ALLIANCE WORLD DOLLAR GOVERNMENT FUND II INC
N-30D, 1995-06-02
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LETTER TO SHAREHOLDERS           ALLIANCE WORLD DOLLAR
GOVERNMENT FUND II, INC.

May 9, 1995

Dear Shareholder:

The past year was one of the worst on record for investors in fixed income 
markets. Beginning in February of 1994, strong anti-inflationary posturing by 
the Federal Reserve led to higher interest rates, which put downward pressure 
on bond prices. Since our last report, yields on two-year and 30-year Treasurys 
continued their assent, peaking in December and November, respectively. 
Beginning in January of this year, however, the markets rebounded sharply. 
Unfortunately, emerging market debt suffered widespread selling in the wake of 
Mexico's economic crisis. The six- and twelve-month performance of your Fund 
was adversely affected by both the rise in interest rates and investor 
uncertainty over emerging markets.

For the twelve months ended March 31, 1995, Alliance World Dollar Government 
Fund II had a total return of -10.26% on a net asset value basis. Over the same 
period, the unmanaged J.P. Morgan Emerging Markets Bond Index returned
- -11.18%. 
In the six-month period since we last reported, the Fund returned -18.02% on a 
net asset value basis, which compares with the Index's return of -18.53% over 
the same period. The Fund paid dividends totaling $0.71 per share during the 
previous six months, or $0.1186 per month.

A SOFT LANDING FOR THE ECONOMY?
The long-awaited slowdown in the U.S. economy materialized in the first quarter 
of 1995. Gross Domestic Product (GDP) rose 2.8% in the period, down from the 
previous quarter's torrid pace of 5.1%. Final sales growth moderated to 1.8% 
due to weaker than expected consumer spending and a further deterioration of 
the U.S. trade balance. Inventories rose sharply in the first quarter with 
particular weakness in the manufacturing sector. Despite this recent slowdown, 
the U.S. economy remains fundamentally strong and the economy should continue 
to expand in 1995, albeit at a slower pace. Supporting economic growth will 
likely be continued high levels of consumer and business spending. Real gains 
in personal income, strong corporate earnings and easier access to credit are 
expected to keep aggregate U.S. consumption at solid levels in the months ahead.
While an increase in overall price levels is expected this year, the inflation 
outlook appears generally favorable. Broad price indices such as the Consumer 
Price Index (CPI) and Producer Price Index (PPI) have shown few signs of 
acceleration and labor costs remain under control. However, with the U.S. 
economy believed to be near full capacity utilization, concern regarding 
inflation is still warranted. If the economy continues to moderate, the upward 
pressure on prices should ease somewhat due to less demand for resources.

EMERGING MARKETS UPDATE
Emerging market debt suffered steep price declines over the past twelve months. 
In December, the Mexican government's decision to float the peso led to a 
significant devaluation in its currency versus the U.S. dollar and sparked an 
economic crisis that spilled over to other emerging markets. Prices for all 
emerging market debt fell in sympathy with Mexican bond markets, in many cases

adding to declines registered earlier in the year. To halt the devaluation of 
its currency, the Mexican government implemented an economic recovery plan 
designed to rein in the current account deficit and combat inflation. While the 
Mexican economic recovery plan is bitter medicine for the country's economic 
ills, preliminary results have been encouraging. From March 9 to April 28, 
1995, the Mexican peso gained 26% versus the U.S. dollar and volatility 
declined. In addition, Brady bonds staged an impressive rally with the J.P. 
Morgan Emerging Markets Bond Index increasing 27% over the same period. 
Investors also reacted favorably to the Argentine Government's broad economic 
reforms and international financing agreements that strengthen the country's 
banking system and reaffirmed the Government's commitment to its currency 
convertibility system.

BOND MARKET OUTLOOK
The U.S. economic expansion should continue throughout 1995 with GDP
moderating 
to 2.5% for the year. While inflation momentum may be building, it is our view 
that prices will not spiral ahead dramatically. We expect CPI inflation to rise 
to 3.5% by the end of 1995. If 

1

inflation or inflationary expectations exceed 3.5%, we expect the Federal 
Reserve to raise the Federal Funds rate an additional 0.50%, to 6.50%.
Mexico's recent political and economic stability has encouraged foreign 
investors and modestly improved the outlook for emerging markets. We continue 
to believe that emerging market debt offers an attractive total return profile 
with the ability to diversify into a variety of credits. Since the end of 1993, 
the size of the Brady bond market has nearly doubled and the number of 
countries issuing Bradys has grown. In the past twelve months, Brazil, Poland, 
Bulgaria and Ecuador issued their first Brady bonds, increasing the total 
number of issuing countries to fourteen. Alliance World Dollar Government Fund 
II reflects this diversity, though our biggest exposure continues to be 
Argentina. We believe that the Argentine Government will continue to 
effectively address the country's economic problems and maintain its commitment 
to the currency convertibility system.

We appreciate your investment in Alliance World Dollar Government Fund II and 
look forward to reporting to you again later in the year.

Sincerely,
John D. Carifa
Chairman

Wayne D. Lyski
President

2

PORTFOLIO OF INVESTMENTS
MARCH 31, 1995                   ALLIANCE WORLD DOLLAR GOVERNMENT
FUND II, INC.

                                          PRINCIPAL
                                           AMOUNT
                                            (000)         U.S. $ VALUE
- -----------------------------------------------------------------------
SOVEREIGN DEBT OBLIGATIONS-80.8%
COLLATERALIZED BRADY BONDS*-54.2%
ARGENTINA-11.3%
Republic of Argentina
  Euro Par Bonds VRN
  5.00%, 3/31/23                           $58,750         $24,087,500
  Discount Bonds FRN
  7.125%, 3/31/23                           97,000          51,106,875
Total Argentinian Securities
  (cost $90,671,201)                                        75,194,375
BRAZIL-4.9%
Republic of Brazil
  Discount Notes FRN
  Series Z
  6.687%, 4/15/24
  (cost $32,519,227)                        65,000          32,906,250
BULGARIA-4.6%
Republic of Bulgaria
  Discount Bonds FRN
  7.562%, 7/28/24
  (cost $34,151,550)                        73,000          30,705,625
ECUADOR-7.9%
Republic of Ecuador
  Discount Bonds FRN
  7.25%, 2/28/25                            71,000          31,595,000
  Par Bonds
  3.00%, 2/28/25                            79,000          21,132,500
Total Ecuadorian Securities
  (cost $56,604,157)                                        52,727,500
JORDAN-0.9%
National Government of Jordan
  Euro Par Bonds VRN
  4.00%, 12/23/23
  (cost $8,755,299)                         19,900           6,268,500
MEXICO-4.0%
Republic of Mexico
  Euro Par Bonds
  6.25%, 12/31/19
  Series A                                 $25,500         $12,048,750
  Series B                                  31,000          14,647,500
Total Mexican Securities
  (cost $25,151,333)                                        26,696,250
NIGERIA-16.4%
Central Bank of Nigeria VRN
  6.25%, 11/15/20
  (cost $133,787,204)                      287,000         109,418,750
POLAND-3.0%
Republic of Poland
  Discount Bonds FRN
  6.8125%, 10/27/24
  (cost $23,602,218)                        31,500          20,199,375
VENEZUELA-1.2%
Republic of Venezuela
  Par Bonds
  6.75% , 3/31/20
  Series W-A                                 7,000           3,023,125
  SeriesW-B                                 10,000           4,318,750
Total Venezuelan Securities
  (cost $7,391,339)                                          7,341,875
Total Collateralized
  Brady Bonds
  (cost $412,633,528)                                      361,458,500
NON-COLLATERALIZED
  BRADY BONDS-18.7%
ARGENTINA-7.1%
Republic of Argentina FRB
  7.312%, 3/31/05
  (cost $49,839,050)                        87,500          47,250,000

3

PORTFOLIO OF INVESTMENTS (CONT.)
ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.

                                          PRINCIPAL
                                           AMOUNT
                                            (000)         U.S. $ VALUE
- -----------------------------------------------------------------------
BRAZIL-10.3%
Republic of Brazil
  C-Bonds
  8.00%, 4/15/14(a)
  (cost $89,500,256)                      $185,640         $68,454,750
ECUADOR-1.3%
Republic of Ecuador
  PDI FRN
  7.25%, 2/27/15                            27,774           6,318,585
  IE Bonds
  7.687%, 12/21/04                           5,517           2,730,915
Total Ecuadorian Securities
  (cost $11,106,046)                                         9,049,500 
Total Non-Collateralized
  Brady Bonds
  (cost $150,445,352)                                      124,754,250
LOAN PARTICIPATIONS & ASSIGNMENTS-2.8%
MOROCCO-2.6%
Kingdom of Morocco
  Loan Participation FRN
  7.375%, 1/01/09
  (cost $22,693,782)                        30,000          17,550,000
RUSSIA-0.2%
Vnesheconombank Loan Assignment (b)
  (cost $2,727,362)                          4,959           1,121,937
Total Loan Participations &
  Assignments
  (cost $25,421,144)                                        18,671,937
OTHER SOVEREIGN DEBT-RELATED-5.1%
Bayerische Landesbank Spread Notes
  U.S. Treasury Bond
  6.25%, 8/15/23 vs Brazil
  Par Bonds 4.00%, 4/15/24
  9.125%, 10/13/95 (d)                       4,500             846,000
Morgan Guaranty Trust Co.
  Indexed Notes(e)
  Indexed to Ivory Coast
    Restructured Loan Assignment
    9.00%, 6/19/95                        $  8,627          $5,666,998
  Indexed to Ivory Coast
    Unrestructured Loan Assignment
    9.00%, 6/19/956,709                                      4,673,200
  Indexed to Russian
    Vnesheconombank Loan Assignment
    9.00%, 7/25/9521,534                                    22,679,234
Total Other Sovereign 
  Debt-Related
  (cost $41,369,108)                                        33,865,432
Total Sovereign
  Debt Obligations
  (cost $629,869,132)                                      538,750,119
CORPORATE DEBT OBLIGATIONS-14.1%
Alliant Techsystems, Inc.
  11.75%, 3/01/03                            5,000           5,118,750
Continental Medical Systems, Inc.
  10.375%, 4/01/03                           7,000           6,405,000
  10.875%, 8/15/02                           9,500           8,858,750
Food 4 Less Supermarkets, Inc.
  10.45%, 4/15/00                            8,300           8,134,000
Fort Howard Corp.
  9.00%, 2/01/06                             4,250           3,729,375
GB Property Funding
  10.875%, 1/15/04                           3,500           3,001,250
Hemmeter Enterprises, Inc.
  12.00%, 12/15/00                           6,000           4,290,000
JPS Automotive Products
  11.125%, 6/15/01                           5,400           5,292,000
Mesa Capital Corp.
  12.75%, 6/30/98(c)                        10,100           9,746,500
Mobile Telecommunication Technologies Corp.
  13.50%, 12/15/02                           6,000           6,270,000

4

ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.

                                          PRINCIPAL
                                           AMOUNT
                                            (000)          U.S. $ VALUE
- -----------------------------------------------------------------------
PRT Funding Corp.
  11.625%, 4/15/04                        $  1,450          $1,196,250
Pagemart Nationwide
  15.00%, 2/01/05(c)(f)                     15,000           8,137,500
Terex Corp.
  13.00%, 08/01/96(f)                        3,202           3,137,960
Transamerican Refining
  18.00%, 8/15/98(c)                        20,163          12,165,080
Union Carbide Global Enterprises
  12.00%, 1/15/05(f)                         5,000           5,250,000
WRT Energy Corp.
  13.875%, 3/01/02                           3,000           2,970,000
Total Corporate Debt Obligations
  (cost $93,884,722)                                        93,702,415

                                         SHARES, OR
                                          PRINCIPAL
                                           AMOUNT
                                            (000)          U.S. $ VALUE
- -----------------------------------------------------------------------
PREFERRED STOCK-1.1%
Prime Retail, Inc.
  Convertible Pfd.
  Series B, 8.50%
  (cost $10,500,000)                       420,000          $7,297,500
TIME DEPOSIT-2.1%
Bank of New York
  6.00%, 4/03/95
  (cost $14,153,000)                     $  14,153          14,153,000
TOTAL INVESTMENTS-98.1%
  (cost $748,406,854)                                      653,903,034
Other assets less liabilities-1.9%                          12,664,038
NET ASSETS-100%                                           $666,567,072

*   Sovereign debt obligations issued as part of debt restructuring that are 
collateralized in full as to principal due at maturity by U.S. Treasury zero 
coupon obligations which have the same maturity as the Brady Bond.

(a) Coupon consists of 4.00% cash payment and 4.00% paid-in-kind.
(b) Non-income producing security.
(c) Indicates a security that has a zero coupon that remains in effect until a 
predetermined date at which time the stated coupon rate becomes effective until 
final maturity.
(d) The redemption value of this security is indexed to the spread between the 
referenced treasury yield and the referenced emerging market debt yield.
(e) The redemption value of these securities is linked to the change in the bid 
price of the referenced emerging market debt.
(f) Securities are exempt from registration under Rule 144A of the Securities 
Act of 1933. These securities may be resold in transactions exempt from 
registration, normally to qualified institutional buyers. At March 31, 1995 
these securities amounted to $16,525,460 or 2.5% of net assets.
    Glossary of Terms:
    FRB  Floating rate bond.
    FRN  Floating rate note. Stated interest rate in effect at March 31. 1995.
    IE  Interest equalization.
    PDI  Past due interest.
    VRN  Variable rate note. Stated interest rate in effect at March 31, 1995.
    See notes to financial statements.

5

STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1995                   ALLIANCE WORLD DOLLAR GOVERNMENT
FUND II, INC.

ASSETS
  Investments in securities, at value (cost $748,406,854)        $653,903,034
  Receivable for investment securities sold                       109,145,080
  Interest receivable                                              19,979,499
  Deferred organization expenses and other assets                      74,537
  
  Total assets                                                    783,102,150
  
LIABILITIES
  Due to custodian                                                  1,290,453
  Payable for investment securities purchased                     103,277,020
  Dividend payable                                                  8,293,888
  Unrealized depreciation on interest rate swap contract            2,724,000
  Advisory fee payable                                                543,372
  Administrative fee payable                                           81,506
  Accrued expenses and other liabilities                              324,839

  Total liabilities                                               116,535,078
  
NET ASSETS (equivalent to $9.53 per share, based on
  69,931,602 shares outstanding)                                 $666,567,072

COMPOSITION OF NET ASSETS
  Capital stock, at par                                              $699,316
  Additional paid-in capital                                      965,661,970
  Accumulated net realized loss on investments                   (202,539,241)
  Net unrealized depreciation of investments and other assets     (97,254,973)
                                                                 $666,567,072

NET ASSET VALUE PER SHARE                                               $9.53

See notes to financial statements.

6

STATEMENT OF OPERATIONS
YEAR ENDED MARCH 31, 1995        ALLIANCE WORLD DOLLAR
GOVERNMENT FUND II, INC.

INVESTMENT INCOME
  Interest                                          $90,211,006
  Dividends                                           2,007,573    $92,218,579
EXPENSES
  Advisory fee                                        7,967,297
  Administrative fee                                  1,195,094
  Custodian                                             711,613
  Registration                                           78,545
  Transfer agency                                        63,637
  Audit and legal                                        54,850
  Printing                                               25,801
  Directors' fees                                        21,920
  Amortization of organization expenses                   5,997
  Miscellaneous                                          25,378
  Total expenses                                                    10,150,132
  Net investment income                                             82,068,447
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  Net realized loss on investment transactions                    (251,236,720)
  Net change in unrealized depreciation of
    investments and other assets                                    90,659,718
  Net loss on investments                                         (160,577,002)
NET DECREASE IN NET ASSETS FROM OPERATIONS                       
$(78,508,555)

See notes to financial statements.

7

STATEMENT OF CHANGES 
IN NET ASSETS                    ALLIANCE WORLD DOLLAR GOVERNMENT
FUND II, INC.

                                                                  JULY 28,1993*
                                                     YEAR ENDED        TO
                                                      MARCH 31,      MARCH 31,
                                                        1995           1994
                                                    ------------  -------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
  Net investment income                             $82,068,447    $51,933,947
  Net realized gain (loss) on
    investment transactions                        (251,236,720)   102,114,613
  Net change in unrealized depreciation of
    investments and other assets                     90,659,718   (187,914,691)
  Net decrease in net assets from operations        (78,508,555)   (33,866,131)
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS:
  Dividends from net investment income              (82,068,447)   (51,933,947)
  Distributions in excess of net investment income  (15,520,836)    (6,402,077)
  Distribution from net realized gain on
    investments                                     (15,412,493)   (16,081,728)
COMMON STOCK TRANSACTIONS
  Net proceeds from sale of common shares                    -0-   934,650,000
  Offering costs charged to
    additional paid-in capital                               -0-    (1,672,000)
  Reinvestment of dividends resulting in
    issuance of common stock                         30,133,909      3,148,937
  Total increase (decrease)                        (161,376,422)   827,843,054
NET ASSETS
  Beginning of period                               827,943,494        100,440
  End of period                                    $666,567,072   $827,943,494

*  Commencement of operations
   See notes to financial statements.

8

NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1995                   ALLIANCE WORLD DOLLAR GOVERNMENT
FUND II, INC.

NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance World Dollar Government Fund II, Inc. (the 'Fund') was incorporated 
under the laws of the State of Maryland on May 20, 1993 and is registered under 
the Investment Company Act of 1940, as a non-diversified, closed-end
management 
investment company. On July 15, 1993, the Fund sold 7,200 shares of common 
stock for $100,440 to Alliance Capital Management L.P. (the 'Adviser'). The 
Fund commenced operations on July 28, 1993. 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 sales 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. Publicly traded Sovereign Debt 
Obligations are typically traded internationally on the over-the-counter 
market. Because of the nature of the markets for Sovereign Debt Obligations, 
quotations from several sources will be obtained so that the Fund's portfolio 
investments will not generally be priced by a single source. Readily marketable 
Sovereign Debt Obligations 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 for which market quotations are not 
readily available are valued in good faith, at fair value, using methods 
determined by the Board of Directors. Securities which mature in 60 days or 
less are valued at amortized cost, which approximates fair value, unless this 
method does not represent fair value.

2. ORGANIZATION EXPENSES
Organization expenses of approximately $30,000 have been deferred and are being

amortized on a straight-line basis through July, 1998.

3. 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 provisions for federal income or excise taxes are 
required.

4. INVESTMENT INCOME AND SECURITY TRANSACTIONS
Interest income is accrued daily. 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.

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 tax regulations, which may differ from generally accepted 
accounting principles.

As a result of permanent book and tax differences, shareholder distributions 
have been reclassified to accumulated realized loss on investments. As of March 
31, 1995, the cumulative effect of such difference totalled $21,922,913, and 
was reclassified from distributions in excess of net investment income to 
accumulated realized loss on investments. Net investment income, net realized 
gains and net assets were not affected by this change. 

NOTE B: ADVISORY AND ADMINISTRATIVE FEES
Under the terms of an Investment Advisory Agreement, the Fund pays Alliance 
Capital Management L.P. (the 'Adviser'), a monthly fee equal to the annualized 
rate 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. The Administrator provides administrative 
functions as well as other clerical services to the Fund and prepares financial 
and regulatory reports.

9

NOTES TO FINANCIAL STATEMENTS
(CONTINUED)                      ALLIANCE WORLD DOLLAR GOVERNMENT
FUND II, INC.

NOTE C: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments) 
aggregated $2,482,822,678 and $2,674,870,451, respectively, for the year ended 
March 31, 1995.

At March 31, 1995, the cost of investments for federal income tax purposes was 
$769,872,289. Accordingly, gross unrealized appreciation of investments was 
$4,424,640 and gross unrealized depreciation of investments was $120,393,895, 
resulting in net unrealized depreciation of $115,969,255 (excluding interest 
rate swap contract). At March 31, 1995, the Fund had a capital loss 
carryforward of approximately $99,700,000 which expires in the year 2003.

NOTE D: INTEREST RATE SWAP AGREEMENTS
The Fund enters into interest rate swaps on sovereign debt obligations to 
protect itself from interest rate fluctuations on the underlying floating rate 
debt instruments. A swap is an agreement that obligates two parties to exchange 
a series of cash flows at specified intervals based upon or calculated by 
reference to changes in specified prices or rates for a specified amount of an 
underlying asset. The payment flows are usually netted against each other, with 
the difference being paid by one party to the other.

Risks may arise as a result of the failure of another party to the swap 
contract to comply with the terms of the swap contract. The loss incurred by 
the failure of a counterparty is generally limited to the net interest payment 
to be received by the Fund, and/or the termination value at the end of the 
contract. Therefore the Fund considers the creditworthiness of each 
counterparty to a swap contract in evaluating potential credit risk. 
Additionally, risks may arise from unanticipated movements in interest rates or 
in the value of the underlying securities.

The Fund records a net receivable or payable on a daily basis for the net 
interest income or expense expected to be received or paid in the interest 
period. Net interest received or paid on these contracts is recorded as 
interest income (or as an offset to interest income). Fluctuations in the value 
of swap contracts are recorded for financial statement purposes as unrealized 
appreciation or depreciation on interest rate swap contracts.

At March 31, 1995, the Fund had an outstanding interest rate swap contract with 
the following terms:

<TABLE>
<CAPTION>
                                                               RATE TYPE
                                                     ------------------------------------
    SWAP             NOTIONAL       TERMINATION       PAYMENTS MADE    
PAYMENTS RECEIVED     UNREALIZED
COUNTERPARTY          AMOUNT            DATE           BY THE FUND        
BY THE FUND       DEPRECIATION
- -------------    ----------------  ---------------  ----------------    ------------------  ---------------
<S>              <C>               <C>              <C>                 <C>                 <C>
   Morgan         US$ 30,000,000      1/01/09        Floating-LIBOR+      
Fixed-7.00%       $ 2,724,000
</TABLE>

+  London Interbank Offered Rate.

10

ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.
NOTE E: CAPITAL STOCK
There are 100,000,000 shares of $0.01 par value common stock authorized.
Of the 69,931,602 shares outstanding at March 31, 1995, the Adviser owned 7,200 
shares. In addition to the shares issued to the Adviser, an initial public 
offering of the Fund's shares resulted in the issuance of 67,000,000 shares of 
the Fund's common stock, for net proceeds of $934,650,000 after deducting 
underwriting discounts and commissions. Offering costs of $1,672,000 have been 
charged to additional paid-in capital.

                                              YEAR ENDED       JULY 28, 1993*
                                               MARCH 31,             TO
                                                 1995          MARCH 31, 1994
                                             ------------     ---------------
Transactions in shares of common
  stock were as follows:
  Shares sold                                        -0-         67,007,200
  Shares reinvested                           2,700,756             223,646
Net increase in shares of common
   stock outstanding                          2,700,756          67,230,846

NOTE F: CONCENTRATION OF RISK
Investing in securities of foreign governments involves special risks, which 
include revaluation of currencies and the possibility of future adverse 
political and economic developments. Moreover, securities of many foreign 
governments and their markets may be less liquid and their prices more volatile 
than those of the United States government. The Fund invests in the sovereign 
debt obligations of countries that are considered emerging market countries at 
the time of purchase. Therefore, the Fund is susceptible to governmental 
factors and economic and debt restructuring developments adversely affecting 
the economies of these emerging market countries. In addition, these debt 
obligations may be less liquid and subject to greater volatility than debt 
obligations of more developed countries.

NOTE G: QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)
<TABLE>
<CAPTION>
                                                                              NET INCREASE 
                                                    NET REALIZED               (DECREASE) 
                                                   AND UNREALIZED            IN NET ASSETS

                            NET INVESTMENT         GAIN (LOSS) ON          
RESULTING FROM 
                                INCOME              INVESTMENTS              
OPERATIONS          MARKET PRICE ON
                           ---------------      --------------------     -------------------     -----------------
                             TOTAL    PER          TOTAL       PER          TOTAL      
PER            NYSE
QUARTER ENDED                (000)   SHARE         (000)      SHARE         (000)   

 SHARE      HIGH       LOW
- -------------              -------   -----      ----------   -------     ----------   -------    -------   -------
<S>                        <C>       <C>        <C>          <C>         <C>                  
March 31, 1995             $21,256   $ .29      $ (91,260)   $(1.31)     $ (70,004)   $(1.02)    $11.125   $ 9.000
December 31, 1994           21,618     .32       (107,085)    (1.56)       (85,467)   
(1.24)    $12.250   $10.000
September 30, 1994          20,269     .30         74,278      1.08         94,547      1.38     $12.875   $11.625
June 30, 1994               18,925     .28        (36,510)     (.53)       (17,585)     (.25)    $13.625   $11.500
                           $82,068   $1.19      $(160,577)   $(2.32)      $(78,509)   $(1.13) 
March 31, 1994             $17,060   $ .25      $(261,977)   $(3.91)     $(244,917)   $(3.66)    $16.250   $12.250
December 31, 1993           21,270     .32        139,794      2.09        161,064      2.41     $16.250   $14.625
September 30, 1993*         13,604     .20         36,383       .54         49,987       .74     $15.375   $15.000
                           $51,934    $.77       $(85,800)   $(1.28)      $(33,866)    $(.51)
</TABLE>

*  Commencement of operations

11

FINANCIAL HIGHLIGHTS             ALLIANCE WORLD DOLLAR
GOVERNMENT FUND II, INC.

SELECTED DATA FOR A SHARE OF COMMON STOCK OUTSTANDING
THROUGHOUT EACH PERIOD
                                                  YEAR ENDED  JULY 28, 1993*
                                                    MARCH 31,            TO
                                                        1995 MARCH 31, 1994
Net asset value, beginning of period                  $12.31         $13.93(a)
INCOME FROM INVESTMENT OPERATIONS
Net investment income                                   1.19(d)         .77
Net realized and unrealized loss on investments
and other assets                                       (2.32)         (1.28)
Net decrease in net asset value
from operations                                        (1.13)          (.51)

LESS: DISTRIBUTIONS
Dividends from net investment income                   (1.19)          (.77)
Distributions in excess of net investment income        (.23)          (.10)
Distributions from net realized gain on investments     (.23)          (.24)
Total dividends and distributions                      (1.65)         (1.11)
Net asset value, end of period                         $9.53         $12.31
Market value, end of period                          $10.375        $13.375

TOTAL RETURN
Total investment return based on: (b)
  Market value                                        (10.08)%        (4.05)%
  Net asset value                                     (10.26)%        (5.04)%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)           $666,567       $827,943
Ratio of expenses to average net assets                 1.28%          1.26%(c)
Ratio of net investment income to average net assets   10.31%          7.62%(c)
Portfolio turnover rate                                  274%           192%

*   Commencement of operations.
(a) Net of offering costs of $.02.
(b) 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 
the 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 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 periods. Total investment return calculated for a period of less than one 
year is not annualized.
(c) Annualized.
(d) Based on average shares outstanding.

12

REPORT OF ERNST & YOUNG LLP
INDEPENDENT AUDITORS             ALLIANCE WORLD DOLLAR
GOVERNMENT FUND II, INC.

TO THE SHAREHOLDERS AND BOARD OF DIRECTORS
ALLIANCE WORLD DOLLAR GOVERNMENT FUND II,INC.
We have audited the accompanying statement of assets and liabilities of 
Alliance World Dollar Government Fund II, Inc., including the portfolio of 
investments, as of March 31, 1995, and the related statement of operations for 
the year then ended, and the statement of changes in net assets and the 
financial highlights for the periods indicated therein. These financial 
statements and financial highlights are the responsibility of the Fund's 
management. Our responsibility is to express an opinion on these financial 
statements and financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to obtain 
reasonable assurance about whether the financial statements and financial 
highlights are free of material misstatement. An audit includes examining, on a 
test basis, evidence supporting the amounts and disclosures in the financial 
statements. Our procedures included confirmation of securities owned as of 
March 31, 1995, by correspondence with the custodian and others. An audit also 
includes assessing the accounting principles used and significant estimates 
made by management, as well as evaluating the overall financial statement 
presentation. We believe that our audits provide a reasonable basis for our 
opinion.

In our opinion, the financial statements and financial highlights referred to 
above present fairly, in all material respects, the financial position of 
Alliance World Dollar Government Fund II, Inc. at March 31, 1995, the results 
of its operations for the year then ended, and the changes in its net assets 
and the financial highlights for each of the indicated periods, in 
conformity with generally accepted accounting principles.

Ernst & Young LLP
New York, New York
April 21, 1995

13

ADDITIONAL INFORMATION           ALLIANCE WORLD DOLLAR
GOVERNMENT FUND II, INC.

DIVIDEND REINVESTMENT PLAN
Pursuant to the Fund's Dividend Reinvestment Plan (the 'Plan') all shareholders 
whose shares are registered in their own names will have all distributions 
reinvested automatically in additional shares of the Fund (the 'Dividend 
Shares'). State Street Bank and Trust Company (the 'Agent') will act as agent 
for participants under the Plan. Shareholders whose shares are held in the name 
of a broker or nominee will automatically have distributions reinvested by the 
broker or nominee, unless the shareholder elects to receive distributions in 
cash.
A shareholder who has elected to participate in the Plan may withdraw from the 
Plan at any time. There will be no penalty for withdrawal from the Plan and 
shareholders who have previously withdrawn from the Plan may rejoin it at any 
time. Changes in elections must be in writing and should include the 
shareholder's name and address as they appear on the share certificate. An 
election to withdraw from the Plan will, until such election is changed, be 
deemed to be an election by a shareholder to take all subsequent distributions 
in cash. An election will only be effective for a distribution declared and 
having a record date of at least ten days after the date on which the election 
is received.

Commencing not more than five business days before the dividend payment date, 
purchases of the Fund's shares may be made by the Agent, on behalf of the 
participants in the Plan, from time to time to satisfy dividend reinvestments 
under the Plan. Such purchases by the Agent on or before the dividend payment 
date may be made on the New YorkStock Exchange (the 'Exchange') or elsewhere
at 
any time when the price plus estimated commissions of the Fund's Common Stock 
on the Exchange is lower than the Fund's most recently calculated net asset 
value per share.

If the Agent determines on the dividend payment date that the shares purchased 
as of such date are insufficient to satisfy the dividend reinvestment 
requirements, the Agent, on behalf of the participants in the Plan, will obtain 
the necessary additional shares as follows. To the extent that outstanding 
shares are not available at a cost of less than per share net asset value, the 
Agent, on behalf of the participants in the Plan, will accept payment of the 
dividend, or the remaining portion thereof, in authorized but unissued shares 
of the Fund on the dividend payment date. Such shares will be issued at a per 
share price equal to the higher of (1) the net asset value per share on the 
payment date, or (2) 95% of the closing market price per share on the payment 
date. If the closing sale or offer price, plus estimated commissions, of the 
Common Stock on the Exchange on the payment date is less than the Fund's net 
asset value per share on such day, then the agent will purchase additional 
outstanding shares on the Exchange or elsewhere. If before the Agent has 
completed such purchases, the market price plus commissions exceeds the net 
asset value of the Fund's shares, the average per share purchase price paid by 
the Agent may exceed the net asset value of the Fund's shares, resulting in the 
acquisition of fewer shares than if shares had been issued by the Fund.
The Agent will maintain all shareholders' accounts in the Plan and furnish 
written confirmation of all transactions in the account, including information 
needed by shareholders for tax records. Shares in the account of each Plan 
participant will be held by the Agent in non-certificated form in the name of 
the participant, and each shareholder's proxy will include those shares 
purchased or received pursuant to the Plan.

There will be no brokerage charges with respect to shares issued directly by 
the Fund to satisfy the dividend reinvestment requirements. However, each 
participant will pay a pro rata share of brokerage commissions incurred with 
respect to the Agent's open market purchases of shares. In each case, the cost 
per share of shares purchased for each shareholder's account will be the 
average cost, including brokerage commissions, of any shares purchased in the 
open market plus the cost of any shares issued by the Fund.

Shareholders participating in the Plan may receive benefits not available to 
shareholders not participating in the Plan. If the market price plus 
commissions of the Fund's shares is above the net asset value, participants in 
the Plan will receive shares of the Fund at a discount of up to 5% from the 
current market value. However, if the market price plus commissions is below 
the net asset value, participants will receive distributions in shares with a 
net asset value greater than the value of any cash distribution they would have 
received on their shares. There may be insufficient shares available in the 
market to make distri-

14

ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.
butions in shares at prices below the net asset value. Also, since the Fund 
does not redeem its shares, the price on resale may be more or less than the 
net asset value.

The automatic reinvestment of dividends and distributions will not relieve 
participants of any income taxes that may be payable (or required to be 
withheld) on dividends and distributions.

In the case of foreign participants whose dividends are subject to United 
States income tax withholding and in the case of any participants subject to 
31% federal backup withholding, the Agent will reinvest dividends after 
deduction of the amount required to be withheld.

Experience under the Plan may indicate that changes are desirable. Accordingly, 
the Fund reserves the right to amend or terminate the Plan as applied to any 
voluntary cash payments made and any dividend or distribution paid subsequent 
to written notice of the change sent to participants in the Plan at least 90 
days before the record date for such dividend or distribution. The Plan may 
also be amended or terminated by the Agent on at least 90 days' written notice 
to participants in the Plan; however, the Fund reserves the right to amend 
thePlan to include a service charge payable to the Agent by the participants. 
All correspondence concerning the Plan should be directed to the Agent at State 
Sreet Bank and Trust Company, P.O. Box 8200, Boston, Massachusetts
02266-8200.

OTHER INFORMATION
Since the filing of the most recent amendment to the Fund's registration 
statement with the Securities and Exchange Commission, there have been (i) no 
material changes in the Fund's investment objectives or policies, (ii) no 
changes to the Fund's charter or by-laws that would delay or prevent a change 
of control of the Fund, (iii) no material changes in the principal risk factors 
associated with investment in the Fund, and (iv) no change in the person 
primarily responsible for the day-to-day management of the Fund's portfolio, 
who is Wayne D. Lyski, the President of the Fund.

15

ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.

BOARD OF DIRECTORS
JOHN D. CARIFA, CHAIRMAN                    WILLIAM H. FOULK, JR.
RUTH BLOCK                                  DR. JAMES M. HESTER
DAVID H. DIEVLER                            CLIFFORD L. MICHEL
JOHN H. DOBKIN                              ROBERT C. WHITE 

OFFICERS
WAYNE D. LYSKI, PRESIDENT                   EDMUND P. BERGAN, JR.,
SECRETARY
ROBERT M. SINCHE, SENIOR VICE PRESIDENT     MARK D. GERSTEN,
TREASURER &
PAUL J. DENOON, VICE PRESIDENT                CHIEF FINANCIAL OFFICER
PAUL J. DENOON, VICE PRESIDENT              JOSEPH J. MANTINEO,
CONTROLLER

ADMINISTRATOR                               DIVIDENDPAYINGAGENT,
ALLIANCE CAPITAL MANAGEMENT, L.P.          
TRANSFERAGENTANDREGISTRAR
1345 Avenue of the Americas                 STATE STREET BANK AND TRUST
COMPANY
New York, NY10105                           225 Franklin Street
                                            Boston, MA02110-1520

CUSTODIAN                                   INDEPENDENTAUDITORS
THE BANK OF NEW YORK                        ERNST &YOUNG LLP
48 Wall Street                              787 Seventh Avenue
New York, NY10286                           New York, NY 10019



Notice is hereby given in accordance with Section 23(c) of the Investment 
Company Act of 1940 that the Fund may purchase at market prices from time to 
time shares of its Common Stock in the open market.

This report, including the financial statements herein, is transmitted to the 
shareholders of Alliance World Dollar Government Fund II, Inc. for their 
information. The financial information included herein is taken from the 
records of the Fund. This is not a prospectus, circular or representation 
intended for use in the purchase of shares of the Fund or any securities 
mentioned in this report.


16

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ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.
Summary of General Information
THE FUND
Alliance World Dollar Government Fund II, Inc. is a non-diversified, closed-end 
management investment company investing exclusively in fixed income securities 
denominated in U.S. dollars. The Fund is designed for investors who seek high 
current income and capital appreciation over a period of years from investment 
in a portfolio of high yielding, high risk sovereign debt & U.S. corporate 
fixed income obligations which the Fund's investment adviser expects to benefit 
from improving economic fundamentals.
SHAREHOLDER INFORMATION
Daily market prices for the Fund's shares are published in the New York Stock 
Exchange Composite Transactions Section of newspaper each day. The Fund's
NYSE 
trading symbol is 'AWF'. 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 Funds.' Additional information about 
the Fund is available by calling 1-800-247-4154.
DIVIDEND REINVESTMENT PLAN
If your shares are held in your own name, you will automatically be a 
participant in the Plan unless you elect to receive cash. If your shares are 
held in nominee or street name through a broker or nominee who provides this 
service, you will also automatically be a participant in the Plan. If your 
shares are held in the name of a broker or nominee who does not provide this 
service, you will need to instruct them to participate in the Plan on your 
behalf or your distributions will not be reinvested. In such case, you will 
receive your distributions in cash. For a copy of the Plan Brochure, please 
call State Street Bank and Trust Company at 1-800-219-4218.
ALLIANCE WORLD DOLLAR GOVERNMENT FUND II, INC.
1345 Avenue of the Americas
New York, New York 10105


Alliance Capital
Mutual funds without the Mystery

WDGIISR


ALLIANCE 
WORLD DOLLAR
GOVERNMENT
FUND II
ANNUAL REPORT
MARCH 31, 1995
Alliance
Mutual funds without the Mystery



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