ALLIANCE UTILITY INCOME FUND INC
N-30D, 1996-08-05
Previous: CONSOLIDATED STAINLESS INC, 8-K, 1996-08-05
Next: LEXINGTON CORPORATE PROPERTIES INC, 8-K/A, 1996-08-05



ALLIANCE UTILITY INCOME FUND

SEMI-ANNUAL REPORT
MAY 31, 1996



LETTER TO SHAREHOLDERS                             ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

July 8, 1996

Dear Shareholder:

We are pleased to report to you on the investment performance and activities of 
Alliance Utility Income Fund for the six months ended May 31, 1996. While 
utility issues generally advanced in the opening month of the period, concerns 
about a rise in interest rates, the specter of higher inflation, and the 
effects of increased competition among electric utilities took their toll from 
December 31, 1995, through May 31, 1996. Both the Philadelphia Utility Index 
and the Lehman Brothers Long-Term Government Bond Index registered declines, 
losing 7.9% and 8.6%, respectively. By contrast, during the utility industry's 
five-month retreat, your Fund posted gains of 1.92% (Class A), 1.76% (Class B), 
and 1.66% (Class C).+ While outperforming those key measures over the first 
five months of 1996, Alliance Utility Income Fund's six-month return was 
slightly below the results achieved by its comparative benchmark, the NYSE 
Utility Index (see the table below).


INVESTMENT RESULTS*
SIX MONTHS ENDED MAY 31, 1996
                                 CUMULATIVE      ENDING
                                TOTAL RETURN       NAV
                                ------------    --------
ALLIANCE UTILITY INCOME FUND
  Class A                           3.24%        $10.28
  Class B                           3.02%        $10.27
  Class C                           2.92%        $10.28

S&P 500-STOCK INDEX                11.76% 
NYSE UTILITY INDEX                  3.25% 


*  THE FUND'S INVESTMENT RESULTS ARE CUMULATIVE TOTAL RETURNS FOR THE PERIOD 
AND ARE BASED ON THE NET ASSET VALUE OF EACH CLASS OF SHARES AS OF 5/31/96. ALL 
FEES AND EXPENSES RELATED TO THE OPERATION OF THE FUND HAVE BEEN DEDUCTED, BUT 
NO ADJUSTMENT HAS BEEN MADE FOR SALES CHARGES THAT MAY APPLY WHEN SHARES ARE 
PURCHASED OR REDEEMED. RETURNS FOR THE FUND AND ITS COMPARATIVE INDICES INCLUDE 
THE REINVESTMENT OF ANY DISTRIBUTIONS PAID DURING THE PERIOD. ALL COMPARATIVE 
INDICES ARE UNMANAGED.

   ADDITIONAL PERFORMANCE INFORMATION APPEARS ON PAGE 3.

THE STRATEGY BEHIND OUR PERFORMANCE
We attribute the Fund's results in this difficult period to our decision to 
underweight our holdings of electric utilities and to avoid owning corporate or 
government bonds. As the economy began demonstrating signs of accelerating 
growth and the risk of inflation surprises increased, we reduced our exposure 
to interest-rate sensitive securities and raised our cash position. For most of 
the first half of 1996, the Fund had a larger-than-normal cash position of 
approximately 10%. This posture helped when the Philadelphia Electric Utility 
Index slid lower and when yields on long-term bonds rose from approximately 6% 
to 7%, causing the Lehman Brothers Long-Term Government/Corporate Index to 
report a loss of approximately 9% from December 31, 1995, through May 31, 1996.

LOOKING AHEAD: IMPROVED POTENTIAL FOR STRONG ABSOLUTE PERFORMANCE
While the financial markets continue to worry about an overheating economy, 
accelerating inflation, and higher interest rates, we believe that the economy 
will slow and that interest rates will fall during the second half of 1996. We 
also feel that valuations have improved in both the electric utility and the 
telecommunication sectors. As a result, we are reducing our cash position and 
increasing our exposure to both.

Our belief that interest rates will decline in the second half of 1996 is 
supported by the following forecasts: 1) slower consumer spending as consumer 
debt levels and credit delinquencies continue to rise; 2) an easing of 
corporate capital spending in 1996 as a result of flat-to-lower earnings among 
the S&P 500 companies; 3) an increase in government capital expenditures in the 
range of 2% to 3% versus the 8% to 10% increases that have sparked growth in 
previous election years; and 4) the persistence of moderate-to-low export 
demand as both Germany and Japan continue to experience weak economic activity.

In the months ahead, we intend to adhere to our strategy of emphasizing 
investment in the telecommunications-equipment sector, which we believe will 
benefit from five significant trends. One trend is the globalization, privati-


+  Cumulative total return, net of fees and expenses, but not adjusted for 
sales charges.


1



                                                   ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

zation, and deregulation of existing monopolies; another, the prospect for 
higher capacity- and higher bandwidth-driven applications. The transformation 
from analog to digital information systems and a truly seamless and ubiquitous 
convergence of computing and communications technologies are also expected to 
enhance the sector's performance. Falling barriers to entry for companies 
providing end-to-end communication service may further accelerate the sector's 
growth and profitability. We expect these five trends to lead to a spending 
cycle that could last 7 to 10 years. Given this scenario, the 
telecommunications-equipment sector should present investors with an 
opportunity for substantial long-term capital growth.

We are confident that the second half of 1996 holds improved potential for the 
Fund's strong absolute performance. Led by telecommunications-equipment stocks 
and fueled by declining interest rates, the stocks of both electric utilities 
and telecommunications companies could prove winners in the months ahead.

We appreciate your investment in Alliance Utility Income Fund and look forward 
to reporting its progress to you later in the year.

Sincerely,

John D. Carifa
Chairman and President

Gregory G. Allison
Portfolio Manager


SHARES OF THE FUND ARE NOT DEPOSITS OR OBLIGATIONS OF, GUARANTEED OR ENDORSED 
BY, ANY BANK; FURTHER, SUCH SHARES ARE NOT FEDERALLY INSURED BY THE FEDERAL 
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY. 
SHARES OF THE FUND INVOLVE INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF 
PRINCIPAL.


2



INVESTMENT OBJECTIVE AND POLICIES                  ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

Alliance Utilitiy Income Fund is an open-end, diversified investment company 
that seeks current income and capital appreciation through investments 
primarily in the equity and fixed-income securities of companies in the 
utilities industry. The Fund has the flexibility to purchase foreign as well as 
U.S. securities, and may hold up to 35% of its total assets in 
non-utility-related securities, such as U.S. Government securities, foreign 
government securities, and foreign and domestic corporate bonds.



INVESTMENT RESULTS
_______________________________________________________________________________

AVERAGE ANNUAL TOTAL RETURN AS OF MAY 31, 1996


CLASS A SHARES
                             WITHOUT          WITH
                          SALES CHARGE    SALES CHARGE
                          ------------    ------------
 . One Year                    12.28%          7.47%
 . Since Inception*             6.01%          4.28%

CLASS B SHARES
                             WITHOUT          WITH
                          SALES CHARGE    SALES CHARGE
                          ------------    ------------
 . One Year                    11.60%          7.60%
 . Since Inception*             5.26%          4.56%

CLASS C SHARES
 . One Year                    11.58%
 . Since Inception*             5.30%


Average annual total returns reflect investment of dividends and/or capital 
gain 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; and 1%-Year 
4). Class C shares purchased prior to July 1, 1996, are not subject to 
front-end or contingent deferred sales charges. Class C shares purchased on or 
after July 1, 1996, are subject to a contingent deferred sales charge of 1% on 
redemptions made within the first year after purchase.

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: 10/18/93.


3



TEN LARGEST HOLDINGS
MAY 31, 1996 (UNAUDITED)                           ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

                                                                     PERCENT OF
COMPANY                                    COUNTRY          VALUE    NET ASSETS
- -------------------------------------------------------------------------------
AT & T Corp.                            United States   $1,041,662        5.1%
AirTouch Communications, Inc.           United States      841,500        4.1
Motorola, Inc.                          United States      687,525        3.4
Nokia Corp. (ADR)                          Finland         665,550        3.3
Union Pacific Corp.                     United States      617,100        3.0
Public Service Company of New Mexico    United States      607,500        3.0
MCI Communications Corp.                United States      594,150        2.9
Central & South West Corp.              United States      593,937        2.9
Portland General Corp.                  United States      590,000        2.9
FPL Group, Inc.                         United States      581,400        2.9
                                                        $6,820,324       33.5%


MAJOR PORTFOLIO CHANGES
SIX MONTHS ENDED MAY 31, 1996 (UNAUDITED)
_______________________________________________________________________________

                                                               SHARES
                                                        -----------------------
                                                                      HOLDINGS
PURCHASES                                  COUNTRY          BOUGHT    5/31/96
- -------------------------------------------------------------------------------
American Electric Power, Inc.           United States       14,200     14,200
Carolina Power & Light Co.              United States       16,000     16,000
Central & South West Corp.              United States       21,500     21,500
Ericsson (L.M.) Telephone Co. (ADR)        Sweden           19,200     19,200
Glenayre Technologies, Inc.             United States        8,900      8,900
Illinova Corp.                          United States       15,000     15,000
Ipalco Enterprises, Inc.                United States       17,400     17,400
Light Servicos de Eletricid, S.A.       Brazil           1,600,000  1,600,000
Telefonos de Mexico, S.A. Series L(ADR)    Mexico           11,200     11,200
Union Pacific Corp.                     United States        6,200      8,800
 

                                                                      HOLDINGS
SALES                                                         SOLD     5/31/96
- -------------------------------------------------------------------------------
Baltimore Gas & Electric Co.            United States       10,800      9,800
Compania de Telecomunicacion Chile(ADR)     Chile            2,600      2,100
Enersis, S.A. (ADR)                         Chile            8,000         -0-
FPL Group, Inc.                         United States        5,400     13,600
Northern Telecom, Ltd.                     Canada            7,200      3,900
Oklahoma Gas & Electric Co.             United States       14,000         -0-
Public Service Company of New Mexico    United States       15,200     32,400
Scientific-Atlanta, Inc.                United States       13,200         -0-
U.S. West, Inc.                         United States       17,600         -0-
Western Atlas, Inc.                     United States        9,500         -0-


4



PORTFOLIO OF INVESTMENTS
MAY 31, 1996 (UNAUDITED)                           ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

COMPANY                                          SHARES          VALUE
- -------------------------------------------------------------------------
COMMON STOCKS &OTHERINVESTMENTS-93.1%
UNITED STATES INVESTMENTS-76.4%
PUBLIC UTILITIES-76.4%
ELECTRIC-37.9%
Allegheny Power Systems, Inc.                    15,400      $   452,375
American Electric Power, Inc.                    14,200          569,775
Baltimore Gas & Electric Co.                      9,800          268,275
Carolina Power & Light Co.                       16,000          578,000
Central & South West Corp.                       21,500          593,937
CMS Energy Corp.                                 14,800          425,500
DPL, Inc.                                        11,000          247,500
FPL Group, Inc.                                  13,600          581,400
Houston Industries, Inc.                         26,000          568,750
Illinova Corp.                                   15,000          393,750
Ipalco Enterprises, Inc.                         17,400          437,175
New York State Electric & Gas Corp.              25,100          574,163
Pinnacle West Capital Corp.                       9,700          257,050
Portland General Corp.                           20,000          590,000
Public Service Company of New Mexico             32,400          607,500
Texas Utilities Co.                              14,100          576,337
                                                             ------------
                                                               7,721,487

GAS-0.9%
Enron Corp.                                       4,700          188,000

RAILROAD TRANSPORTATION-4.8%
Southern Pacific Rail Corp.*                     14,900          363,188
Union Pacific Corp.                               8,800          617,100
                                                             ------------
                                                                 980,288

TELEPHONE-32.8%
AirTouch Communications, Inc.*                   26,400         $841,500
AT & T Corp.                                     16,700        1,041,662
Brooks Fiber Properties, Inc.*                    3,900          131,625
DSC Communications Corp.*                        16,300          491,037
General Instrument Corp.*                         7,900          243,913
Glenayre Technologies, Inc.*                      8,900          438,325
MCI Communications Corp.                         20,400          594,150
Motorola, Inc.                                   10,300          687,525
Nynex Corp.                                       4,100          189,113
TCI Group, Series A*                             27,800          524,725
Telephone & Data Systems, Inc.                   10,700          466,787
U.S. Cellular Corp.*                             14,700          464,888
U.S. West Communications Group                   17,600          574,200
                                                             ------------
                                                               6,689,450

Total United States Investments
  (cost $15,308,864)                                          15,579,225

FOREIGN INVESTMENTS-16.7%
BRAZIL-3.9%
Light Participacoes, S.A.*(a)                 1,600,000           54,492
  Electric
Light Servicos de Eletricid, S.A.             1,600,000          525,694
  Electric
Telecomunicacoes Brasileiras, S.A. (ADR)          3,300          212,438
  Telephone Utility
                                                             ------------
                                                                 792,624

CANADA-1.0%
Northern Telecom, Ltd.                            3,900          211,575
  Telephone Utility


5



PORTFOLIO OF INVESTMENTS (CONTINUED)               ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

COMPANY                                          SHARES          VALUE
- -------------------------------------------------------------------------
CHILE-0.9%
Compania de Telecomunicacion Chile (ADR)          2,100      $   191,625
  Telephone Utility

FINLAND-3.3%
Nokia Corp. (ADR)                                15,300          665,550
  Electronics

HONG KONG-0.9%
Consolidated Electric Power Asia (ADR)          100,000          171,894
  Electric & Gas Utility

KOREA-1.6%
Korea Electric Power Corp. (ADR)*                 8,390          321,566
  Electric

MEXICO-1.8%
Telefonos de Mexico, S.A. Series L (ADR)         11,200          369,600
  Telephone Utility

PERU-1.1%
Telefonica del Peru                             117,000          231,482
  Communication Services


                                              SHARES OR
                                              PRINCIPAL
                                                AMOUNT
COMPANY                                          (000)           VALUE
- -------------------------------------------------------------------------
SWEDEN-2.2%
Ericsson (L.M.) Telephone Co. (ADR)              19,200      $   442,800
  Telephone Utility
Total Foreign Investments
  (cost $3,334,009)                                            3,398,716
Total Common Stocks & Other Investments
  (cost $18,642,873)                                          18,977,941

SHORT-TERM INVESTMENTS-5.4%
Merrill Lynch & Co., Inc.
  5.32%, 6/07/96                                   $600          599,468
Prudential Funding Corp.
  5.29%, 6/06/96                                    500          499,633
Total Short-Term Investments
  (amortized cost $1,099,101)                                  1,099,101

TOTAL INVESTMENTS-98.5%
  (cost $19,741,974)                                          20,077,042
Other assets less liabilities-1.5%                               299,484

NET ASSETS-100%                                              $20,376,526


*    Non-income producing security.

(a)  Security is exempt from registration under Rule 144A of the Securities Act 
of 1933. This security may be resold in transactions exempt from registration, 
normally to qualified institutional buyers. At May 31, 1996, this security 
amounted to $54,492 or .27% of net assets.

     Glossary:
     ADR - American Depository Receipt

     See notes to financial statements.


6



STATEMENT OF ASSETS AND LIABILITIES
MAY 31, 1996 (UNAUDITED)                           ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

ASSETS
  Investments in securities, at value (cost $19,741,974)           $20,077,042
  Cash, at value (cost $83,482)                                         77,260
  Receivable for capital stock sold                                    193,288
  Deferred organization expenses                                        75,750
  Dividends receivable                                                  34,317
  Receivable from Adviser                                               18,324
  Total assets                                                      20,475,981

LIABILITIES
  Distribution fee payable                                              14,940
  Payable for capital stock redeemed                                     4,761
  Accrued expenses and other liabilities                                79,754
  Total liabilities                                                     99,455

NET ASSETS                                                         $20,376,526

COMPOSITION OF NET ASSETS
  Capital stock, at par                                            $     1,984
  Additional paid-in capital                                        19,020,297
  Distributions in excess of net investment income                    (354,147)
  Accumulated net realized gain on investments and foreign 
    currency denominated assets and liabilities                      1,379,546
  Net unrealized appreciation of investments and foreign 
    currency denominated assets and liabilities                        328,846
                                                                   ------------
                                                                   $20,376,526

CALCULATION OF MAXIMUM OFFERING PRICE
  CLASS A SHARES
  Net asset value and redemption price per share($2,911,280/
    283,213 shares of capital stock issued and outstanding)             $10.28
  Sales charge-4.25% of public offering price                              .46
  Maximum offering price                                                $10.74

  CLASS B SHARES
  Net asset value and offering price per share($12,933,506/
    1,259,650 shares of capital stock issued and outstanding)           $10.27

  CLASS C SHARES
  Net asset value, redemption and offering price per share($4,531,740
    /440,807 shares of capital stock issued and outstanding)            $10.28


See notes to financial statements.


7



STATEMENT OF OPERATIONS
SIX MONTHS ENDED MAY 31, 1996 (UNAUDITED)          ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

INVESTMENT INCOME
  Dividends (net of foreign taxes withheld $3,714)      $ 232,939 
  Interest                                                 35,352   $  268,291
    
EXPENSES
  Advisory fee                                             71,111 
  Distribution fee - Class A                                4,321 
  Distribution fee - Class B                               61,186 
  Distribution fee - Class C                               19,225 
  Administrative                                           55,859 
  Custodian                                                45,223 
  Audit and legal                                          29,939 
  Registration                                             21,800 
  Amortization of organization expenses                    21,140 
  Transfer agency                                          17,255 
  Director's fees                                          13,082 
  Printing                                                  3,463 
  Miscellaneous                                             4,673 
  Total expenses                                          368,277 
  Less: expenses waived and assumed by the Adviser
    (Note B)                                             (171,159) 
  Net expenses                                                         197,118
  Net investment income                                                 71,173
    
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
  Net realized gain on investments                                   1,179,491
  Net realized loss on foreign currency denominated 
    assets and liabilities                                              (1,437)
  Net change in unrealized appreciation (depreciation) of:
    Investments                                                       (711,584)
    Foreign currency denominated assets and liabilities                   (136)
  Net gain on investments                                              466,334
    
NET INCREASE IN NET ASSETS FROM OPERATIONS                            $537,507
    
    
See notes to financial statements.


8



STATEMENT OF CHANGES IN NET ASSETS                 ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

                                                  SIX MONTHS ENDED
                                                      MAY 31,1996   YEAR ENDED
                                                      (UNAUDITED)  NOV. 30,1995
                                                     ------------  ------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
  Net investment income                              $    71,173   $   228,785
  Net realized gain on investments and foreign 
    currency transactions                              1,178,054       548,961
  Net changes in unrealized appreciation
    (depreciation) of investments and foreign 
    currency denominated assets and liabilities         (711,720)    1,340,494
  Net increase in net assets from operations             537,507     2,118,240

DIVIDENDS TO SHAREHOLDERS FROM:
  Net investment income
    Class A                                              (72,812)     (101,893)
    Class B                                             (272,402)     (236,075)
    Class C                                              (80,106)     (137,196)

CAPITAL STOCK TRANSACTIONS
  Net increase                                         3,028,671     9,520,734
  Total increase                                       3,140,858    11,163,810

NET ASSETS
  Beginning of year                                   17,235,668     6,071,858
  End of period                                      $20,376,526   $17,235,668
    
    
See notes to financial statements.


9



NOTES TO FINANCIAL STATEMENTS
MAY 31, 1996 (UNAUDITED)                           ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance Utility Income Fund, Inc. (the "Fund") organized as a Maryland 
corporation on July 28, 1993, is registered under the Investment Company Act of 
1940 as a 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 4.00% to zero depending on the period of time 
the shares are held. Class B shares will automatically convert to Class A 
shares eight years after the end of the calendar month of purchase. Class C 
shares are currently sold without an initial or contingent deferred sales 
charge. Class C shares purchased on or after July 1, 1996, are subject to a 
contingent deferred sales charge of 1% on redemptions made within the first 
year after puchase. All three classes of shares have identical voting, 
dividend, liquidation and other rights and the same terms and conditions, 
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 the significant accounting policies followed by the Fund.

1. SECURITY VALUATION
Portfolio securities traded on national securities exchanges are valued at the 
last reported sales price, or, if no sale occurred, at the last bid price 
quoted at the regular close of the New York Stock Exchange. Over-the-counter 
securities not traded on national securities exchanges are valued at the mean 
of the closing bid and asked price. Securities which mature in 60 days or less 
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 $189,000 have been deferred and are 
being amortized on a straight-line basis through October, 1998.

3. CURRENCY TRANSLATION
Assets and liabilities denominated in foreign currencies and commitments under 
forward exchange currency contracts are translated into U.S. dollars at the 
mean of the quoted bid and asked price of such currencies against the U.S. 
dollar.  Purchases and sales of portfolio securities are translated at the 
rates of exchange prevailing when such securities were acquired or sold. Income 
and expenses are translated at rates of exchange prevailing when accrued.

Net foreign exchange losses represents foreign exchange gains and losses from 
sales and maturities of securities, holdings of foreign currencies exchange 
gains and losses realized between the trade and settlement dates on security 
transactions, and the difference between the amounts of dividends recorded on 
the Fund's books and the U.S. dollar equivalent amounts actually received or 
paid. Net unrealized currency gains and losses from valuing foreign currency 
denominated assets and liabilities at period end exchange rates are reflected 
as a component of unrealized appreciation of investments and foreign currency 
denominated assets and liabilities.

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

5. INVESTMENT INCOME AND SECURITY TRANSACTIONS
Dividend income is recorded on the ex-dividend date. 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.

6. 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 UTILITY INCOME FUND
_______________________________________________________________________________

7. CONCENTRATION OF RISK
The investments in utility companies may be subject to a variety of risks 
depending, in part, on such factors as the type of utility involved and its 
geographic location. The revenues of domestic and foreign utilities companies 
generally reflect the economic growth and development in the geographic areas 
in which they do business.

NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Under the terms of an investment advisory agreement, the Fund pays its Adviser, 
Alliance Capital Management L.P., an advisory fee at an annual rate of .75 of 
1% of the Fund's average daily net assets. The 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 fees 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 
limitation imposed by any state is 2.5% of the first $30 million of its average 
daily net assets, 2% 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. For the six 
months ended May 31, 1996 the Adviser voluntarily agreed to waive its Advisory 
fees and bear certain expenses so that total expenses do not exceed an annual 
basis of 1.50%, 2.20% and 2.20% of the daily average net assets for the Class 
A, Class B and Class C shares, respectively. For the six months ended May 31, 
1996, such reimbursement amounted to $171,159. Pursuant to the Advisory 
Agreement, the Fund paid $55,859 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, 1996. The Fund compensates Alliance Fund Services, 
Inc. (a wholly-owned subsidiary of the Adviser) under a Services Agreement for 
providing personnel and facilities to perform transfer agency services for the 
Fund. Such compensation amounted to $10,176. 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 $714 from 
the sale of Class A shares and $9,397 in contingent deferred sales charges were 
imposed upon redemptions by shareholders of Class B shares for the six months 
ended May 31, 1996.

Brokerage commissions paid on securities transactions for the six months ended 
May 31, 1996, amounted to $26,566, 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 .30 of 1% of the Fund's average daily net assets attributable to 
the Class A shares and 1% of the average daily net assets attributable to both 
Class B and 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 $959,214 and $340,945 for Class B and C shares, respectively; 
such costs may be recovered from the Fund in future periods as 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.


11



NOTES TO FINANCIAL STATEMENTS (CONTINUED)          ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities, (excluding short-term 
investments), aggregated $8,844,570 and $6,604,123, respectively, for the six 
months ended May 31, 1996. At May 31, 1996, the cost of securities for federal 
income tax purposes was $19,766,586. Accordingly, gross unrealized appreciation 
of investments was $1,208,305 and gross unrealized depreciation of investments 
was $897,849, resulting in net unrealized appreciation of $310,456 excluding 
foreign currency.

NOTE E: CAPITAL STOCK
There are 9,000,000,000 shares of $.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 31,1996   NOVEMBER 30,   MAY 31,1996    NOVEMBER 30,
                      (UNAUDITED)       1995       (UNAUDITED)        1995
                     ------------  ------------  --------------  --------------
CLASS A
Shares sold               58,264       280,485      $  592,906     $ 2,562,935
Shares issued in 
  reinvestment of 
  dividends                3,222         5,656          32,354          52,789
Shares converted from
  Class B to Class A       2,362            -0-         24,066              -0-
Shares redeemed          (49,633)     (136,178)       (502,177)     (1,281,378)
Net increase              14,215       149,963      $  147,149     $ 1,334,346
     
CLASS B
Shares sold              404,029     1,060,967      $4,132,352     $10,085,756
Shares issued in
  reinvestment of 
  dividends               11,474        13,786         115,294         130,190
Shares converted from
  Class B to Class A      (2,361)           -0-        (24,066)             -0-
Shares redeemed         (230,916)     (259,756)     (2,347,208)     (2,433,366)
Net increase             182,226       814,997      $1,876,372     $ 7,782,580
     
CLASS C
Shares sold              167,134       152,939      $1,703,025     $ 1,435,226
Shares issued in 
  reinvestment of 
  dividends                6,443        12,020          64,785         112,263
Shares redeemed          (75,387)     (117,943)       (762,660)     (1,143,681)
Net increase              98,190        47,016      $1,005,150     $   403,808
     
     
12



FINANCIAL HIGHLIGHTS                               ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                                                    CLASS A
                                            -----------------------------------------------------
                                             SIX MONTHS                              OCTOBER 18,
                                                ENDED      YEAR ENDED NOVEMBER 30,   1993(F) TO
                                            MAY 31, 1996   ------------------------  NOVEMBER 30,
                                             (UNAUDITED)       1995         1994         1993
                                            -------------  -----------  -----------  ------------
<S>                                         <C>            <C>          <C>          <C>
Net asset value, beginning of period          $10.22         $ 8.97       $ 9.92       $10.00
  
INCOME FROM INVESTMENT OPERATIONS
Net investment income (d)                        .07(c)         .27(c)       .42          .02
Net realized and unrealized gain (loss)
  on investments                                 .25           1.43         (.89)        (.10)
Net increase (decrease) in net asset 
  value from operations                          .32           1.70         (.47)        (.08)
  
LESS: DISTRIBUTIONS
Dividends from net investment income            (.26)          (.45)        (.48)          -0-
Net asset value, end of period                $10.28         $10.22       $ 8.97       $ 9.92
  
TOTAL RETURN
Total investment return based on net
  asset value (a)                               3.24%         19.58%       (4.86)%       (.80)%
  
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period(000's omitted)      $2,911         $2,748       $1,068         $229
Ratio to average net assets of:
  Expenses, net of waivers/reimbursements       1.50%(b)       1.50%        1.50%        1.50%(b)
  Expenses, before waivers/reimbursements       3.28%(b)       4.86%       13.72%      145.63%(b)
  Net investment income, net of waivers/
    reimbursements                              1.34%(b)       2.48%        4.13%        2.35%(b)
Portfolio turnover rate                           38%           162%          30%          11%
Average commission rate (e)                   $.0528          $  -0-       $  -0-       $  -0-
</TABLE>


See footnote summary on page 15.


13



FINANCIAL HIGHLIGHTS (CONTINUED)                   ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                                                    CLASS B
                                            -----------------------------------------------------
                                             SIX MONTHS                              OCTOBER 18,
                                                ENDED      YEAR ENDED NOVEMBER 30,   1993(F) TO
                                            MAY 31, 1996   ------------------------  NOVEMBER 30,
                                             (UNAUDITED)       1995         1994         1993
                                            -------------  -----------  -----------  ------------
<S>                                         <C>            <C>          <C>          <C>
Net asset value, beginning of period          $10.20         $ 8.96       $ 9.91       $10.00
  
INCOME FROM INVESTMENT OPERATIONS
Net investment income (d)                        .04(c)         .18(c)       .37          .01
Net realized and unrealized gain (loss)
  on investments                                 .26           1.45         (.91)        (.10)
Net increase (decrease) in net asset
  value from operations                          .30           1.63         (.54)        (.09)
  
LESS: DISTRIBUTIONS
Dividends from net investment income            (.23)          (.39)        (.41)          -0-
Net asset value, end of period                $10.27         $10.20       $ 8.96       $ 9.91
  
TOTAL RETURN
Total investment return based on net 
  asset value (a)                               3.02%         18.66%       (5.59)%       (.90)%
  
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period(000's omitted)     $12,934        $10,988       $2,353         $244
Ratio to average net assets of:
  Expenses, net of waivers/reimbursements       2.20%(b)       2.20%        2.20%        2.20%(b)
  Expenses, before waivers/reimbursements       3.99%(b)       5.34%       14.42%      133.62%(b)
  Net investment income, net of waivers/
    reimbursements                               .64%(b)       1.60%        3.53%        2.84%(b)
Portfolio turnover rate                           38%           162%          30%          11%
Average commission rate (e)                   $.0528          $  -0-       $  -0-       $  -0-
</TABLE>


See footnote summary on page 15.


14



                                                   ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

SELECTED DATA FOR A SHARE OF CAPITAL STOCK OUTSTANDING THROUGHOUT EACH PERIOD

<TABLE>
<CAPTION>
                                                                    CLASS C
                                            -----------------------------------------------------
                                             SIX MONTHS                              OCTOBER 27,
                                                ENDED      YEAR ENDED NOVEMBER 30,   1993(F) TO
                                            MAY 31, 1996   ------------------------  NOVEMBER 30,
                                             (UNAUDITED)       1995         1994         1993
                                            -------------  -----------  -----------  ------------
<S>                                         <C>            <C>          <C>          <C>
Net asset value, beginning of period          $10.22         $ 8.97       $ 9.92       $10.00
  
INCOME FROM INVESTMENT OPERATIONS
Net investment income (d)                        .06(c)         .18(c)       .39          .01
Net realized and unrealized gain (loss)
  on investments                                 .23           1.46         (.93)        (.09)
Net increase (decrease) in net asset
  value from operations                          .29           1.64         (.54)        (.08)
  
LESS: DISTRIBUTIONS
Dividends from net investment income            (.23)          (.39)        (.41)          -0-
Net asset value, end of period                $10.28         $10.22       $ 8.97       $ 9.92
  
TOTAL RETURN
Total investment return based on net
  asset value (a)                               2.92%         18.76%       (5.58)%       (.80)%
  
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period(000's omitted)      $4,532         $3,500       $2,651          $18
Ratio to average net assets of:
  Expenses, net of waivers/reimbursements       2.20%(b)       2.20%        2.20%        2.20%(b)
  Expenses, before waivers/reimbursements       4.00%(b)       5.99%       14.42%      148.03%(b)
  Net investment income, net of waivers/
    reimbursements                               .66%(b)       1.88%        3.60%        3.08%(b)
Portfolio turnover rate                           38%           162%          30%          11%
Average commisson rate (e)                    $.0528          $  -0-       $  -0-       $  -0-
</TABLE>


(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 charges are not reflected in the calculation of total investment 
return. Total investment return calculated for period of less than one year is 
not annualized.

(b)  Annualized.

(c)  Based on average shares outstanding.

(d)  Net of fee waived and expenses reimbursed by the Adviser.

(e)  For fiscal years beginning on or after September 1, 1995, a fund is 
required to disclose its average commission rate per share for trades on which 
commissions are charged.

(f)  Commencement of distributions.


15



                                                   ALLIANCE UTILITY INCOME FUND
_______________________________________________________________________________

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

OFFICERS
ANDREW M. ARAN, SENIOR VICE PRESIDENT
ALAN E. LEVI, SENIOR VICE PRESIDENT
THOMAS BARDONG, VICE PRESIDENT
DANIEL V. PANKER, VICE PRESIDENT
EDMUND P. BERGAN, JR., SECRETARY
MARK D. GERSTEN, TREASURER & CHIEF FINANCIAL OFFICER
VINCENT S. NOTO, 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

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

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


(1)  Member of the Audit Committee.

     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.


16



THE ALLIANCE FAMILY OF MUTUAL FUNDS
_______________________________________________________________________________
 
FIXED INCOME
Alliance Bond Fund
    U.S. Government Portfolio
    Corporate Bond Portfolio
Alliance Global Dollar Government Fund
Alliance Global Strategic Income Trust
Alliance Mortgage Securities Income Fund
Alliance Limited Maturity Government Fund
Alliance Multi-Market Strategy Trust
Alliance North American Government Income Trust
Alliance Short-Term Multi-Market Trust
Alliance Short-Term U.S. Government Fund
Alliance World Income Trust

TAX-FREE INCOME
Alliance Municipal Income Fund
    California Portfolio
    Insured California Portfolio
    Insured National Portfolio
    National Portfolio
    New York Portfolio
Alliance Municipal Income Fund II
    Arizona Portfolio
    Florida Portfolio
    Massachusetts Portfolio
    Michigan Portfolio
    Minnesota Portfolio
    New Jersey Portfolio
    Ohio Portfolio
    Pennsylvania Portfolio
    Virginia Portfolio

MONEY MARKET
AFD Exchange Reserves

GROWTH
The Alliance Fund
Alliance Global Small Cap Fund
Alliance Growth Fund
Alliance Premier Growth Fund

GROWTH & INCOME
Alliance Strategic Balanced Fund
Alliance Balanced Shares
Alliance Conservative Investors Fund
Alliance Growth & Income Fund
Alliance Growth Investors Fund
Alliance Income Builder Fund
Alliance Utility Income Fund

AGGRESSIVE GROWTH
Alliance Quasar Fund
Alliance Technology Fund

INTERNATIONAL
Alliance All-Asia Investment Fund
Alliance International Fund
Alliance New Europe Fund
Alliance Worldwide Privatization Fund

CLOSED-END FUNDS
Alliance All-Market Advantage Fund
Alliance Global Environment Fund
ACM Government Income Fund
ACM Government Opportunity Fund
ACM Government Securities Fund
ACM Government Spectrum Fund
ACM Managed Dollar Income Fund
ACM Managed Income Fund
ACM Municipal Securities Income Fund
Alliance World Dollar Government Fund
Alliance World Dollar Government Fund II
The Austria Fund
The Korean Investment Fund
The Spain Fund
The Southern Africa Fund

CASH MANAGEMENT SERVICES
ACM Institutional Reserves
    Government Portfolio
    Prime Portfolio
    Tax-Free Portfolio
    Trust Portfolio
Alliance Capital Reserves
Alliance Government Reserves
Alliance Insured Account
Alliance Money Reserves
Alliance Municipal Trust
    California Portfolio
    Connecticut Portfolio
    Florida Portfolio
    General Portfolio
    New Jersey Portfolio
    New York Portfolio
    Virginia Portfolio
Alliance Treasury Reserves
Alliance Money Market Fund
    Prime Portfolio
    Government Portfolio
    General Municipal Portfolio


17



ALLIANCE UTILITY INCOME FUND
1345 Avenue of the Americas
New York, NY  10105
(800) 221-5672

ALLIANCECAPITAL
INVESTING WITHOUT THE MYSTERY.

THIS REPORT IS INTENDED SOLELY FOR DISTRIBUTION TO CURRENT SHAREHOLDERS 
OF THE FUND. 

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

UIFSR



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