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Securities and Exchange Commission
Washington, D.C. 20549
Rule 24f-2 Notice
for
Alliance Global Dollar Government Fund, Inc.
1345 Avenue of the Americas
New York, New York 10105
under the
Investment Company Act of 1940
File No. 33-72460
(i) Fiscal year for which this Notice is filed:
September 1, 1994 through August 31, 1995
(ii) Number or amount of securities of the same class or series,
if any, which had been registered under the Securities Act of
1933 other than pursuant to Rule 24f-2 under the Investment
Company Act of 1940 (the "Act") but which remained unsold at the
beginning of such fiscal year:
None
(iii) Number or amount of securities, if any, registered during
such fiscal year other than pursuant to Rule 24f-2:
None
(iv) Number or amount of securities sold during such fiscal
year:
6,957,877
(v) Number or amount of securities sold during such fiscal year
in reliance upon Rule 24f-2:
6,957,877*
Exhibit: Opinion of Messrs. Seward & Kissel
_____________________________
* The filing fee of $7,070 is calculated in accordance with
Rule 24f-2(c) of the Act and Section 6(b) of the Securities
Act of 1933 and is based on the following: the actual
aggregate sales price of the 6,957,877 shares sold during
such period in reliance upon Rule 24f-2 was $54,884,795; the
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actual aggregate dollar amount of shares redeemed during the
period was $34,381,862; none of which was previously used for
reduction pursuant to Rule 24e-2(a) in filings made pursuant
to Rule 24e-1 and all of which is being used for reduction
pursuant to this Rule 24f-2 Notice.
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SIGNATURE
Pursuant to the requirements of Rule 24f-2 under the
Investment Company Act of 1940, Alliance Global Dollar
Government Fund, Inc. has duly caused this Rule 24f-2 Notice to
be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of New York and the State of New York, on
the 25th day of October 1995.
Alliance Global Dollar Government
Fund, Inc.
By /s/ Andrew L. Gangolf
Andrew L. Gangolf
Assistant Secretary
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Seward & Kissel
One Battery Park Plaza
New York, N.Y. 10004
Telephone: (212) 574-1200
Facsimile: (212) 480-8421
October 25, 1995
Alliance Global Dollar Government
Fund, Inc.
1345 Avenue of the Americas
New York, New York 10105
Dear Sirs:
We have acted as counsel for Alliance Global Dollar
Government Fund, Inc., a Maryland corporation (the
"Company"), in connection with the Company's Rule 24f-2
Notice to be filed pursuant to Rule 24f-2 under the
Investment Company Act of 1940, as amended, to report the
sale of 6,957,877 shares of common stock of the Company, par
value $.001 per share, during the fiscal year of the Company
ended August 31, 1995, in reliance upon that Rule and
pursuant to the registration of an indefinite number of such
shares under the Securities Act of 1933, as amended.
As counsel for the Company, we have examined and
relied upon such records of the Company and other documents
and certificates as to factual matters as we have deemed to
be necessary to render the opinion set forth below.
Based on that examination we are of the opinion
that the 6,957,877 shares so sold in reliance upon Rule
24f-2 were duly authorized and legally issued and, upon
their issuance, were fully paid and nonassessable shares of
common stock of the Company under the laws of the State of
Maryland.
Our opinion above stated is expressed as members of
the bar of the State of New York.
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We hereby consent to the filing of this opinion
with the Securities and Exchange Commission as an exhibit to
the above-referenced Rule 24f-2 Notice.
Very truly yours,
/s/ Seward & Kissel
00250161.AG5
