<PAGE>
As Filed with the Securities and
Exchange Commission on December 30, 1996
File No. 33-27131
Securities and Exchange Commission
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 20
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No.
________________________________________________
ALLIANCE SHORT-TERM MULTI-MARKET TRUST, INC.
(Exact Name of Registrant as Specified in Charter)
1345 Avenue of the Americas, New York, N.Y. 10105
(Address of Principal Executive Offices) (Zip Code)
_________________________________________________
Registrant's Telephone Number, including Area Code:
(800) 221-5672
_________________________________________________
EDMUND P. BERGAN, JR.
Alliance Capital Management L.P.
1345 Avenue of the Americas, New York, N.Y. 10105
(Name and address of Agent for Service)
_________________________________________________
Calculation of Registration Fee:
Proposed
Maximum Proposed
Amount Offering Maximum Amount of
Title of Securities Being Price Offering Registration
Being Registered Registered Per Unit* Price** Fee
___________________ __________ __________ ________ ____________
Common Stock $.01
par value 31,343,076 $7.78 $330,000 $100
* Estimated solely for the purpose of determining the amount of
the registration fee based on the net asset value per share of
the Registrant's Class A Common Stock of $7.78 on December 24,
1996.
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** The calculation of the maximum aggregate offering price is
made pursuant to Rule 24e-2(a) under the Investment Company Act
of 1940 and is based on the following: the total amount of
securities redeemed or repurchased during the fiscal year ended
October 31, 1996 was 35,040,607 of which 3,739,950 were
previously used for reduction pursuant to Rule 24f-2 or Rule
24e-2(a) and 31,300,657 of which are being so used for such
reduction in this Amendment.
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It is proposed that this filing will become effective (check
appropriate box)
X immediately upon filing pursuant to paragraph (b)
__on (date) pursuant to paragraph (b)
__60 days after filing pursuant to paragraph (a)(1)
__on (date) pursuant to paragraph (a)(1)
__75 days after filing pursuant to paragraph (a)(2)
__on (date) pursuant to paragraph (a)(2) of rule 485
If appropriate, check the following box:
__ this post-effective amendment designates a new effective
date for a previously filed post-effective amendment
EXHIBIT: Opinion of Messrs. Seward & Kissel
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SIGNATURES
Pursuant to the requirements of the Securities Act of
1933 and the Investment Company Act of 1940, the Registrant
certifies that it meets all of the requirements for effectiveness
of this Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has duly caused this Amendment to its
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of New York
and the State of New York on the 30th day of December, 1996.
ALLIANCE SHORT-TERM MULTI-MARKET
TRUST, INC.
By /s/ John D. Carifa
______________________________
John D. Carifa, Chairman
Pursuant to the requirements of the Securities Act of
1933, this Amendment to the Registration Statement has been
signed below by the following persons in the capacities and on
the dates indicated:
Signature Title Date
(1) Principal Executive
Officer
By /s/ John D. Carifa Chairman December 30, 1996
__________________
John D. Carifa
(2) Principal Financial
and Accounting Officer
By /s/ Mark D. Gersten Treasurer December 30, 1996
___________________ and Chief
Mark D. Gersten Financial
Officer
(3) All of the Directors
____________________
Ruth Block
John D. Carifa
David H. Dievler
James R. Greene
James M. Hester
Donald J. Robinson
Clifford L. Michel
Robert C. White
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By /s/ Edmund P. Bergan, Jr. December 30, 1996
_________________________
(Attorney-in-fact)
Edmund P. Bergan, Jr.
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00250181.AT6
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SEWARD & KISSEL
One Battery Park Plaza
New York, New York 10004
Telephone No: (212) 574-1200
Facsimile No: (212) 480-8421
December 30, 1996
Alliance Short-Term
Multi-Market Trust, Inc.
1345 Avenue of the Americas
New York, New York 10105
Dear Sirs:
We have acted as counsel for Alliance Short-Term
Multi-Market Trust, Inc., a Maryland corporation (the
"Company"), in connection with the registration of an
additional 31,343,076 shares of common stock, par value $.01
per share, of the Company under the Securities Act of 1933,
as amended (the "Act").
As counsel for the Company, we have participated in
the preparation of Post-Effective Amendment No. 20 to the
Company's Registration Statement on Form N-1A under the Act
(File No. 33-27131) relating to such additional shares and
have examined and relied upon corporate records of the
Company and other documents and certificates as to factual
matters as we have deemed to be necessary to render the
opinion set forth below.
Based on that examination we are of the opinion
that the 31,343,076 additional shares of common stock of the
Company being registered by Post-Effective Amendment No. 20
to the Company's Registration Statement are duly authorized
and unissued shares, and when such shares have been duly
sold, issued and paid for as contemplated in the Company's
Prospectus forming a part of its Registration Statement
under the Act, such shares will have been validly and
legally issued (assuming that none of such shares is sold at
a time when such sale would cause the Company to have
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Alliance Short-Term 2 December 30, 1996
Multi-Market Trust, Inc.
outstanding more than the number of shares of common stock
authorized to be issued by the Company's Charter) and will
be fully paid and non-assessable shares of common stock of
the Company under the laws of the State of Maryland
(assuming that the sale price of each share is not less than
the par value thereof).
Our opinion above stated is expressed as members of
the bar of the State of New York.
We hereby consent to the filing of this opinion
with the Securities and Exchange Commission as an exhibit to
above-referenced Post-Effective Amendment No. 20 to the
Company's Registration Statement.
Very truly yours,
/s/ Seward & Kissel
00250181.AT9
