<PAGE>
As filed with the Securities and Exchange Commission
on July 17, 1996
Securities Act File No. 333-04015
Investment Company Act File No. 811-07108
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-2
(CHECK APPROPRIATE BOX OR BOXES)
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No.
Post-Effective Amendment No. 1
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF
1940
Amendment No.
Exact Name of Registrant as Specified in Charter:
ALLIANCE WORLD DOLLAR GOVERNMENT FUND, INC.
Address of Principal Executive Offices
(Number, Street, City, State, Zip Code):
1345 Avenue of the Americas
New York, New York 10105
Registrant's Telephone Number, Including Area Code:
(212) 969-1000
Name and Address (Number, Street, City, State, Zip Code)
Of Agent For Service:
EDMUND P. BERGAN, JR.
Senior Vice President and General Counsel
ALLIANCE FUND DISTRIBUTORS, INC.
1345 Avenue of The Americas
New York, New York 10105
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With Copies to:
Thomas G. MacDonald Gary S. Schpero
Seward & Kissel Simpson Thacher & Bartlett
One Battery Park Plaza 425 Lexington Avenue
New York, New York 10004 New York, New York 10017
___________________
This Post-Effective Amendment is being filed for the sole
purpose of deregistering the 3,605,295 shares of the
Registrant's Common Stock, par value $.01 per share,
previously registered pursuant hereto.
___________________
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SIGNATURES
Pursuant to the requirements of the Securities Act
of 1933, as amended, and the Investment Company Act of 1940,
as amended, the Registrant 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 17th day of July,
1996.
ALLIANCE WORLD DOLLAR GOVERNMENT FUND, INC.
By: /s/John D. Carifa
________________________
John D. Carifa, Chairman
Pursuant to the requirements of the Securities Act of
1933, as amended, this Amendment to the Registration Statement
has been signed below by the following persons in the capacities
and on the date indicated.
SIGNATURE TITLE DATE
(1) Principal Executive:
/s/ John D. Carifa Chairman July 17, 1996
________________________
John D. Carifa
(2) Principal Financial and
Accounting Officer:
/s/ Mark D. Gersten Treasurer and July 17, 1996
________________________ Chief Financial
Mark D. Gersten Officer
00250230.AM3
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(3) All of the Directors:
John D. Carifa*
Ruth Block*
David H. Dievler*
John H. Dobkin*
William H. Foulk, Jr.*
Dr. James M. Hester*
Clifford L. Michel*
Robert C. White*
/s/ Edmund P. Bergan, Jr. July 17, 1996
_________________________
Edmund P. Bergan, Jr.
Attorney-in-Fact
00250230.AM3
