ACM GOVERNMENT OPPORTUNITY FUND INC
N-30D, 1996-04-03
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ACM GOVERNMENT OPPORTUNITY FUND

SEMI-ANNUAL REPORT
JANUARY 31, 1996



LETTER TO SHAREHOLDERS                  ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________
March 8, 1996

Dear Shareholder:
ACM Government Opportunity Fund's primary investment objective is to provide 
high current income, and its secondary objective is growth of capital. The 
Fund invests at least 65% of its assets in U.S. Government and agency 
securities and has the flexibility to invest the remaining 35% in selected 
foreign government securities and up to 20% in equity 
securities.

For the semi-annual period ended January 31, 1996, the Fund provided very 
favorable investment results. Over the six-month period, the Fund returned 
+13.01% on a net asset value basis, and for the one-year period had a total 
return of +27.13%. From the initial public offering in August of 1988 through 
January 31, 1996, the Fund has provided shareholders with an average annual 
total return of +11.36% on a net asset value basis.

ECONOMIC REVIEW
The U.S. economy survived an inventory scare in 1995 and entered 1996 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 +705,000 
payroll gain grabbed headlines, but the 12-month comparisons-payrolls up 
+145,000 per month, employment rising 1.5% year on year (YoY), hours worked 
up 1.6% YoY-were all numbers that support a soft landing. Consumer confidence 
has bounced back, debt service burdens are still manageable, and February 
retail sales climbed 5% YoY-their best showing since last summer. 
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 restrengthening in the U.S. economy is in 
prospect over the next 6-12 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. 
Chances for a meaningful deficit reduction plan have receded as politicians 
increasingly turn their attention to the 1996 election campaign.

BOND MARKET REVIEW
Throughout 1995, the U.S. bond market enjoyed a sustained broad-based rally. 
However, the market experienced a setback in the month of February 1996. The 
market reacted to the stronger-than-expected job growth in the U.S. and the 
belief that the Federal Reserve will not ease rates further.

For the six-month period ending February 29, 1996, corporate and high-yield 
securities outperformed Treasuries and mortgages, with all sectors providing 
strong positive returns. Across all major sectors of the U.S. fixed income 
market, longer-duration securities outperformed shorter-duration securities 
as interest rates for all maturities declined.

In this forecasted interest rate environment, we would expect to maintain our 
current allocation among Treasury and mortgage securities. Outside the U.S., 
our long-term outlook for foreign debt remains positive. We anticipate 
maintaining the Fund's positions in non-U.S. government securities to 
capitalize on the potential price appreciation in those markets. The Fund 
currently owns bonds from Australia, Canada and Spain.

EQUITY INVESTMENT REVIEW
U.S. stocks provided extraordinary returns in 1995, well above the most 
bullish investment forecasts of a year ago.

A number of positive fundamentals came together during the course of the year 
to drive equity valuations steadily higher, the most important being rising 
corporate profits and falling interest rates. Corporate profit performance 
consistently exceeded expectations as companies benefited from economic 
expansion and major cost cutting initiatives and accelerating free cash flow 
supported share repurchase programs. Also benefiting the market 

1

                                        ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________
was a record level of merger and acquisition activity and a record $120 
billion net inflow into U.S. equity mutual funds.

Investments in financial services, health care and technology stocks 
contributed positively to the Fund's total returns over the period. While some 
investors have now turned to defensive holdings such as utilities as a "safe" 
haven in an uncertain marketplace, we believe that the current environment of 
benign inflation and modest economic growth is more supportive of growth 
stocks. We will continue to overweight select names in the technology and 
financial services sectors and to underweight capital goods and energy. We 
also expect that an eventual government compromise on the budget could help 
to calm the bond market and in turn boost financial stocks.

IN SUMMARY
With the broad market approximately one-third higher than a year ago, our 
fundamental analysis, allowing for changes in magnitude, has changed little. 
We've had a good start in 1996 and we think that the market's prospects for 
the remainder of the year are quite good for a number of reasons: the U.S. 
is in a strong technology leadership position; companies continue to reap 
the benefits from many years of corporate cost-cutting; the dollar remains 
at a competitive level; the economy is restrained; inflation is repressed; 
the cost of money is reasonable; corporate profits have peaked; supply/demand 
for equities is still healthy; and finally, corporate profitability is at 
multi-decade highs.

The continuing challenge this year will be to identify equities that will 
perform well in what may be a period of declining profits. Growth at a 
reasonable price, at any capitalization level, is becoming ever rarer. As we 
search for those situations, our expectation is that some smaller or 
mid-sized companies may be added to the Fund's portfolio. At the same time, 
importantly, it will remain very well diversified across industry 
categories as we perceive no wide valuation differentials among industry 
sectors.

Thank you for your interest in ACM Government Opportunity 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

Wayne D. Lyski
Senior Vice President

2



PORTFOLIO OF INVESTMENTS
JANUARY 31, 1996 (UNAUDITED)              ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

                                               SHARES OR
                                               PRINCIPAL
                                                 AMOUNT
                                                  (000)      U.S. $VALUE
- ------------------------------------------------------------------------
U.S. GOVERNMENT AND AGENCY OBLIGATIONS80.6%
U.S. TREASURY SECURITIES70.5%
U.S. Treasury Bonds
  11.875%, 11/15/03(a)                     US$    1,700      $ 2,376,280
  12.375%, 5/15/04(a)                             6,050        8,759,263
  12.75%, 11/15/10(a)                             2,800        4,259,500
  14.00%, 11/15/11(a)                            11,800       19,543,750
U.S. Treasury Notes
  6.50%, 8/15/05(a)                               2,750        2,929,605
  7.75%, 1/31/00(a)                              12,000       13,095,000
  8.875%, 11/15/98(a)                             9,500       10,429,214
U.S. Treasury Strips
  Zero coupon, 2/15/15                           47,765       14,718,021
  Zero coupon, 8/15/20                           13,500        2,911,707
Total U.S. Treasury Securities 
  (cost $77,382,996)                                          79,022,340

FEDERAL AGENCY SECURITIES10.1%
Federal National Mortgage Association 
  Zero coupon, 10/09/19                          12,100        2,647,262
Student Loan Marketing Association 
  15.00%, 9/17/96                                 5,490        5,818,286

Small Business Administration 
  BS92-5B(I/O)(b)(d) 8.15%, 11/15/17              2,765        2,788,964
Total Federal Agency
  Securities (cost $11,310,873)                               11,254,512
Total U.S. Government and Agency Obligations 
  (cost $88,693,869)                                          90,276,852

COMMON STOCKS23.5%
CONSUMER STAPLES4.2%
Avon Products, Inc.                               4,500          355,500
Gillette Co.                                     11,000          589,875
Kimberly-Clark Corp.                              6,500          524,062
McDonalds Corp.                                  14,000          703,500
Nabisco Holdings                                  5,000          173,750
PepsiCo, Inc.                                    14,000          834,750
Philip Morris Cos., Inc.                         11,000        1,023,000
Procter & Gamble Co.                              6,500          546,000
                                                               4,750,437
 

                                                 SHARES      U.S. $VALUE
- ------------------------------------------------------------------------
TECHNOLOGY3.4%
Applied Materials, Inc.                          11,000       $  407,000
cisco Systems, Inc.(c)                            8,000          666,000
Compaq Computer Corp.(c)                         11,000          518,375
General Motors, Class E                           6,000          333,000
Intel Corp.                                      14,000          773,280
Informix Corp. (c)                                5,000          166,875
Microsoft Corp.(c)                                3,000          277,500
Oracle Corp. (c)                                 14,000          668,500
                                                               3,810,530

FINANCIAL SERVICES3.4%
American International Group, Inc.                6,000          581,250
Citicorp                                          5,373          396,930
Federal National Mortgage Association            16,000          552,000
First Bank System, Inc.                           5,000          262,500
First Chicago NBD Corp.                           8,000          311,000
General Re Corp.                                  2,000          306,000
Legg Mason, Inc.                                  9,788          294,864
Merrill Lynch & Company, Inc.                     2,000          113,750
The PMI Group, Inc.                               7,000          350,875
The Travelers Group, Inc.                         9,000          591,750
                                                               3,760,919

HEALTHCARE2.8%
ASTRA, AB Series B                               10,000          400,862
Columbia/HCA Healthcare                          10,000          556,250
Health Care Property Investments, Inc.            6,000          213,000
Merck & Co., Inc.                                 9,000          632,250
Pfizer, Inc.                                      8,000          550,000
Schering-Plough Corp.                             7,000          378,875
United Healthcare Corp.                           6,000          377,250
                                                               3,108,487

TELECOMMUNICATIONS & MULTIMEDIA2.1%
Airtouch Communications (c)                      10,000          282,500
AT&T Corp.                                       11,000          735,625
Cox Communications, Inc., Class A                14,000          292,250
Nokia Corp. (ADR)                                 5,000          186,875
Tele-Communications Liberty Media                11,000          301,125


3



PORTFOLIO OF INVESTMENTS (CONTINUED)      ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

                                                 SHARES      U.S. $VALUE
- ------------------------------------------------------------------------
Tele-Communications TCI Class A                  16,300      $   344,338
Vodafone Group PLC (ADR)                          5,000          178,750
                                                               2,321,463

LEISURE & ENTERTAINMENT1.8%
Carnival Corp.                                   10,000          270,000
Eastman Kodak Co.                                 6,000          440,250
ITT Corp.                                         5,000          277,500
La Quinta Inns, Inc.                              5,000          133,750
Time Warner, Inc.                                 6,000          249,000
Walt Disney Co.                                  10,000          642,500
                                                               2,013,000

CAPITAL GOODS1.4%
Allied Signal, Inc.                              11,000          548,625
General Electric Co.                             12,000          921,000
ITT Industries                                    4,000          104,000
                                                               1,573,625

CHEMICALS0.9%
Monsanto Co.                                      5,000          651,250
Morton International, Inc.                       11,000          407,000
                                                               1,058,250

RETAIL0.9%
Autozone, Inc. (c)                                5,000          120,625
Federated Department Stores, Inc. (c)            10,000          270,000
Home Depot Inc.                                  10,000          460,000
Lowe's Companies, Inc.                            6,000          186,750
                                                               1,037,375

ENERGY0.6%
Shell Transportation & Trading Co. (ADR)          4,500          354,937
Texaco, Inc.                                      4,000          323,500
                                                                 678,437

TRANSPORTATION0.6%
Burlington Northern Santa Fe                      4,500          368,437
Union Pacific Corp.                               2,000          133,250
Xtra Corp.                                        4,000          170,500
                                                                 672,187

                                               SHARES OR
                                               PRINCIPAL
                                                 AMOUNT
                                                  (000)     U.S. $ VALUE
- ------------------------------------------------------------------------
BASIC INDUSTRIES0.6%
Aluminum Company of America                       4,000      $   222,000
Plum Creek Timber Co., L.P.                      15,000          391,875
                                                                 613,875

BIOTECHNOLOGY0.4%
Amgen Inc. (c)                                    8,000          481,000

AEROSPACE0.3%
Boeing Co.                                        4,500          349,313

AUTO & RELATED0.1%
Magna International, Inc. C1.A                    4,000          165,500
Total Common Stocks (cost $19,038,904)                        26,394,398

FOREIGN SECURITIES8.6%
AUSTRALIA2.6%
Australian Government, 10.00%, 10/15/07 
  (cost $2,891,031)                          AUS  3,500        2,951,644

CANADA2.4%
Canadian Government, 8.75%, 12/01/05 
  (cost $2,688,917)                          CAN  3,250        2,648,841

SPAIN3.6%
Bonos Y Obligaciones Del Estado, 10.00%, 2/28/05 
  (cost $4,099,612)                          ESP  5,000        4,054,000
Total Foreign Securities 
  (cost $9,679,560)                                            9,654,485

CORPORATE BONDS0.6%
General Instrument Corp., 5.00%, 6/15/00     US$    250          271,250
Wendy's International, 7.00%, 4/01/06               250          415,000
Total Corporate Bonds (cost $630,465)                            686,250


4


 
                                          ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

                                               SHARES OR
                                               PRINCIPAL
                                                 AMOUNT
                                                  (000)      U.S. $VALUE
- -------------------------------------------------------------------------
CONVERTIBLE PREFERRED STOCK0.3%
Penncorp, $3.375 (cost $261,240)                  4,000     $    292,500
TIME DEPOSITS1.8%
Bank of New York 5.50%, 2/01/96 
  (cost $2,006,000)                          US$  2,006        2,006,000
TOTAL INVESTMENTS115.4% 
  (cost $120,310,038)                                       $129,310,485
Other assets less liabilities(15.4%)                         (17,240,923)
NET ASSETS100%                                              $112,069,562


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

(b) Illiquid security, valued at fair market value (see Notes A & E).

(c) Non-income producing.

(d) Interest rate represents yield to maturity, and principal amount represents 
amortized cost.

    Glossary of Terms:
    ADR   - American Depository Receipt.
    (I/O) - Interest Only. Interest accrued based on yield to maturity.

    See notes to financial statements.


5



STATEMENT OF ASSETS AND LIABILITIES
JANUARY 31, 1996 (UNAUDITED)              ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

ASSETS
  Investments in securities, at value (cost $120,310,038)         $129,310,485
  Cash                                                                 111,092
  Receivable for investment securities sold                         18,914,729
  Dividends and interest receivable                                  1,760,351
  Unrealized appreciation of forward exchange currency contracts       592,662
  Other assets                                                          28,316
  Total assets                                                     150,717,635

LIABILITIES
  Payable for investment securities purchased                       37,730,833
  Dividend payable                                                     718,953
  Advisory fee payable                                                  69,371
  Administration fee payable                                            13,874
  Accrued expenses and other liabilities                               115,042
  Total liabilities                                                 38,648,073

NET ASSETS                                                        $112,069,562

COMPOSITION OF NET ASSETS
  Capital stock, at par                                           $    130,719
  Additional paid-in capital                                       112,390,697
  Distribution in excess of net investment income                   (1,122,653)
  Accumulated net realized loss                                     (8,911,229)
  Net unrealized appreciation on investments and foreign 
    currency denominated assets and liabilities                      9,582,028
                                                                  $112,069,562

NET ASSET VALUE PER SHARE(based on 13,071,872 shares outstanding)        $8.57


See notes to financial statements.


6



STATEMENT OF OPERATIONS
SIX MONTHS ENDED JANUARY 31, 1996 (UNAUDITED)
ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

INVESTMENT INCOME
  Interest                                              $4,003,596 
  Dividends(net of foreign withholding taxes of $1,980)    212,095   $4,215,691
    
EXPENSES
  Advisory fee                                             404,087 
  Administrative fee                                        80,817 
  Custodian                                                 50,626 
  Transfer agency                                           50,359 
  Audit and legal                                           33,486 
  Printing                                                  18,310 
  Directors' fees                                           14,974 
  Registration                                              12,647 
  Miscellaneous                                             16,948 
  Total expenses                                                        682,254
  Net investment income                                               3,533,437
    
REALIZED AND UNREALIZED GAIN ON INVESTMENTS 
AND FOREIGN CURRENCY
  Net realized gain on investment transactions                        3,276,141
  Net realized gain on foreign currency transactions                    486,356
  Net change in unrealized appreciation of:
    Investments                                                       4,733,430
    Foreign currency denominated assets and liabilities                 795,931
  Net gain on investments                                             9,291,858
    
NET INCREASE IN NET ASSETS FROM OPERATIONS                          $12,825,295
    
    
See notes to financial statements.


7



STATEMENT OF CHANGES IN NET ASSETS        ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

                                               SIX MONTHS ENDED    YEAR ENDED
                                                JANUARY 31,1996      JULY 31,
                                                   (UNAUDITED)         1995
                                                 --------------  --------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
  Net investment income                           $  3,533,437    $  7,684,277
  Net realized gain (loss) on investments, 
    options and foreign currency transactions        3,762,497      (7,294,317)
  Net change in unrealized appreciation of 
    investments and foreign currency denominated 
    assets and liabilities                           5,529,361       7,380,407
  Net increase in net assets from operations        12,825,295       7,770,367

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
  Net investment income                             (4,313,722)     (6,304,236)
  Tax return of capital distribution                        -0-     (4,054,223)

COMMON STOCK TRANSACTIONS
  Reinvestment of dividends resulting in the 
    issuance of common stock                                -0-        316,508
  Total increase (decrease)                          8,511,573      (2,271,584)

NET ASSETS
  Beginning of period                              103,557,989     105,829,573
  End of period                                   $112,069,562    $103,557,989
    
    
See notes to financial statements.


8



NOTES TO FINANCIAL STATEMENTS
JANUARY 31, 1996 (UNAUDITED)              ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

NOTE A: SIGNIFICANT ACCOUNTING POLICIES
ACM Government Opportunity 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 recently quoted bid and asked price 
provided by the principal market makers. 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 illiquid 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 may be 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 provision for federal income or excise taxes are 
required. Foreign taxes have been provided for on interest income earned on 
foreign investments in accordance with the applicable country's tax rates and 
to the extent unrecoverable are recorded as a reduction of investment income.

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 
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 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 rate of exchange prevailing when such 
securities were acquired or sold. Income and expenses are translated into U.S. 
dollars at rates of exchange prevailing when accrued.

Net realized gain on foreign currency transactions of $486,356 represent 
foreign exchange gains and losses from sales and maturities of foreign 
securities, currency hedge transactions, holding of foreign currencies, options 
on foreign securities and foreign currencies, exchange gains and losses 
realized between the trade and settlement dates on foreign security 
transactions, and the difference between the 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 period end 
exchange rates are reflected as a component of net unrealized appreciation on 
investments and foreign currency denominated assets and liabilities.

5. DIVIDENDS AND DISTRIBUTIONS
Dividends and distributions to shareholders are recorded on the ex-dividend 
date and are determined in accordance with income tax regulations.

NOTE B: ADVISORY, ADMINISTRATIVE FEES AND OTHER AFFILIATED TRANSACTIONS
Under the terms of an Investment Advisory Agreement, the Fund pays its Adviser, 
Alliance Capital Management L.P., (the 'Adviser'), a fee at an annualized rate 
of .75 of 1% of the Fund's average weekly net assets.

Under the terms of an Administrative Agreement, the Fund pays Alliance Capital 
Management L.P., (the 'Administrator') a monthly fee equal to the annualized 
rate of .15 of 1% of the Fund's average weekly net assets.


9



NOTES TO FINANCIAL STATEMENTS (CONT.)     ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

Brokerage commissions paid for the six months ended January 31, 1996 on 
securities transactions amounted to $20,669, none of which was paid to 
affiliated brokers.

NOTE C: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments 
and options) aggregated $213,058,243 and $203,927,838, respectively, for the 
six months ended January 31, 1996. There were purchases of $127,052,630 and 
sales of $112,096,154 of U.S. Government and government agency obligations for 
the six months ended January 31, 1996.

At January 31, 1996, the cost of investments for federal income tax purposes 
was $120,755,391. Accordingly, gross unrealized appreciation of investments was 
$9,663,555 and gross unrealized depreciation of investments was $1,108,460 
resulting in net unrealized appreciation of $8,555,095 (excluding foreign 
currency). For federal income tax purposes, the Fund had a capital loss 
carryforward at July 31, 1995 of $5,948,688 which will expire in 2003.

1. FOREIGN EXCHANGE CURRENCY CONTRACTS 
The Fund enters into forward exchange currency contracts in order to hedge its 
exposure to changes in foreign currency exchange rates on its foreign portfolio 
holdings 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.

At January 31, 1996, the Fund had outstanding forward exchange currency 
contracts as follows:

                               CONTRACT    VALUE ON      U.S. $    UNREALIZED
                                AMOUNT   ORIGINATION     CURRENT  APPRECIATION
                                 (000)       DATE         VALUE  (DEPRECIATION)
                               --------  -----------   ---------- -------------
FOREIGN CURRENCY BUY CONTRACTS
Danish Krona, 
  expiring 2/8/96                22,423   $3,888,773   $3,894,772    $  5,999
Deutsche Marks, 
  expiring 2/23/96                6,916    4,701,042    4,648,769     (52,273)
Italian Lira, 
  expiring 3/18/96               75,000    4,737,839    4,710,000     (27,839)
Spanish Peseta, 
  expiring 2/23/96              544,835    4,352,690    4,333,617     (19,073)

FOREIGN CURRENCY SALE CONTRACTS
Canadian Dollars,
  expiring 3/8/96                 3,600   $2,653,595   $2,621,275    $ 32,320
Danish Krona,
  expiring 2/8/96                22,423    3,994,062    3,894,772      99,290
Deutsche Marks, 
  expiring 2/23/96-3/15/96       23,971   16,477,050   16,116,980     360,070
Japanese Yen, 
  expiring 2/8/96               500,000    4,763,023    4,675,500      87,523
Italian Lira,
  expiring 3/18/96               75,000    4,662,700    4,710,000     (47,300)
Spanish Peseta,
  expiring 2/23/96              544,835    4,487,562    4,333,617     153,945
                                                                     ---------
                                                                     $592,662
     
     
10



                                          ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

2. OPTIONS TRANSACTIONS
For hedging purposes, the Fund purchases and writes (sells) put and call 
options on U.S. and foreign government securities and foreign currencies that 
are traded on U.S. and foreign securities exchanges and over-the-counter 
markets.

The risk associated with purchasing an option is that the Fund pays a premium 
whether or not the option is exercised. Additionally, the Fund bears the risk 
of loss of premium and change in market value should the counterparty not 
perform under the contract. Put and call options purchased are accounted for in 
the same manner as portfolio securities. The cost of securities acquired 
through the exercise of call options is increased by premiums paid. The 
proceeds from securities sold through the exercise of put options are decreased 
by the premiums paid.

When the Fund writes an option, the premium received by the Fund is recorded as 
a liability and is subsequently adjusted to the current market value of the 
option written. Premiums received from writing options which expire unexercised 
are recorded by the Fund on the expiration date as realized gains from option 
transactions. The difference between the premium and the amount paid on 
effecting a closing purchase transaction, including brokerage commissions, is 
also treated as a realized gain, or if the premium is less than the amount paid 
for the closing purchase transaction, as a realized loss. If a call option is 
exercised, the premium is added to the proceeds from the sale of the underlying 
security or currency in determining whether the Fund has realized a gain or 
loss. If a put option is exercised, the premium reduces the cost basis of the 
security or currency purchased by the Fund. In writing an option, the Fund 
bears the market risk of an unfavorable change in the price of the security or 
currency underlying the written option. Exercise of an option written by the 
Fund could result in the Fund selling or buying a security or currency at a 
price different from the current market value.

Transactions in options written for the six months ended January 31, 1996 were 
as follows:

                                           NUMBER OF
                                           CONTRACTS     PREMIUM
                                           ---------     --------
Options outstanding at beginning of year       -0-       $    -0-
Options written                                 2         22,800
Options expired                                (2)       (22,800)
   
Options outstanding at January 31, 1996        -0-       $    -0-
   
   
NOTE D: CAPITAL STOCK
There are 300,000,000 shares of $.01 par value common stock authorized. Of the 
13,071,872 shares outstanding at January 31, 1996, the Adviser owned 10,753 
shares. During the years ended July 31, 1995 and 1994, the Fund issued 43,657 
and 682,327 shares, respectively, in connection with the Fund's Dividend 
Reinvestment Plan.


NOTE E: ILLIQUID SECURITY

SECURITY                          DATE ACQUIRED     U.S. $ COST
- -----------------------------     -------------     -----------
Small Business Administration
  BS92-5B (I/0)
  8.15%, 11/15/17                    10/02/92        $2,765,479


The security shown above is illiquid and has been valued at fair value in 
accordance with the procedures described in Note A.

The value of this security at January 31, 1996 was $2,788,964, representing 
2.5% of net assets.


11



FINANCIAL HIGHLIGHTS                      ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                              SIX MONTHS
                                                 ENDED
                                              JANUARY 31,                  YEAR ENDED JULY 31,
                                                1996      ------------------------------------------------------
                                             (UNAUDITED)      1995       1994        1993       1992       1991
                                            ------------  ---------  ----------  ---------  ---------  ---------
<S>                                         <C>           <C>        <C>         <C>        <C>        <C>
Net asset value, beginning of period           $7.92         $8.12      $9.92       $9.66      $9.02      $9.01 
       
INCOME FROM INVESTMENT OPERATIONS
Net investment income                            .27           .59        .68         .79        .69        .90
Net realized and unrealized gain (loss) 
  on investments and foreign currency 
  transactions                                   .71            -0-      (.89)        .68        .89        .17 
Net increase (decrease) in net asset 
  value from operations                          .98           .59       (.21)       1.47       1.58       1.07 
       
LESS: DIVIDENDS AND DISTRIBUTIONS
Dividends from net investment income            (.33)         (.48)      (.68)       (.80)      (.90)     (1.06)
Distributions from net realized gains             -0-           -0-      (.61)       (.41)      (.04)        -0-
Tax return of capital distribution                -0-         (.31)      (.30)         -0-        -0-        -0-
Total dividends and distributions               (.33)         (.79)     (1.59)      (1.21)      (.94)     (1.06)
Net asset value, end of period                 $8.57         $7.92      $8.12       $9.92      $9.66      $9.02 
Market value, end of period                   $7.625         $7.50     $8.125      $9.875      $9.75     $9.375 
       
TOTAL RETURN
Total investment return based on: (a)
  Market value                                  6.27%         2.85%     (2.66)%     14.94%     14.84%     24.29%
  Net asset value                              13.01%         8.67%     (3.16)%     16.30%     18.26%     12.81%
       
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)   $112,070      $103,558   $105,830    $122,500   $115,831   $105,936
Ratio of expenses to average net assets         1.26%(b)      1.18%      1.20%       1.19%      1.22%      1.22%
Ratio of net investment income to 
  average net assets                            6.52%(b)      7.62%      7.50%       8.27%      7.31%      9.97%
Portfolio turnover rate                          167%          228%       297%        588%       505%       365%
</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 period 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 periods 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 periods. Conversely, total investment return based on the net 
asset value will be lower than total investment return based on market value in 
periods 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. 

(b) Annualized.


12



                                        ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________
SUPPLEMENTAL PROXY INFORMATION
The Annual Meeting of Shareholders of the ACMGovernment Opportunity Fund, 
Inc. was held on Thursday, May 25, 1995. The description of each proposal 
and number of shares voted at the meeting are as follows:

                                                   SHARES      SHARES VOTED
                                                 VOTED FOR  WITHOUT AUTHORITY
_______________________________________________________________________________
1. To elect directors: Class One Directors
                       (term expires in 1998)
                       James R. Greene           11,634,521       375,416
                       Clifford L. Michel        11,648,733       361,204


                                            SHARES      SHARES   SHARES VOTED
                                          VOTED FOR  VOTED AGAINST  ABSTAIN
_______________________________________________________________________________
2. To ratify the selection of 
   Ernst & Young LLP as the Fund's 
   independent auditors for the Fund's 
   fiscal year ending July 31, 1995       	11,736,708     106,743      166,486


13

                                          ACM GOVERNMENT OPPORTUNITY FUND, INC.
_______________________________________________________________________________

BOARD OF DIRECTORS
JOHN D. CARIFA, CHAIRMAN AND PRESIDENT
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, SENIOR VICE PRESIDENT
KATHLEEN A. CORBET, SENIOR VICE PRESIDENT
BRUCE W. CALVERT, SENIOR VICE PRESIDENT
THOMAS PERKINS, SENIOR VICE PRESIDENT
PAUL J. DENOON, VICE PRESIDENT
THOMAS BARDONG, VICE PRESIDENT
EDMUND P. BERGAN, JR., SECRETARY
MARK D. GERSTEN, TREASURER & CHIEF FINANCIAL OFFICER
JOSEPH J. MANTINEO, CONTROLLER

ADMINISTRATOR
ALLIANCE CAPITAL MANAGEMENT L.P.
1345 Avenue of the Americas
New York, NY 10105

DIVIDEND PAYING AGENT, TRANSFER 
AGENT AND REGISTRAR
FIRST DATA INVESTOR SERVICES GROUP, INC.
One Exchange Place
Boston, MA 02109

CUSTODIAN
BANK OF NEW YORK
48 Wall Street
New York, New York 10286

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


14



ACM GOVERNMENT OPPORTUNITY FUND, INC.
Summary of General Information

THE FUND
ACM Government Opportunity 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. Its secondary objective is capital appreciation. The Fund 
invests principally in U.S. Government obligations. The Fund also has the 
flexibility to invest its assets in securities of selected foreign governments 
(maximum 35%) and equity securities (maximum 20%). Additionally, the Fund may 
use certain other investment techniques, including options and futures 
contracts. The investment advisor 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 each day, under the 
designation 'ACM OppFd'. The Fund's NYSE trading symbol is 'AOF'. Weekly 
comparative net asset value (NAV) and market price information about the Fund 
is published each Monday in THE WALL STREET JOURNAL and each Saturday in THE 
NEW YORK TIMES and BARRON'S and other newspapers in a table called 'Closed-End 
Bond Funds.' Additional information about the Fund is available by calling 
1-800-221-5672.

DIVIDEND REINVESTMENT PLAN
A Dividend Reinvestment Plan provides automatic reinvestment of dividends and 
capital gains in additional Fund Shares. For a copy of the Plan Brochure, 
please write to the Plan Agent, The Shareholder Services Group, Inc., P.O. Box 
1376, Boston, MA 02104.



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

ALLIANCECAPITAL
MUTUAL FUNDS WITHOUT THE MYSTERY.

R THESE REGISTERED SERVICE MARKS USED UNDER LICENSE FROM THE OWNER, ALLIANCE 
CAPITAL MANAGEMENT L.P. 

OPPSR



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