ALLIANCE PREMIER GROWTH FUND INC
N-30D, 1995-08-02
Previous: SMITH BARNEY ADJUSTABLE RATE GOVERNMENT INCOME FUND, 497, 1995-08-02
Next: SMITH BARNEY FLORIDA MUNICIPALS FUND, 497, 1995-08-02



ALLIANCE  PREMIER GROWTH FUND

SEMI-ANNUAL REPORT
MAY 31, 1995

Alliance
Mutual funds without the Mystery.
(cover)


July 10, 1995

Dear Shareholder:

We are pleased to provide you with an update of Alliance Premier Growth Fund's 
performance and investment activity during its semi-annual reporting period 
ended May 31, 1995. During the six-month period, the Fund provided shareholders 
with very favorable investment performance. The following table compares your 
Fund's total returns with that of the overall U.S. stock market, represented by 
the unmanaged S&P 500-stock Index, and with the Russell 1000 Index, also 
unmanaged, which is composed of the 1,000 largest U.S. stocks as measured by 
price-to-book ratios.

Six Months Ended May 31, 1995
                                    Total Return         Ending NAV
                                    ------------         ----------
  ALLIANCE PREMIER GROWTH FUND
    Class A                            +19.94%             $12.87
    Class B                            +19.70%             $12.70
    Class C                            +19.68%             $12.71
  S&P 500                              +19.17%
  RUSSELL 1000                         +18.41%


The Fund's total returns are based on the net asset values of each class of 
shares as of May 31; additional investment results appear on page 3.

MARKET OVERVIEW
Evidence of a substantial slowing in economic activity has emerged over the 
last few months as a result of restrictive Federal Reserve policy and a 
slowdown in trade. In the months immediately ahead, the slowdown is expected to 
continue as businesses attempt to reduce unwanted inventories by trimming 
production schedules and employment. 

We have reduced our growth expectations to reflect these trends, however, we do 
not believe that the economy is headed into a recession. The trade picture 
seems to be stabilizing, domestic consumers seem able and willing to spend, and 
the Federal Reserve recently trimmed short-term interest rates as inflation 
fears have abated. The budget debate, which won't be resolved until September 
or October, is important in this regard; and for now we're optimistic that real 
progress toward deficit reduction will be made.

Thus, the near-term economic outlook is for slower but steady and extended 
growth, coupled with diminished inflation fears. This suggests slightly lower 
interest rates and moderately high (16-18x) price earnings rates for common 
stocks.

PORTFOLIO STRATEGY
Our concentration on 35 to 40 leading growth stocks has benefited from the 
market's recognition that 1994's Federal Reserve policy laid the groundwork for 
an extended recovery. 

In terms of equity investments, we have been bullish for several reasons: The 
general macro environment has been one of moderate growth and moderate 
inflation. At the micro level, corporate profits, cash flow and balance sheets 
have all improved. From a valuation perspective the U.S. dollar remains low, 
placing our assets at an attractive level in world markets. Finally, increased 
fiscal conservatism being shown in the political arena is conducive to investor 
confidence and should help sustain the price earnings multiple of the market at 
current or better levels. 

After the market's advance we will be particularly watchful that today's 
economic slowdown does not slip into a mild recession (which we do not expect), 
and that the stock market's enthusiasm for certain sectors such as technology 
is not taken to extreme.

DISCIPLINED INVESTING FOR LONG-TERM GOALS
Because your Fund's primary investment objective is to seek long-term capital 
appreciation, we believe that a dollar-cost averaging approach to investing in 
its shares may be particularly appropriate. As we've mentioned to you in 
previous letters, dollar-cost averaging involves investing the same amount of 
money at regular intervals, enabling you to buy more shares when prices decline 
or fewer when prices are high. Historically, dollar-cost averaging has resulted 
in an overall lower price per share for mutual fund investors, however, it is a 
long-term investment strategy and cannot guarantee a profit or remove the risk 
of a loss in declining markets.

1


                                                   ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
We appreciate your investment in Alliance Premier Growth Fund and look forward 
to updating you on its progress later in the year.

Sincerely,

John D. Carifa
Chairman and President

Alfred Harrison
Executive Vice President

2


INVESTMENT RESULTS
- -------------------------------------------------------------------------------
AVERAGE ANNUAL TOTAL RETURN AS OF MAY 31, 1995

CLASS A SHARES
                                      WITHOUT               WITH
                                   SALES CHARGE        SALES CHARGE
                                   --------------------------------
 . One Year                             +16.97%             +11.99%
 . Since Inception*                     +12.50              +10.70

CLASS B SHARES
                                      WITHOUT               WITH
                                   SALES CHARGE        SALES CHARGE
                                   --------------------------------
 . One Year                             +16.40%             +12.40%
 . Since Inception*                     +11.94              +11.32

CLASS C SHARES
 . One Year                             +16.38%
 . Since Inception*                     +12.97

The average annual total returns reflect investment of dividends and/or capital 
gains distributions in additional shares-with and without the effect of the 
4.25% maximum front-end sales charge for Class A or applicable contingent 
deferred sales charge for Class B (4% year 1, 3% year 2, 2% year 3, 1% year 4); 
Class C shares are not subject to front-end or contingent deferred sales 
charges. Past performance does not guarantee future results. Investment return 
and principal value will fluctuate so that an investor's shares, when redeemed, 
may be worth more or less than their original cost. 


*  Inception: 9/28/92, Class A and Class B; 5/3/93, Class C.

3


TEN LARGEST HOLDINGS
MAY 31, 1995 (UNAUDITED)                           ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------

COMPANY                                         VALUE     PERCENT OF NET ASSETS
- -------------------------------------------------------------------------------
Philip Morris Cos., Inc.                    $14,050,300           6.8%
Norwest Corp.                                11,437,963            5.5
United Healthcare Corp.                      11,279,300            5.4
Intel Corp. (warrants)                       10,856,250            5.2
Motorola, Inc.                               10,418,250            5.0
cisco Systems, Inc.                           8,045,625            3.9
UAL, Inc.                                     7,998,250            3.8
Hewlett-Packard Co.                           7,835,812            3.8
Nokia Corp. (ADR)                             7,663,200            3.7
Walt Disney Co.                               7,292,437            3.5
                                            $96,877,387           46.6%

MAJOR PORTFOLIO CHANGES
SIX MONTHS ENDED MAY 31, 1995 (UNAUDITED)
                                                        SHARES*
- -------------------------------------------------------------------------------
PURCHASES                                        BOUGHT    HOLDINGS 5/31/95
cisco Systems, Inc.                             183,900        183,900
Dow Chemical Co.                                 75,400         75,400
Hewlett-Packard Co.                             118,500        118,500 
Motorola, Inc.                                   76,300        174,000 
Nokia Corp. (ADR)                               164,800        164,800 
Pfizer, Inc.                                     53,000         53,000 
Philip Morris Cos., Inc.                        192,800        192,800 
United Healthcare Corp.                         115,900        302,800 
Walt Disney Co.                                 131,100        131,100 
Xerox Corp.                                      41,700         41,700 
   
SALES                                              SOLD     HOLDINGS 5/31/95
AMR Corp.                                        62,900             -0-
Bethlehem Steel Corp.                           235,200             -0-
Chrysler Corp.                                  225,300             -0- 
Compaq Computer Corp.                            76,000         71,300 
Du Pont (E.I.) de Nemours & Co.                  59,900         30,400 
Federal National Mortgage Assn.                 101,400             -0-
General Motors Corp.                            127,600         79,900 
Intel Corp. (warrants)                          405,000        225,000 
Merrill Lynch & Co., Inc.                       194,200         32,800 
Travelers Corp.                                 123,745             -0-


*  Adjusted for stock splits.

4


PORTFOLIO OF INVESTMENTS
MAY 31, 1995 (UNAUDITED)                           ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------

COMPANY                                               SHARES        VALUE
- ----------------------------------------------------------------------------
COMMON STOCKS & OTHER INVESTMENTS-97.2%
CONSUMER PRODUCTS & SERVICES-43.1%
AIRLINES-7.7%
British Airways Plc. (ADR) (a)                        63,900    $ 4,201,425
KLM Royal Dutch Air*                                  25,000        784,375
Northwest Airlines Corp. Cl.A*                       104,800      2,973,700
UAL, Inc.*                                            69,550      7,998,250
                                                                 15,957,750

AUTO & RELATED-1.8%
General Motors Corp.                                  79,900      3,835,200
BROADCASTING & CABLE-6.8%
AirTouch Communications, Inc.*                       194,000      5,286,500
LIN Broadcasting Corp.                                16,000      1,982,000
Viacom, Inc.
  Cl.A*                                                9,960        469,365
  Cl.B*                                              120,065      5,598,031
  Cl.B rights, 9/29/95*                              570,400        748,650
                                                                 14,084,546

COSMETICS-0.3%
Gillette Co.                                           8,600        725,625
DRUGS, HOSPITAL SUPPLIES & MEDICAL SERVICES-10.2%
Abbott Laboratories, Inc.                              7,500        300,000
Columbia/HCA Healthcare Corp.                         72,100      2,947,088
Pfizer, Inc.                                          53,000      4,670,625
United Healthcare Corp.                              302,800     11,279,300
U.S. Healthcare, Inc.                                 60,900      1,891,706 
                                                                 21,088,719

ENTERTAINMENT & LEISURE-3.5%
Walt Disney Co.                                      131,100      7,292,437
FOOD-7.4%
Coca-Cola Co.                                         21,700     $1,342,687
Philip Morris Cos., Inc.                             192,800     14,050,300
                                                                 15,392,987
RESTAURANTS & LODGING-2.3%
McDonald's Corp.                                     123,400      4,673,775
RETAILING-3.1%
Home Depot, Inc.                                      83,000      3,454,875
Kohl's Corp.*                                         38,600      1,674,275
Wal-Mart Stores, Inc.                                 53,100      1,327,500
                                                                  6,456,650
                                                                 89,507,689

TECHNOLOGY-24.9%
COMMUNICATIONS EQUIPMENT-8.9%
cisco Systems, Inc.*                                 183,900      8,045,625
Motorola, Inc.                                       174,000     10,418,250
                                                                 18,463,875

COMPUTER HARDWARE-1.7%
Compaq Computer Corp.*                                71,300      2,789,612
Intuit, Inc.*                                         10,900        689,425
                                                                  3,479,037

COMPUTER SOFTWARE & SERVICES-5.6%
Hewlett-Packard Co.                                  118,500      7,835,812
Microsoft Corp.*                                      46,200      3,912,563
                                                                 11,748,375

OFFICE EQUIPMENT-3.5%
Oracle Corp.                                          72,850      2,531,538
Xerox Corp.                                           41,700      4,727,737
                                                                  7,259,275

SEMI-CONDUCTORS & RELATED-5.2%
Intel Corp. warrants, 3/16/98*                       225,000     10,856,250
                                                                 51,806,812

5


PORTFOLIO OF INVESTMENTS (CONTINUED)               ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------

COMPANY                                          SHARES        VALUE
- -------------------------------------------------------------------------------
FINANCIAL SERVICES-15.5%
BANKING & CREDIT-9.8%
First Bank Systems, Inc.                        116,400    $ 4,888,800
NationsBank Corp.                                69,200      3,918,450
Norwest Corp.                                   403,100     11,437,963
                                                            20,245,213

BROKERAGE & MONEY MANAGEMENT-0.7%
Merrill Lynch & Co., Inc.                        32,800      1,541,600
INSURANCE-1.4%
American International Group, Inc.               10,400      1,183,000
Progressive Corp. (Ohio)                         47,600      1,808,800
                                                             2,991,800
OTHER-3.6%
Federal Home Loan Mortgage Corp.                 60,400      4,114,750
MBNA Corp.                                      100,500      3,391,875
                                                             7,506,625
                                                            32,285,238

BASIC INDUSTRIES-6.5%
CHEMICALS-4.8%
Dow Chemical Co.                                 75,400      5,532,475
Du Pont (E.I.) de Nemours & Co.                  30,400      2,063,400
Merck & Co., Inc.                                49,200      2,318,550
                                                             9,914,425

PAPER & FOREST PRODUCTS-1.0%
Georgia-Pacific Corp.                            26,200      2,037,050

                                               SHARES OR
                                               PRINCIPAL
                                                 AMOUNT
COMPANY                                           (000)         VALUE
- --------------------------------------------------------------------------
SURFACE TRANSPORTATION-0.5%
Conrail, Inc.                                    12,500    $   675,000
Southern Pacific Rail Corp.*                     21,000        333,375
                                                             1,008,375

OTHER-0.2%
Burlington Northern, Inc.                         7,600        464,550
                                                            13,424,400

UTILITIES-5.4%
TELEPHONE-5.4%
Nokia Corp. (ADR) (b)                           164,800      7,663,200
Tele-Communications, Inc. Cl.A                  164,800      3,481,400
                                                            11,144,600

CAPITAL GOODS-1.8%
MACHINERY-1.8%
Caterpillar, Inc.                                62,700      3,777,675
Total Common Stocks & Other Investments
  (cost $171,369,019)                                      201,946,414
COMMERCIAL PAPER-1.4%
Ford Motor Credit Corp.
  6.10%, 6/01/95
  (amortized cost $2,874,000)                    $2,874      2,874,000

TOTAL INVESTMENTS-98.6%
  (cost $174,243,019)                                      204,820,414
Other assets less 
  liabilities-1.4%                                           2,905,204
NET ASSETS-100%                                           $207,725,618

*    Non-income producing security.
(a)  Country of origin - United Kingdom.
(b)  Country of origin - Finland.

     Glossary of Terms:
     ADR - American Depository Receipt
     See notes to financial statements.

6


STATEMENT OF ASSETS AND LIABILITIES
MAY 31, 1995 (UNAUDITED)                           ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------

ASSETS
  Investments in securities, at value (cost $174,243,019)         $204,820,414
  Cash                                                                   1,080
  Receivable for investment securities sold                          6,289,836
  Receivable for capital stock sold                                    848,076
  Dividends receivable                                                 312,593
  Deferred organization expenses                                       170,030
  Other assets                                                          11,766
  Total assets                                                     212,453,795

LIABILITIES
  Payable for investment securities purchased                        3,895,271
  Payable for capital stock redeemed                                   373,056
  Advisory fee payable                                                 172,101
  Distribution fee payable                                             154,904
  Accrued expenses                                                     132,845
  Total liabilities                                                  4,728,177

NET ASSETS                                                        $207,725,618

COMPOSITION OF NET ASSETS
  Capital stock, at par                                                $16,317
  Additional paid-in capital                                       175,074,992
  Distributions in excess of net investment income                    (727,811)
  Accumulated net realized gain                                      2,784,725
  Net unrealized appreciation of investments                        30,577,395
                                                                  $207,725,618

CALCULATION OF MAXIMUM OFFERING PRICE
  CLASS A SHARES
  Net asset value and redemption price per share ($41,921,131/
    3,257,250 shares of capital stock issued and outstanding)           $12.87
  Sales charge-4.25% of public offering price                              .57
  Maximum offering price                                                $13.44

  CLASS B SHARES
  Net asset value and offering price per share ($157,166,521/
    12,380,176 shares of capital stock issued and outstanding)          $12.70

  CLASS C SHARES
  Net asset value, redemption and offering price per share($8,637,966
    /679,748 shares of capital stock issued and outstanding)            $12.71


See notes to financial statements.

7

STATEMENT OF OPERATIONS
SIX MONTHS ENDED MAY 31, 1995 (UNAUDITED)          ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
INVESTMENT INCOME
  Dividends(net of foreign taxes withheld of $16,002)  $1,391,439 
  Interest                                                 53,717  $ 1,445,156
    
EXPENSES
  Advisory fee                                            931,967 
  Distribution fee-Class A                                 92,038 
  Distribution fee-Class B                                710,464 
  Distribution fee-Class C                                 37,518 
  Transfer agency                                         188,545 
  Administrative                                           80,126 
  Printing                                                 29,811 
  Audit and legal                                          27,848 
  Custodian                                                22,387 
  Directors' fees                                          13,000 
  Registration                                             12,147 
  Taxes                                                     7,330 
  Amortization of organization expenses                     6,336 
  Miscellaneous                                            13,450 
  Total expenses                                                     2,172,967
  Net investment loss                                                 (727,811)

REALIZED AND UNREALIZED GAIN ON INVESTMENTS
  Net realized gain on investments                                   3,060,974
  Net change in unrealized depreciation of investments              31,907,143
  Net gain on investments                                           34,968,117

NET INCREASE IN NET ASSETS FROM OPERATIONS                         $34,240,306

 
See notes to financial statements.

8

STATEMENT OF CHANGES IN NET ASSETS                 ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------

                                                 SIX MONTHS ENDED   YEAR ENDED
                                                    MAY 31, 1995   NOVEMBER 30,
                                                     (UNAUDITED)        1994
                                                     ------------  ------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
  Net investment loss                                  $(727,811)  $(2,122,069)
  Net realized gain on investments                     3,060,974    14,717,095
  Net change in unrealized appreciation 
    (depreciation) of investments                      31,907,143  (19,665,055)
  Net increase (decrease) in net assets 
    from operations                                    34,240,306   (7,070,029)

DISTRIBUTIONS TO SHAREHOLDERS FROM:
  Net realized gain on investments
    Class A                                           (2,048,903)           -0-
    Class B                                           (8,195,775)           -0-
    Class C                                             (420,555)           -0-

CAPITAL STOCK TRANSACTIONS
  Net increase (decrease)                              1,684,469    (6,378,068)
  Total increase (decrease)                           25,259,542   (13,448,097)

NET ASSETS
  Beginning of year                                  182,466,076   195,914,173
  End of period                                     $207,725,618  $182,466,076


See notes to financial statements.

9


NOTES TO FINANCIAL STATEMENTS
MAY 31, 1995 (UNAUDITED)                           ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance Premier Growth Fund, Inc. (the 'Fund), organized as a Maryland 
corporation on July 9, 1992, is registered under the Investment Company Act of 
1940 as a non-diversified, open-end management investment company. The Fund 
offers Class A, Class B and Class C shares. Class A shares are sold with a 
front-end sales charge of up to 4.25%. Class B shares are sold with a 
contingent deferred sales charge which declines from 4% to zero depending on 
the period of time the shares are held. Class B shares will automatically 
convert to Class A shares six years after the end of the calendar month of 
purchase. Class C shares are sold without an initial or contingent deferred 
sales charge. All three classes of shares have identical voting, dividend, 
liquidation and other rights, except that each class bears different 
distribution expenses and has exclusive voting rights with respect to its 
distribution plan. The following is a summary of significant accounting 
policies followed by the Fund.

1. SECURITY VALUATION
Securities traded on national securities exchanges are valued at the last 
reported sales price, or, if no sale occurred, at the mean of the bid and asked 
price at the close of the New York Stock Exchange. Over-the-counter securities 
not traded on national securities exchanges are valued at the closing bid 
price. Debt securities are valued at the mean of the bid and asked price except 
that debt securities maturing within 60 days are valued at amortized cost which 
approximates market value. Securities for which current market quotations are 
not readily available (including investments which are subject to limitations 
as to their sale) are valued at their fair value as determined in good faith by 
the Board of Directors.

2. ORGANIZATION EXPENSES
Organization expenses of approximately $316,110 have been deferred and are 
being amortized on a straight-line basis through September, 1997.

3. INVESTMENT INCOME AND SECURITY TRANSACTIONS
Security transactions are accounted for on the trade date and dividend income 
is recorded on the ex-dividend date. Interest income is recorded on the accrual 
basis. The Fund accretes discounts on debt securities owned. Security gains and 
losses are determined on the identified cost basis.

4. 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 any, to 
shareholders. Therefore, no provisions for federal income or excise taxes are 
required.

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.

10


                                                   ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Under the terms of an investment advisory agreement, the Fund pays Alliance 
Capital Management L.P., (the 'Adviser') an advisory fee at an annual rate of 
1% of the average daily net assets of the Fund. Such fee is accrued daily and 
paid monthly. The Adviser has agreed, under the terms of the investment 
advisory agreement, to reimburse the Fund to the extent that its aggregate 
expenses (exclusive of interest, taxes, brokerage, distribution fee, and 
extraordinary expenses) exceed the limits prescribed by any state in which the 
Fund's shares are qualified for sale. The adviser believes that the most 
restrictive expense ratio limitation imposed by any state is 2.5% of the first 
$30 million of its average daily net assets, 2.0% of the next $70 million of 
its average daily net assets and 1.5% of its average daily net assets in excess 
of $100 million. No such reimbursement was required for the six months ended 
May 31, 1995. Pursuant to the advisory agreement, the Fund paid $80,126 to the 
Adviser representing the cost of certain legal and accounting services provided 
to the Fund by the Adviser for the six months ended May 31, 1995. The Fund 
compensates Alliance Fund Services, Inc. (a wholly-owned subsidiary of the 
Adviser) under a Transfer Agency Agreement for providing personnel and 
facilities to perform transfer agency services for the Fund. Such compensation 
amounted to $143,631 for the six months ended May 31, 1995.

Alliance Fund Distributors, Inc. (a wholly-owned subsidiary of the Adviser) 
serves as the Distributor of the Fund's shares. The Distributor received 
front-end sales charges of $4,471 from the sale of Class A shares and $135,847 
in contingent deferred sales charges imposed upon redemptions by shareholders 
of Class B shares for the six months ended May 31, 1995.

Brokerage commissions paid on securities transactions for the six months ended 
May 31, 1995, amounted to $302,510 none of which was paid to brokers utilizing 
the services of the Pershing Division of Donaldson, Lufkin & Jenrette 
Securities Corp., ('DLJ') an affiliate of the Adviser nor to DLJ directly.

NOTE C: DISTRIBUTION SERVICES AGREEMENT
The Fund has adopted a Distribution Services Agreement (the 'Agreement') 
pursuant to Rule 12b-1 under the Investment Company Act of 1940. Under the 
Agreement, the Fund pays a distribution fee to the Distributor at an annual 
rate of up to .50 of 1% of the average daily net assets attributable to the 
Class A shares and 1% of the average daily net assets attributable to the Class 
B and Class C shares. Such fee is accrued daily and paid monthly. The Agreement 
provides that the Distributor will use such payments in their entirety for 
distribution assistance and promotional activities. The Distributor has 
incurred expenses in excess of the distribution costs reimbursed by the Fund in 
the amount of $3,117,915 and $207,238, for Class B and C shares, respectively; 
such costs may be recovered from the Fund in future periods so long as the 
Agreement is in effect. In accordance with the Agreement, there is no provision 
for recovery of unreimbursed distribution costs, incurred by the Distributor, 
beyond the current fiscal year for Class A shares. The Agreement also provides 
that the Adviser may use its own resources to finance the distribution of the 
Fund's shares.

NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments) 
aggregated $110,559,615 and $117,625,919, respectively, for the six months 
ended May 31, 1995. There were no purchases or sales of U.S. Government or 
government agency obligations for the six months ended May 31, 1995.

At May 31, 1995 the cost of securities for federal income tax purposes 
$174,655,477. Accordingly, gross unrealized appreciation of investments was 
$31,199,168 and gross unrealized depreciation of investments was $1,034,231 
resulting in net unrealized appreciation of $30,164,937.

The Fund fully utilized $3,603,319 of its capital loss carryover to offset 
gains realized during the year ended November 30, 1994.

11


NOTES TO FINANCIAL STATEMENTS (CONTINUED)          ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
NOTE E: CAPITAL STOCK
There are 9,000,000,000 shares of $0.001 par value capital stock authorized, 
divided into three classes, designated Class A, Class B and Class C shares. 
Each Class consists of 3,000,000,000 authorized shares. Transactions in capital 
stock were as follows:

                              SHARES        AMOUNT
                     SIX MONTHS ENDED  YEAR ENDED  SIX MONTHS ENDED  YEAR ENDED
                        MAY 31, 1995   NOVEMBER 30,  MAY 31, 1995  NOVEMBER 30,
                          (UNAUDITED)        1994     (UNAUDITED)       1994
                         ------------  ------------  ------------  ------------
CLASS A
Shares sold                  457,435       724,402    $5,261,587    $8,578,358
Shares issued in 
  reinvestment
  of dividends               169,905            -0-    1,789,100            -0-
Shares redeemed             (450,167)   (1,074,753)   (5,116,813)  (12,684,053)
Net increase (decrease)      177,173      (350,351)   $1,933,874   $(4,105,695)
     
CLASS B
Shares sold                1,363,875     2,561,556   $15,588,847   $30,140,522
Shares issued in 
  reinvestment
  of dividends               571,259            -0-    5,946,806            -0-
Shares redeemed           (1,951,192)   (3,099,737)  (22,120,691)  (36,204,123)
Net decrease                 (16,058)     (538,181)    $(585,038)  $(6,063,601)
     
CLASS C
Shares sold                  189,705       541,546    $2,172,494    $6,428,560
Shares issued in 
  reinvestment
  of dividends                22,275            -0-      232,105            -0-
Shares redeemed             (180,885)     (225,438)   (2,068,966)   (2,637,332)
Net increase                  31,095       316,108      $335,633    $3,791,228


12

FINANCIAL HIGHLIGHTS                               ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD
                                                  CLASS A
                            ---------------------------------------------------
                           SIX MONTHS ENDED                      SEP.28,1992*
                               MAY 31,1995  YEAR ENDED   NOV. 30,     TO
                               (UNAUDITED)     1994       1993    NOV.30,1992
                               ------------ ----------- --------- -------------
Net asset value, beginning 
  of period                      $11.41      $11.78     $10.79    $10.00

INCOME FROM INVESTMENT OPERATIONS
Net investment income (loss)       (.02)       (.09)      (.05)      .01
Net realized and unrealized 
  gain (loss) on investments       2.15        (.28)      1.05       .78
Net increase (decrease) in net 
  asset value from operations      2.13        (.37)      1.00       .79

LESS: DISTRIBUTIONS
Dividends from 
  net investment income              -0-         -0-      (.01) 
Distributions from 
  net realized gains               (.67)         -0-        -0-       -0-
Total dividends and 
  distributions                    (.67)         -0-      (.01)       -0-
Net asset value, end of period   $12.87      $11.41     $11.78    $10.79

TOTAL RETURN
Total investment return based
  on net asset value (a)          19.94%      (3.14)%     9.26%     7.90%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of period 
  (000's omitted)               $41,921     $35,146    $40,415    $4,893
Ratio of expenses to average 
  net assets                       1.92%(c)    1.96%      2.18%     2.17%(b)(c)
Ratio of net investment income
  (loss) to average net assets     (.36)%(c)   (.67)%     (.61)%     .91%(b)(c)
Portfolio turnover rate              58%         98%        68%       -0-%


See footnote summary on page 15.

13


FINANCIAL HIGHLIGHTS (CONTINUED)                   ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD

                                                   CLASS B
                            ---------------------------------------------------
                          SIX MONTHS ENDED                        SEP.28,1992*
                              MAY 31, 1995  YEAR ENDED   NOV. 30,     TO
                               (UNAUDITED)     1994       1993    NOV.30,1992
                               ------------ ----------- --------- -------------
Net asset value, beginning 
  of period                      $11.29      $11.72     $10.79    $10.00

INCOME FROM INVESTMENT OPERATIONS
Net investment loss                (.05)       (.15)      (.10) 
Net realized and unrealized 
  gain (loss) on investments       2.13        (.28)      1.03       .79
Net increase (decrease) in net 
  asset value from operations      2.08        (.43)       .93       .79

LESS: DISTRIBUTIONS
Distributions from 
  net realized gains               (.67)         -0-        -0- 
Net asset value, end of period   $12.70      $11.29     $11.72    $10.79

TOTAL RETURN
Total investment return based 
  on net asset value (a)          19.70%      (3.67)%     8.64%     7.90%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of period 
  (000's omitted)              $157,167    $139,988   $151,600   $19,941
Ratio of expenses to
  average net assets               2.43%(c)    2.47%      2.70%     2.68%(b)(c)
Ratio of net investment income 
  (loss) to average net assets     (.88)%(c)  (1.19)%    (1.14)%     .35%(b)(c)
Portfolio turnover rate              58%         98%        68%       -0-%


See footnote summary on page 15.

14


                                                   ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD

                                                      CLASS C
                                        ---------------------------------------
                                     SIX MONTHS ENDED  YEAR ENDED  MAY 3,1993**
                                          MAY 31,1995    NOV. 30,      TO
                                          (UNAUDITED)      1994    NOV.30,1993
                                          ------------ ----------- ------------
Net asset value, beginning of period        $11.30       $11.72     $10.48
    
INCOME FROM INVESTMENT OPERATIONS
Net investment loss                           (.05)        (.09)      (.05)
Net realized and unrealized gain (loss)
  on investments                              2.13         (.33)      1.29
Net increase (decrease) in net asset 
  value from operations                       2.08         (.42)      1.24
    
LESS:DISTRIBUTIONS
Distributions from net realized gains         (.67)          -0-        -0-
Net asset value, end of period              $12.71       $11.30     $11.72
    
TOTAL RETURN
Total investment return based on 
  net asset value (a)                        19.68%       (3.58)%    11.83%
    
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)   $8,638       $7,332     $3,899
Ratio of expenses to average net assets       2.42%(c)     2.47%      2.79%(c)
Ratio of net investment loss to 
  average net assets                          (.87)%(c)   (1.16)%    (1.35)%(c)
Portfolio turnover rate                         58%          98%        68%


*   Commencement of operations.
**  Commencement of distribution.

(a) Total investment return is calculated assuming an initial investment made 
at the net asset value at the beginning of the period, reinvestment of all 
dividends and distributions at net asset value during the period, and 
redemption on the last day of the period. Initial sales charge or contingent 
deferred sales charge is not reflected in the calculation of total investment 
return. Total investment return calculated for a period of less than one year 
is not annualized.

(b) If the Fund had borne all expenses, the expense ratios would have been 
3.33% and 3.78% for Class A and Class B shares, respectively. The net 
investment loss ratios would have been .25% and .75%, for Class A and Class B, 
respectively.

(c) Annualized.

15


                                                   ALLIANCE PREMIER GROWTH FUND
- -------------------------------------------------------------------------------
BOARD OF DIRECTORS
JOHN D. CARIFA, CHAIRMAN AND PRESIDENT
RUTH BLOCK (1)
DAVID H. DIEVLER
JOHN H. DOBKIN (1)
WILLIAM H. FOULK, JR. (1)
DR. JAMES M. HESTER (1)
CLIFFORD L. MICHEL (1)
ROBERT C. WHITE (1)

OFFICERS
ALFRED HARRISON, EXECUTIVE VICE PRESIDENT - INVESTMENTS
STEVEN H. REYNOLDS, SENIOR VICE PRESIDENT - INVESTMENTS
THOMAS BARDONG, VICE PRESIDENT
JAMES G. REILLY, VICE PRESIDENT
EDMUND P. BERGAN, JR., SECRETARY
MARK D. GERSTEN, TREASURER & CHIEF FINANCIAL OFFICER
PATRICK J. FARRELL, CONTROLLER

CUSTODIAN
STATE STREET BANK & TRUST COMPANY
225 Franklin Street
Boston, MA 02110

PRINCIPAL UNDERWRITER
ALLIANCE FUND DISTRIBUTORS, INC.
1345 Avenue of the Americas
New York, NY 10105

TRANSFER AGENT
ALLIANCE FUND SERVICES, INC.
P.O. Box 1520
Secaucus, NJ 07096-1520
Toll-free 1-(800) 221-5672

INDEPENDENT ACCOUNTANTS
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, NY 10036-2798

LEGAL COUNSEL
SEWARD & KISSEL
One Battery Park Plaza
New York, NY 10004

The financial information included herein is taken from the records of the fund 
without audit by independent accountants who do not express an opinion thereon.


(1)  Member of the Audit Committee.

16


                                             ALLIANCE PREMIER GROWTH FUND, INC.
- -------------------------------------------------------------------------------

1345 Avenue of the Americas
New York, NY10105
(800) 221-5672

Alliance Capital
Mutual funds without the Mystery.

THIS REPORT IS DISTRIBUTED SOLELY TO SHAREHOLDERS OF THE FUND 
AND IS NOT TO BE USED AS SALES LITERATURE. 

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

APGSR
BULK RATE
U.S. POSTAGE
PAID
New York, NY
Permit No. 7131

20



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission