ALLIANCE INCOME BUILDER FUND INC
485B24E, 1996-12-31
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<PAGE>

     As filed with the Securities and Exchange Commission on
                        December 30, 1996

                                       File No. 33-42034

               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. 16
                             and/or

 REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

                          Amendment No.
                                                        

               ALLIANCE INCOME BUILDER FUND, 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.
       1345 Avenue of the Americas, New York, N.Y.  10105
             (Name and address of Agent for Service)
                                                        

                Calculation of Registration Fee:

                                           Proposed
Title of                                   Maximum
Securities                Proposed Maximum Aggregate Amount of
Being       Amount Being  Offering Price   Offering  Registration
Registered  Registered    Per Share *      Price**   Fee
- ----------  ------------  ---------------- --------- ------------
Common
Stock .001
par value   1,099,214         $11.23       $330,000     $100.00





<PAGE>

*   Estimated solely for the purpose of determining the amount of
    the registration fee based on the maximum offering price per
    share of the Registrant's common stock on December 19, 1996.
**  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 1,069,828, none of which was
    previously used for reduction pursuant to Rule 24f-2 or Rule
    24e-2(a) and 1,069,828 of which are being so used for such
    reduction in this Amendment.

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 Seward & Kissel


























                                2



<PAGE>

                            SIGNATURE

         Pursuant to the requirements of the Securities Act of
1933 as amended and the Investment Company Act of 1940 as
amended, the Registrant certifies that it meets all of the
requirements for effectiveness of this Amendment to its
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 INCOME BUILDER FUND, INC.

                        by    /s/John D. Carifa             
                                  John D. Carifa
                                  Chairman and President

         Pursuant to the requirements of the Securities Act of
l933, 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


    /s/John D. Carifa        Chairman and   December 30, 1996
    John D. Carifa           President

2)  Principal Financial and
    Accounting Officer


    /s/Mark D. Gersten       Treasurer and     December 30, 1996
    Mark D. Gersten          Chief Financial
                             Officer

3)  All of the Directors

    Ruth Block
    John D. Carifa
    David H. Dievler
    John H. Dobkin
    William H. Foulk, Jr.
    James M. Hester
    Clifford L. Michel
    Donald J. Robinson
    Robert C. White


                                3



<PAGE>

    by /s/Edmund P. Bergan, Jr.                December 30, 1996
      (Attorney-in-fact)
      Edmund P. Bergan, Jr.


















































                                4
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<PAGE>



                      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 Income Builder Fund, Inc.
1345 Avenue of the Americas
New York, New York 10105

Dear Sirs:

         We have acted as counsel for Alliance Income
Builder Fund, Inc., a Maryland corporation (the "Company"),
in connection with the registration of an additional
1,099,214 shares of common stock, par value $.001 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. 16 to the
Company's Registration Statement on Form N-1A under the Act
(File No. 33-42034) 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 1,099,214 additional shares of common stock of the
Company being registered by Post-Effective Amendment No. 16
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
outstanding more than the number of shares of common stock


<PAGE>

Alliance Income Builder     2              December 30, 1996
  Fund, Inc.


authorized to be issued by the Company's Articles of
Incorporation) 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. 16 to the
Company's Registration Statement.

                                  Very truly yours,



                                  /s/ Seward & Kissel
































00250107.AO4



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