI/IAB, FRN
  6.0625%, 7/28/11 (d)
  (cost $33,162,063)................                 76,909          32,590,225
                                                                   ------------
POLAND--1.0%
Republic of Poland
PDI/IAB
  3.25%, 10/27/14
  (cost $6,802,618).................                 14,150           6,314,437
                                                                   ------------
Total Other Sovereign
  Debt Obligations
  (cost $106,011,335)...............                                101,675,303
                                                                   ------------
Total Sovereign
  Debt Obligations
  (cost $202,456,340)...............                                171,681,650
                                                                   ------------
FOREIGN SECURITIES--5.3%
ARGENTINA--4.8%
Bonos de Consolidacion de
  Daudas Provisionales FRN
  3.50%, 4/01/01 (d)................   ARP           20,140           8,551,411
Bonos de Consolidacion FRN
  3.50%, 4/01/07 (d)................   ARP           81,657          21,860,244
                                                                   ------------
Total Argentinian Securities
  (cost $44,725,970)................                                 30,411,655
                                                                   ------------
CANADA--0.1%
Government of Canada
  6.50%, 6/01/04
  (cost $338,246)...................   CA$              550             328,126
                                                                   ------------
DENMARK--0.0%
Kingdom of Denmark
  7.00%, 12/15/04
  (cost $118,337)...................   DKK              800             113,872
                                                                   ------------
FRANCE--0.0%
Government of France
  6.00%, 10/25/25
  (cost $119,045)...................   FRF              850             113,965
                                                                   ------------
GERMANY--0.2%
Federal Republic of Germany
  6.50%, 7/15/03....................   DEM              520             311,524
  6.75%, 7/15/04....................                    200             121,714
  7.50%, 11/11/04...................                    375             240,240
Treuhandanstalt
  6.125%, 6/25/98...................                    200             125,160
  6.75%, 5/13/04....................                     50              30,428
                                                                   ------------
Total German Securities
  (cost $831,241)...................                                    829,066
                                                                   ------------
ITALY--0.0%
Republic of Italy
  8.50%, 8/01/04
  (cost $155,420)...................   LIRA         300,000             148,071
                                                                   ------------
JAPAN--0.1%
International Bank for
  Reconstruction &
  Development
  4.75%, 12/20/04
  (cost $795,115)...................   (Yen)         77,500             785,115
                                                                   ------------
NETHERLANDS--0.0%
Government of the
  Netherlands
  7.25%, 7/15/99
  (cost $164,302)...................   NLG              300             171,559
                                                                   ------------
</TABLE>

4
<PAGE>
 
<TABLE> 
<CAPTION> 

                                            ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

                                                  PRINCIPAL
                                                   AMOUNT
                                                    (000)          U.S. $ VALUE
--------------------------------------------------------------------------------
<S>                                               <C>              <C> 
SPAIN--0.0%
Government of Spain
  10.25%, 11/30/98.................... ESP           15,000        $    109,083
  10.50%, 10/30/03....................               10,000              70,557
                                                                   ------------
Total Spanish Securities
  (cost $192,368).....................                                  179,640
                                                                   ------------
UNITED KINGDOM--0.1%
Treasury Gilts
  8.50%, 12/07/05..................... GBP               75             115,815
  9.75%, 8/27/02......................                   65             106,567
                                                                   ------------
Total United Kingdom Securities
  (cost $223,587).....................                                  222,382
                                                                   ------------
Total Foreign Securities
  (cost $47,663,631)..................                               33,303,451
                                                                   ------------
DEBT OBLIGATION--1.1%
Tribasa Toll Road Trust 1
  10.50%, 12/01/11 (f)
  (cost $8,528,834)................... US$            8,700           6,960,000
                                                                   ------------
CERTIFICATE OF
  DEPOSIT--1.6%
Morgan Guaranty Trust Co.
  Linked to Peru
  Non-Citibank Loans
  9.00%, 5/30/95(g)
  (cost $10,635,625)..................               10,636          10,354,845
                                                                   ------------
CALL OPTIONS
  PURCHASED--0.2%
Argentinian Floating Rate Bonds
  6.50%, 3/31/05
  expiring April '95
  @ $72.50............................               47,000             258,500
Mexican Par Bonds
  6.25%, 12/31/19
  expiring April '95
  @ $63.3125..........................              107,000             310,835
Philippine Par Bonds
  5.75%, 12/1/17
  expiring May '95
  @ $63.75............................ US$           22,000             259,600
US$--vs.--DEM
  expiring January '95
  @ DEM 1.55..........................                  240               1,848
                                                                   ------------
Total Call Options Purchased
  (cost $3,270,056)...................                                  830,783
                                                                   ------------
TOTAL INVESTMENTS--125.3%
  (cost $868,568,021).................                              789,750,208
                                                                   ------------
PUT OPTIONS WRITTEN--(1.8%)
Argentinian Floating Rate Bonds
  6.50%, 3/31/05
  expiring April '95
  @ $68.50............................               47,000          (2,965,700)
Mexican Par Bonds
  6.25%, 12/31/19
  expiring April '95
  @ $60.3125..........................              107,000          (8,092,303)
Philippine Par Bonds
  5.75%, 12/1/17
  expiring May '95
  @ $57.75............................               22,000            (138,600)
                                                                   ------------
Total Put Options Written
  (premiums received
  $2,381,500).........................                              (11,196,603)
                                                                   ------------
TOTAL INVESTMENTS,
  NET OF OUTSTANDING PUT
  OPTIONS WRITTEN--123.5%.............                              778,553,605
Other assets less liabilities--(23.5%)                             (148,033,233)
                                                                   ------------
NET ASSETS--100%......................                             $630,520,372
                                                                   ============
</TABLE>
                                                                               5
<PAGE>
 
PORTFOLIO OF INVESTMENTS (CONTINUED)        ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

*   Sovereign debt obligations issued as part of debt restructurings that are
    collateralized in full as to principal due at maturity by U.S.Treasury zero
    coupon obligations which have the same maturity as the Brady Bond.

(a) Security, or portion thereof, has been segregated to collateralize 
    forward exchange currency contracts.

(b) Illiquid security (see Note A). Security, having a cost of $26,403,245, 
    was acquired on June 14, 1994 and represents 3.8% of net assets at 
    December 31, 1994.

(c) Security is a "when if" issue.

(d) Stated interest rate in effect at December 31, 1994.

(e) Non-income producing security.

(f) Security is exempt from registration under Rule 144A of the Securities 
    Act of 1933. This security may be resold in transactions exempt from 
    registration, normally to qualified institutional buyers. At December 
    31, 1994, this security amounted to $6,960,000 or 1.1% of net assets.

(g) The redemption value of this security is linked to the change in the bid 
    price of the referenced emerging market debt.

(h) Coupon consists of 4.00% cash payment and 4.00% paid-in-kind.

    Glossary of Terms:
    FRN--Floating Rate Notes.
    FNMA--Federal National Mortgage Association.
    GNMA--Government National Mortgage Association.
    IAB--Interest Arrears Bonds.
    I/O--Interest Only. Interest accrued based on yield to maturity.
    PAC--Planned Amortization Class.
    PDI--Past Due Interest.
    VRN--Variable Rate Notes.

    See notes to financial statements.

6
<PAGE>
 
<TABLE> 
<CAPTION> 

STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1994                                                                  ACM GOVERNMENT SECURITIES FUND, INC.
-----------------------------------------------------------------------------------------------------------------------
<S>                                                                                                        <C> 
ASSETS
   Investments in securities, at value (cost $868,568,021)........................................         $789,750,208
   Cash...........................................................................................            9,838,064
   Interest receivable............................................................................           16,470,965
   Receivable for investment securities sold......................................................           12,476,578
                                                                                                           ------------
   Total assets...................................................................................          828,535,815
                                                                                                           ------------
LIABILITIES
   Outstanding put options written (premiums received $2,381,500).................................           11,196,603
   Payable for investment securities purchased....................................................          130,069,008
   Loan payable...................................................................................           55,000,000
   Net unrealized depreciation of forward exchange currency contracts.............................              548,239
   Advisory fee payable...........................................................................              531,955
   Administrative fee payable.....................................................................               94,187
   Loan interest payable..........................................................................              172,630
   Accrued expenses and other liabilities.........................................................              402,821
                                                                                                           ------------
   Total liabilities..............................................................................          198,015,443
                                                                                                           ------------
NET ASSETS (equivalent to $8.13 per share, based on 77,550,182 shares outstanding)................         $630,520,372
                                                                                                           ============
COMPOSITION OF NET ASSETS
   Capital stock, at par..........................................................................              775,502
   Additional paid-in capital.....................................................................          831,639,948
   Accumulated net realized loss..................................................................         (113,727,767)
   Net unrealized depreciation of investments, options and foreign currency denominated assets
     and liabilities..............................................................................          (88,167,311)
                                                                                                           ------------
                                                                                                           $630,520,372
                                                                                                           ============
NET ASSET VALUE PER SHARE.........................................................................                $8.13
                                                                                                                  =====
-----------------------------------------------------------------------------------------------------------------------
</TABLE>

See notes to financial statements.

                                                                               7
<PAGE>
 
<TABLE> 
<CAPTION> 

STATEMENT OF OPERATIONS
YEAR ENDED DECEMBER 31, 1994                                                             ACM GOVERNMENT SECURITIES FUND, INC.
-----------------------------------------------------------------------------------------------------------------------------
   <S>                                                                                         <C>              <C> 
   INVESTMENT INCOME
      Interest (net of foreign withholding taxes of $3,244).................................                    $  80,820,652
   EXPENSES
      Advisory fee..........................................................................   $5,971,870
      Administrative fee....................................................................    1,221,374
      Transfer agency.......................................................................      267,648
      Custodian.............................................................................      249,950
      Reports and notices to shareholders...................................................      189,180
      Audit and legal.......................................................................       86,500
      Directors' fees.......................................................................       29,999
      Miscellaneous.........................................................................       96,422
                                                                                               ----------
      Total expenses before interest........................................................    8,112,943
      Interest expense......................................................................    2,718,298
                                                                                               ----------
      Total expenses........................................................................                       10,831,241
                                                                                                                -------------
      Net investment income.................................................................                       69,989,411
                                                                                                                -------------
   REALIZED AND UNREALIZED LOSS ON INVESTMENTS
   AND FOREIGN CURRENCY TRANSACTIONS
      Net realized loss on investment transactions..........................................                    
(108,898,142)
      Net realized loss on option transactions..............................................                      
(2,578,482)
      Net realized loss on foreign currency transactions....................................                     
(10,531,697)
      Net change in unrealized appreciation (depreciation) of:
        Investments and options.............................................................                     
(81,822,769)
        Foreign currency denominated assets and liabilities.................................                        
(803,094)
                                                                                                                -------------
      Net loss on investments and foreign currency transactions.............................                    
(204,634,184)
                                                                                                                -------------
   NET DECREASE IN NET ASSETS FROM OPERATIONS...............................................                   
$(134,644,773)
                                                                                                                ------------- 
  
</TABLE>

<TABLE> 
<CAPTION> 

STATEMENT OF CHANGES IN NET ASSETS
-----------------------------------------------------------------------------------------------------------------------------

                                                                                            YEAR ENDED          YEAR ENDED
                                                                                         DECEMBER 31, 1994  DECEMBER 31, 1993
                                                                                         -----------------  -----------------
<S>                                                                                        <C>                    <C> 
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
   Net investment income.........................................................          $ 69,989,411          $ 78,277,755
   Net realized gain (loss) on investments, options and foreign currency            
    transactions.................................................................          (122,008,321)           87,404,253
   Net change in unrealized appreciation (depreciation) of investments, options     
    and foreign currency denominated assets and liabilities......................           (82,625,863)          
(2,333,384)
                                                                                           ------------          ------------
   Net increase (decrease) in net assets from operations.........................          (134,644,773)          163,348,624
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS                                         
   Dividends from net investment income..........................................           (60,766,175)         
(80,783,256)
   Distributions from net realized gains.........................................                   -0-          
(46,657,138)
   Distributions in excess of net realized gains.................................                   -0-             
(252,859)
   Tax return of capital distribution............................................           (16,716,842)                  -0-
COMMON STOCK TRANSACTIONS                                                           
   Reinvestment of dividends resulting in issuance of common stock...............            12,936,298             5,177,693
   Proceeds from sale of shares of common stock in rights offering...............                   -0-            81,582,266
   Offering costs charged to additional paid-in capital..........................                   -0-             
(701,017)
                                                                                           ------------          ------------
   Total increase (decrease).....................................................          (199,191,492)          121,714,313
NET ASSETS                                                                          
   Beginning of year.............................................................           829,711,864           707,997,551
                                                                                           ------------          ------------
   End of year (including undistributed net investment income of $1,814,876 at      
    December 31, 1993)...........................................................          $630,520,372          $829,711,864
                                                                                           ============          ============
-----------------------------------------------------------------------------------------------------------------------------
</TABLE>

8      See notes to financial statements.
<PAGE>
 
<TABLE> 
<CAPTION> 

STATEMENT OF CASH FLOWS
YEAR ENDED DECEMBER 31, 1994                                                             ACM GOVERNMENT SECURITIES FUND, INC.
-----------------------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>                    <C> 
INCREASE (DECREASE) IN CASH FROM OPERATING ACTIVITIES:
   Interest received....................................................       $    69,350,603
   Interest expense paid................................................            (2,637,803)
   Operating expenses paid..............................................            (8,178,746)
                                                                               ---------------
   Net increase in cash from operating activities.......................                              $  58,534,054
INVESTING ACTIVITIES:
   Purchase of long-term portfolio investments..........................        (3,027,331,644)
   Proceeds from disposition of long-term portfolio investments.........         3,045,839,116
   Proceeds from short-term portfolio investments, net..................            56,682,035
                                                                               ---------------
   Net increase in cash from investing activities.......................                                 75,189,507
FINANCING ACTIVITIES*:
   Cash dividends and distributions paid................................                               (127,953,154)
                                                                                                      -------------
   Net increase in cash.................................................                                  5,770,407
   Cash at beginning of year............................................                                  4,067,657
                                                                                                      -------------
   Cash at end of year..................................................                              $   9,838,064
                                                                                                      =============
-----------------------------------------------------------------------------------------------------------------------------

RECONCILIATION OF NET DECREASE IN NET ASSETS FROM
OPERATIONS TO NET INCREASE IN CASH FROM OPERATING
ACTIVITIES:
   Net decrease in net assets from operations...........................                              $(134,644,773)
ADJUSTMENTS:
   Decrease in interest receivable......................................       $     1,410,070
   Accretion of bond discount...........................................           (12,880,119)
   Increase in accrued expenses.........................................                14,692
   Net loss on investments..............................................           204,634,184
                                                                               ---------------
   Total adjustments....................................................                                193,178,827
                                                                                                      -------------
NET INCREASE IN CASH FROM OPERATING ACTIVITIES..........................                              $  58,534,054
                                                                                                      =============
-----------------------------------------------------------------------------------------------------------------------------
</TABLE>
*  Non-cash financing activities not included herein consist of reinvestment 
   of dividends and distributions.

   See notes to financial statements.

                                                                               9
<PAGE>
 
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1994                           ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

NOTE A: SIGNIFICANT ACCOUNTING POLICIES 

ACM Government Securities Fund, Inc., (the "Fund") is registered under the
Investment Company Act of 1940 as a non-diversified, closed-end management
investment company. The following is a summary of significant accounting
policies followed by the Fund.

1. SECURITY VALUATION 

Portfolio securities traded on a national securities exchange are valued at 
the last sale price on such exchange on the day of valuation or, if there was 
no sale on such day, the last bid price quoted on such day. 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 between the most recent quoted bid 
and asked price provided by the principal market makers. The U.S. dollar 
value of forward foreign currency contracts is determined using forward 
currency exchange rates supplied by a quotation service. Options are valued 
at market value or fair value using methods determined by the Board of 
Directors. Securities for which market quotations are not readily available 
and restricted securities which are subject to limitations as to their resale 
are valued in good faith at fair value using methods determined by the Board 
of Directors. Readily marketable fixed-income securities are valued on the 
basis of prices provided by a pricing service when such prices are believed 
by the Adviser to reflect the fair value of such securities. Securities which 
mature in 60 days or less are valued at amortized cost, which approximates 
market value, unless this method does not represent fair value. 

2. TAXES 

It is the Fund's policy to meet the requirements of the Internal Revenue Code 
applicable to regulated investment companies and to distribute all of its 
investment company taxable income and net realized gains, if applicable, to 
shareholders. Therefore, no provisions for federal income or excise taxes are 
required. 

3. INVESTMENT INCOME AND SECURITY TRANSACTIONS

Interest income is accrued daily. Dividend income is recorded on the 
ex-dividend date. Security transactions are accounted for on the date the 
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. 

4. CURRENCY TRANSLATION 

Assets and liabilities denominated in foreign currencies and commitments 
under forward exchange currency contracts are translated into U.S. dollars at 
the mean of the quoted bid and asked price of such currencies against the 
U.S. dollar. Purchases and sales of portfolio securities are translated into 
U.S. dollars at the rates of exchange prevailing when such securities were 
acquired or sold. Income and expenses are translated into U.S. dollars at the 
rates of exchange prevailing when accrued. Net realized loss on foreign 
currency transactions of $10,531,697 represent foreign exchange gains and 
losses from sales and maturities of foreign securities, holding of foreign 
currencies, options on foreign securities and currencies, closed forward 
exchange currency contracts, exchange gains and losses realized between the 
trade and settlement dates on foreign security transactions and the 
difference between amounts of interest and foreign withholding taxes recorded 
on the Fund's books and the U.S. dollar equivalent of the amounts actually 
received or paid. Net currency gains and losses from valuing foreign currency 
denominated assets and liabilities at year end exchange rates are reflected 
as a component of net unrealized depreciation of investments, options and 
foreign currency denominated assets and liabilities. 

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. As a result of a tax return of capital 
distribution, a reclassification was made to decrease additional 
paid-in-capital by $16,716,842. Additionally, due to permanent book-to-tax 
differences in the treatment of foreign currency transactions, a $11,308,112 
currency loss was reclassified from accumulated realized loss to undistributed 
net investment income.

10
<PAGE>
 
                                            ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

NOTE B: ADVISORY AND ADMINISTRATIVE FEES 

Under the terms of an Investment Advisory Agreement, the Fund pays its 
Adviser, Alliance Capital Management L.P., (the "Adviser"), a monthly 
advisory fee in an amount equal to the sum of the annualized rate of .30 of 
1% of the Fund's average weekly net assets up to $250 million, .25 of 1% of 
the Fund's average weekly net assets in excess of $250 million, and 5.25% of 
the daily gross income (i.e., income other than gains from the sale of 
securities and foreign currency transactions or gains realized from options 
and futures contracts less interest on money borrowed by the Fund) accrued by 
the Fund during the month. However, such monthly advisory fee shall not 
exceed in the aggregate 1/12th of 1% of the Fund's average weekly net assets 
during the month (approximately 1% on an annual basis). 

Under the terms of an Administrative Agreement, the Fund pays its 
Administrator, Mitchell Hutchins Asset Management Inc., a monthly fee equal 
to the annualized rate of .20 of 1% of the Fund's average weekly net assets 
up to $100 million, .18 of 1% of the Fund's next $200 million of average 
weekly net assets, and .16 of 1% of the Fund's average weekly net assets in 
excess of $300 million. The Administrator prepares financial and regulatory 
reports for the Fund and provides other clerical services. 

--------------------------------------------------------------------------------

NOTE C: INVESTMENT TRANSACTIONS 

Purchases and sales of investment securities (excluding short-term 
investments) aggregated $2,877,267,704 and $2,997,006,808, respectively, for 
the year ended December 31, 1994. 

At December 31, 1994, the cost of investments for federal income tax purposes 
was $885,796,330. Accordingly, gross unrealized appreciation of investments 
was $27,056 and gross unrealized depreciation of investments was $96,073,178 
resulting in net unrealized depreciation of $96,046,122 (excluding foreign 
currency). 

At December 31, 1994, the Fund had a capital loss carryforward of 
approximately $75,448,000 which expires in the year 2002. Capital and foreign 
currency losses incurred after October 31 within the taxable year are deemed 
to arise on the first business day of the Fund's next taxable year. In 
accordance with the Internal Revenue Code, the Fund incurred and will elect 
to defer a net capital and currency loss of approximately $21,556,000 until 
fiscal 1995. 

1. FORWARD 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 and to hedge certain firm purchase and sale commitments 
denominated in foreign currencies. 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 on 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 U.S. Government 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 foreign 
currencies relative to the U.S. dollar. The face or contract amount, in U.S. 
dollars, as reflected in the following table, reflects the total exposure the 
Fund has in that particular currency contract. 

                                                                              11
<PAGE>

NOTES TO FINANCIAL STATEMENTS (CONT.)   ACM GOVERNMENT SECURITIES FUND, INC.
----------------------------------------------------------------------------
At December 31, 1994, the Fund had outstanding forward exchange currency 
contracts as follows:
 
<TABLE>
<CAPTION> 
                                                                         VALUE ON             U.S.$            UNREALIZED
                                                         CONTRACT       ORIGINATION          CURRENT          APPRECIATION
FOREIGN CURRENCY BUY CONTRACTS                            AMOUNT           DATE               VALUE          (DEPRECIATION)
------------------------------                           --------       -----------          -------         --------------
<S>                                                       <C>           <C>                <C>                  <C>  
Australian Dollars,
  expiring 1/17/95...........................             641,718       $  488,828         $  497,109          $   8,281
Belgian Francs,
  expiring 1/11/95...........................           2,922,521           92,135             91,822               (313)
British Pounds,
  expiring 1/20/95...........................             406,054          648,925            635,353            (13,572)
Canadian Dollars,
  expiring 2/09/95...........................             271,920          198,281            193,744             (4,537)
Danish Kroner,
  expiring 1/20/95...........................             612,774          104,003             98,975             (5,028)
Deutsche Marks,
  expiring 1/20/95...........................           1,481,521          971,120            956,685            (14,435)
Finnish Markkaa,
  expiring 1/11/95...........................           1,042,394          218,577            220,081              1,504
French Francs,
  expiring 1/31/95...........................           1,662,126          313,510            311,260             (2,250)
Italian Lira,
  expiring 1/30/95...........................         867,886,125          561,573            533,959            (27,614)
Japanese Yen,
  expiring 1/20/95...........................          56,062,973          577,683            563,933            (13,750)

FOREIGN CURRENCY SALE CONTRACTS
-------------------------------
Australian Dollars,
  expiring 1/03/95 - 1/17/95.................             575,953          440,420            446,299             (5,879)
Belgian Francs,
  expiring 1/11/95...........................           2,796,750           88,142             87,870                272
British Pounds,
  expiring 1/20/95...........................             191,685          306,945            299,929              7,016
Canadian Dollars,
  expiring 2/09/95...........................             151,626          110,273            108,034              2,239
Danish Kroner,
  expiring 1/20/95...........................             747,222          127,488            120,691              6,797
Deutsche Marks,
  expiring 1/20/95 - 3/06/95.................          45,320,747       28,812,690         29,300,878           (488,188)
Finnish Markkaa,
  expiring 1/11/95...........................           1,026,046          221,517            216,630              4,887
Japanese Yen,
  expiring 1/20/95...........................          35,000,000          351,653            352,062               (409)
Swedish Kronor,
  expiring 1/31/95...........................           1,827,867          242,358            245,618             (3,260)
                                                                                                               ---------
                                                                                                               $(548,239)
                                                                                                               =========

</TABLE>
12
<PAGE>
 
                                            ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

2. 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 year ended December 31, 1994 were as 
follows:

<TABLE> 
<CAPTION> 
                                  NUMBER OF
                                  CONTRACTS           PREMIUMS
                                  ---------           --------
<S>                                  <C>             <C> 
Options outstanding at 
  beginning of year........           1              $    1,176
Options written............          12               2,811,996
Options expired............          (8)                (24,841)
Options terminated in
  closing purchase
  transactions.............          (2)               (406,831)
                                    -----            ----------
Options outstanding at
  end of year..............           3              $2,381,500
                                    =====            ==========
--------------------------------------------------------------------------------
</TABLE> 
NOTE D: CAPITAL STOCK 

There are 300,000,000 shares of $0.01 par value of common stock authorized. 
Of the 77,550,182 shares outstanding at December 31, 1994, the Adviser owned 
9,000 Shares. Transactions in shares of common stock were as follows: 

<TABLE> 
<CAPTION> 
                                                                              YEAR ENDED             YEAR ENDED
                                                                          DECEMBER 31, 1994       DECEMBER 31, 1993
                                                                          -----------------       -----------------
<S>                                                                           <C>                     <C> 
Shares reinvested...........................................                  1,273,764                 466,562
Shares issued in connection with rights offering............                     -0-                  8,181,544
                                                                              ---------               ---------
Net increase in shares outstanding..........................                  1,273,764               8,648,106
                                                                              =========               =========
</TABLE> 

                                                                              13
<PAGE>
 
NOTES TO FINANCIAL STATEMENTS (CONT.)       ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

NOTE E: BANK BORROWING 

The Fund entered into a Revolving Credit Agreement with Morgan Guaranty Trust 
Company of New York ("Morgan Guaranty") on April 7, 1988. The maximum credit 
available is $55,000,000 and such amount was outstanding for the entire year 
ended December 31, 1994. 

The renewable credit facility, of which $30,000,000 will mature on June 13, 
1995 and $25,000,000 will mature on June 21, 1995, requires no 
collateralization. Interest payments on current borrowings are based on the 
London Interbank Offered Rate plus a premium. The weighted average interest 
rate for the year ended December 31, 1994 was 4.94%. The Fund is obligated to 
pay Morgan Guaranty a commitment fee computed at the rate of .25 of 1% per 
annum on the average daily unused portion of the revolving credit. 

--------------------------------------------------------------------------------

NOTE F: QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
<TABLE>
<CAPTION> 
                                                              NET REALIZED
                                                             AND UNREALIZED
                                                               GAIN (LOSS)                NET INCREASE
                                                             ON INVESTMENTS                (DECREASE)
                                                               AND FOREIGN                IN NET ASSETS
                                  NET INVESTMENT                CURRENCY                 RESULTING FROM         MARKET PRICE
                                     INCOME                   TRANSACTIONS                 OPERATIONS             ON NYSE
                              --------------------      ---------------------      ---------------------    
-------------------
                               TOTAL          PER          TOTAL         PER          TOTAL         PER
QUARTER ENDED                  (000)         SHARE         (000)        SHARE         (000)        SHARE       HIGH       
LOW
-------------                  -----         -----         -----        -----         -----        -----       ----       
---
<S>                           <C>           <C>         <C>            <C>         <C>            <C>        <C>         <C>  

December 31, 1994.......      $17,463       $ .22       $ (58,064)     $ (.75)     $ (40,601)     $ (.53)    $ 8.875     $
7.625
September 30, 1994......       18,131         .23          16,282         .21         34,413         .44     $ 9.750     $
8.375
June 30, 1994...........       15,592         .21         (45,886)       (.59)       (30,294)       (.38)    $10.500     $
9.125
March 31, 1994..........       18,803         .24        (116,966)      (1.52)       (98,163)      (1.28)    $12.000    
$10.000
                              -------       -----       ---------      ------      ---------      ------    
                              $69,989       $ .90       $(204,634)     $(2.65)     $(134,645)     $(1.75)
                              =======       =====       =========      ======      =========      ======    
December 31, 1993.......      $23,239       $ .31       $     891      $  .01      $  24,130      $  .32     $12.250    
$11.250
September 30, 1993......       18,579         .28          27,798         .42         46,377         .70     $11.625    
$10.750
June 30, 1993...........       18,102         .27          28,195         .41         46,297         .68     $11.375    
$10.875
March 31, 1993..........       18,358         .27          28,187         .42         46,545         .69     $11.375    
$10.500
                              -------       -----       ---------      ------      ---------      ------    
                              $78,278       $1.13       $  85,071      $ 1.26      $ 163,349      $ 2.39
                              =======       =====       =========      ======      =========      ======    
</TABLE>

14
<PAGE>
 
FINANCIAL HIGHLIGHTS        ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------
SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH YEAR

<TABLE>
<CAPTION> 
                                                                          YEAR ENDED DECEMBER 31,
                                                  ---------------------------------------------------------------------
                                                   1994             1993            1992          1991            1990
                                                  ------          -------         -------       -------          ------
<S>                                             <C>              <C>             <C>           <C>             <C> 
Net asset value, beginning of year........        $10.88          $ 10.47         $ 10.55       $ 10.16          $10.60
                                                  ------          -------         -------       -------          ------
INCOME FROM INVESTMENT OPERATIONS
---------------------------------
Net investment income.....................           .90             1.13            1.03          1.17            1.22
Net realized and unrealized gain
(loss) on investments, options and
foreign currency transactions.............         (2.65)            1.26            (.07)          .48            (.38)
                                                  ------          -------         -------       -------          ------
Net increase (decrease) in net asset value
 from operations..........................         (1.75)            2.39             .96          1.65             .84
                                                  ------          -------         -------       -------          ------
LESS: DIVIDENDS AND DISTRIBUTIONS
---------------------------------
Dividends from net investment income......          (.78)           (1.13)          (1.04)        (1.26)          (1.28)
Distributions from net realized gains.....           -0-             (.62)            -0-           -0-             -0-
Tax return of capital distribution........          (.22)             -0-             -0-           -0-             -0-
                                                  ------          -------         -------       -------          ------
Total dividends and distribution..........         (1.00)           (1.75)          (1.04)        (1.26)          (1.28)
                                                  ------          -------         -------       -------          ------
CAPITAL SHARE TRANSACTIONS
--------------------------
Dilutive effect of rights offering........           -0-             (.22)            -0-           -0-             -0-
Offering costs charged to additional
paid-in capital...........................           -0-             (.01)            -0-           -0-             -0-
                                                  ------          -------         -------       -------          ------
Total capital share transactions..........           -0-             (.23)            -0-           -0-             -0-
                                                  ------          -------         -------       -------          ------
Net asset value, end of year..............        $ 8.13          $ 10.88         $ 10.47       $ 10.55          $10.16
                                                  ------          -------         -------       -------          ------
Market value, end of year.................        $8.125          $11.875         $10.625       $10.625          $10.00
                                                  ======          =======         =======       =======          ======
TOTAL RETURN
------------
Total investment return based on:(a)
  Market value............................        (23.69)%          30.25%          10.39%        20.01%           5.70%
                                                  ======          =======         =======       =======          ======
  Net asset value.........................        (16.66)%          21.10%           9.56%        17.33%           8.92%
                                                  ======          =======         =======       =======          ======
RATIOS/SUPPLEMENTAL DATA
------------------------
Net assets, end of year (000's omitted)...      $630,520         $829,712        $707,998      $707,043        $673,218
Ratio of expenses to average net assets...          1.52%            1.43%           1.52%         1.83%           2.05%
Ratio of expenses to average net assets
  excluding interest expense..............          1.14%            1.16%           1.16%         1.28%           1.32%
Ratio of net investment income to
  average net assets......................          9.83%            9.83%           9.83%        11.59%          12.09%
Portfolio turnover rate...................           319%             443%            497%          480%            360%
-----------------------------------------------------------------------------------------------------------------------
</TABLE> 
(a)  Total investment return is calculated assuming a purchase of common stock 
     on the opening of the first day and a sale on the closing of the last day
     of each year reported. Dividends and distributions, if any, are assumed for
     purposes of this calculation, to be reinvested at prices obtained under the
     Fund's dividend reinvestment plan. Generally, total investment return based
     on net asset value will be higher than total investment return based on
     market value in years where there is an increase in the discount or a
     decrease in the premium of the market value to the net asset value from the
     beginning to the end of such years. Conversely, total investment return
     based on net asset value will be lower than total investment return based
     on market value in years where there is a decrease in the discount or an
     increase in the premium of the market value to the net asset value from the
     beginning to the end of such years.

                                                                              15
<PAGE>
 
REPORT OF ERNST & YOUNG LLP  
INDEPENDENT AUDITORS                        ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

To the Shareholders and Board of Directors
ACM Government Securities Fund, Inc.

We have audited the accompanying statement of assets and liabilities of ACM
Government Securities Fund, Inc., including the portfolio of investments, as of
December 31, 1994, and the related statements of operations and cash flows for
the year then ended, the statement of changes in net assets for each of the two
years in the period then ended and the financial highlights for each of the
periods indicated therein. These financial statements and financial highlights
are the responsibility of the Fund's management. Our responsibility is to
express an opinion on these financial statements and financial highlights based
on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1994, by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements and financial highlights referred to 
above present fairly, in all material respects, the financial position of ACM 
Government Securities Fund, Inc. at December 31, 1994, the results of its 
operations and its cash flows for the year then ended, the changes in its net 
assets for each of the two years in the period then ended, and the financial 
highlights for each of the indicated periods, in conformity with generally 
accepted accounting principles.

/s/ Ernst & Young LLP

New York, New York
February 17, 1995

                                           

16
<PAGE>
 
ADDITIONAL INFORMATION                      ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

Shareholders whose shares are registered in their own names may elect to be
participants in the Dividend Reinvestment and Cash Purchase Plan (the "Plan"),
pursuant to which dividends and capital gain distributions to shareholders will
be paid in cash or reinvested in additional shares of the Fund (the "Dividend
Shares"). State Street Bank and Trust Company (the "Agent") will act as agent
for participants in the Plan. Shareholders whose shares are held in the name of
a broker or nominee should contact such broker or nominee to determine whether
or how they may participate in the Plan.

A shareholder who has elected to participate in the Plan may withdraw from 
the Plan at anytime. There will be no penalty for withdrawal from the Plan 
and shareholders who have previously withdrawn from the Plan may rejoin it at 
any time. Changes in elections must be in writing and should include the 
shareholder's name and address as they appear on the share certificate. An 
election to withdraw from the Plan will, until such election is changed, be 
deemed to be an election by the shareholder to take all subsequent 
distributions in cash. An election will only be effective for a distribution 
declared and having a record date of at least ten days after the date on 
which the election is received. 

Commencing not more than five business days before the dividend payment date, 
purchases of the Fund's shares may be made by the Agent, on behalf of the 
participants in the Plan, from time to time to satisfy dividend reinvestments 
under the Plan. Such purchases by the Agent on or before the dividend payment 
date may be made on the New York Stock Exchange (the "Exchange") or elsewhere 
at any time when the price plus estimated commissions of the Fund's Common 
Stock on the Exchange is lower than the Fund's most recently calculated net 
asset value per share. 

If the Agent determines on the dividend payment date that the shares purchased
as of such date are insufficient to satisfy the dividend reinvestment
requirements, the Agent, on behalf of the participants in the Plan, will obtain
the necessary additional shares as follows. To the extent that outstanding
shares are not available at a cost of less than net asset value per share, the
Agent, on behalf of the participants in the Plan, will accept payment of the
dividend, or the remaining portion thereof, in a authorized but unissued shares
of the Fund on the dividend payment date. Such shares will be issued at a price
per share equal to the higher of (1) the net asset value per share on the
payment date, or (2) 95% of the closing market price per share on the payment
date. If the closing sale or offer price, plus estimated commissions, of the
Common Stock on the Exchange on the payment date is less than the Fund's net
asset value per share on such day, then the Agent will purchase additional
outstanding shares on the Exchange or elsewhere. If before the Agent has
completed such purchases, the market price plus commissions exceeds the net
asset value of the Fund's shares, the average per share purchase price paid by
the Agent may exceed the net asset value of the Fund's shares, resulting in the
acquisition of fewer shares than if shares had been issued by the Fund.

The Agent will maintain all shareholders' accounts in the Plan and furnish 
written confirmation of all transactions in the account, including 
information needed by shareholders for tax records. Shares in the account of 
each Plan participant will be held by the Agent in non-certificated form in 
the name of the participant, and each shareholder's proxy will include those 
shares purchased or received pursuant to the Plan.

There will be no brokerage charges with respect to shares issued directly by 
the Fund to satisfy the dividend reinvestment requirements. However, each 
participant will pay a pro rata share of brokerage commissions incurred with 
respect to the Agent's open market purchases of shares. In each case, the 
cost per share of shares purchased for each shareholder's account will be the 
average cost, including brokerage commissions, of any shares purchased in the 
open market plus the cost of any shares issued by the Fund. 

                                                                              17
<PAGE>
 
ADDITIONAL INFORMATION (CONT.)              ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

Shareholders participating in the Plan may receive benefits not available to 
shareholders not participating in the Plan. If the market price plus 
commissions of the Fund's shares is above the net asset value, participants 
in the Plan will receive shares of the Fund at a discount of up to 5% from 
the current market value. However, if the market price plus commission is 
below the net asset value, participants will receive distributions in shares 
with a net asset value greater than the value of any cash distribution they 
would have received in their shares. There may be insufficient shares 
available in the market to make distributions in shares at prices below net 
asset value. Also, since the Fund does not redeem its shares, the price on 
resale may be more or less than the net asset value. 

The automatic reinvestment of dividends and distributions will not relieve
participants of any income taxes that may be payable (or required to be
withheld) on dividends and distributions.

In the case of foreign participants whose dividends are subject to U.S. 
income tax withholding and in the case of any participants subject to 31% 
federal backup withholding, the Agent will reinvest dividends after deduction 
of the amount required to be withheld. 

Experience under the Plan may indicate that changes are desirable. Accordingly,
the Fund reserves the right to amend or terminate the Plan as applied to any
voluntary cash payments made and any dividend or distribution paid subsequent to
written notice of the change sent to participants in the Plan at least 90 days
before the record date for such dividend or distribution. The Plan may also be
amended or terminated by the Agent on at least 90 days' written notice to
participants in the Plan. There is no service charge to participants in the
Plan; however, the Fund reserves the right to amend the Plan and include a
service charge payable to the Agent by the participants. All correspondence
concerning the Plan should be directed to the Agent at State Street Bank and
Trust Company, P.O. Box 366, Boston, Massachusetts 02101.

Since filing of the most recent amendment to the Fund's registration 
statement with the Securities and Exchange Commission, there have been (i) no 
material changes in the Fund's investment objectives or policies, (ii) no 
changes in the Fund's charter or by-laws that would delay or prevent a change 
of control of the Fund, (iii) no material changes in the principal risk 
factors associated with investment in the Fund, and (iv) no change in the 
person primarily responsible for the day-to-day management of the Fund's 
portfolio, who is Wayne D. Lyski, the President of the Fund. 

18
<PAGE>
 
                                            ACM GOVERNMENT SECURITIES FUND, INC.
--------------------------------------------------------------------------------

BOARD OF DIRECTORS
JOHN D. CARIFA, Chairman 
RUTH BLOCK
DAVID H. DIEVLER
JAMES R. GREENE
DR. JAMES M. HESTER 
HON. JAMES D. HODGSON
CLIFFORD L. MICHEL
ROBERT C. WHITE

OFFICERS
WAYNE D. LYSKI, President
PAUL J. DENOON, Vice President
SUSAN PETERSON, Vice President
EDMUND P. BERGAN, JR., Secretary
MARK D. GERSTEN, Treasurer & Chief Financial Officer
JOSEPH J. MANTINEO, Controller

ADMINISTRATOR
MITCHELL HUTCHINS ASSET MANAGEMENT INC.
1285 Avenue of the Americas
New York, NY 10019

CUSTODIAN, DIVIDEND PAYING AGENT, TRANSFER AGENT AND REGISTRAR 
STATE STREET BANK AND TRUST COMPANY
225 Franklin Street
Boston, MA 02110

INDEPENDENT AUDITORS
ERNST & YOUNG LLP
787 Seventh Avenue
New York, NY 10019

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Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Fund may purchase from time to time at market
prices shares of its Common Stock in the open market.

This report, including the financial statements herein, is transmitted to 
shareholders of ACM Government Securities Fund, Inc., for their information.  
The financial information included herein is taken from the records of the 
Fund.  This is not a prospectus, circular or representation intended for use 
in the purchase of shares of the Fund or any securities mentioned in this 
report.

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<PAGE>
 
                                      ACM
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                                  Government
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                                  Securities
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                                     Fund
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                                           Annual Report
                                           December 31, 1994

                                           Alliance(R)
                                           Mutual funds without the Mystery.(SM)


ACM GOVERNMENT SECURITIES FUND, INC.
Summary of General Information

THE FUND
ACM Government Securities Fund, Inc. is a closed-end investment company whose 
shares trade on the New York Stock Exchange. The Fund seeks to provide high 
current income consistent with preservation of capital. The Fund invests 
principally in U.S. Government obligations. The Fund may also invest up to 
35% of its assets in other fixed-income securities, including those issued by 
stable foreign governments. Additionally, the Fund may utilize other 
investment  techniques, including options and futures. The investment adviser 
of the Fund is Alliance Capital Management L.P.

SHAREHOLDER INFORMATION
Daily market prices for the Fund's shares are published in the New York Stock 
Exchange Composite Transaction Section of newspapers under the designation 
"ACMSc". The Fund's NYSE trading symbol is "GSF". Weekly comparative net 
asset value (NAV) and market price information about the Fund is published 
each Monday in The Wall Street Journal and The New York Times and each 
Saturday in  Barron's and other newspapers in a table called "Closed-End Bond 
Funds."

DIVIDEND REINVESTMENT PLAN
A Dividend Reinvestment Plan is available to shareholders in the Fund, which 
provides automatic reinvestment of dividends and capital gain distributions 
in additional Fund shares. The Plan also allows you to make optional cash 
investments in Fund shares through the Plan Agent. A brochure describing the 
Plan is available from the Plan Agent, State Street Bank and Trust Company, 
by calling 1-800-219-4218.

If you wish to participate in the Plan and your shares are held in your name, 
simply complete and mail the enrollment form in the brochure. If your shares 
are held in the name of your brokerage firm, bank or other nominee, you 
should ask them whether or how you can participate in the Plan.

ACM GOVERNMENT SECURITIES FUND, INC.
1345 Avenue of the Americas
New York, New York 10105

AllianceCapital [LOGO APPEARS HERE]

 (R) These registered service marks used under license from the owner, Alliance
Capital Management L.P.

SECAR



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