ALLIANCE ALL ASIA INVESTMENT FUND INC
N-30D, 1995-07-05
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LETTER TO SHAREHOLDERS                        ALLIANCE ALL-ASIA INVESTMENT FUND

May 30, 1995

Dear Shareholder:
We are pleased to provide the introductory report for shareholders of Alliance 
All-Asia Investment Fund, which commenced operations on November 28, 1994.  The 
Fund seeks to provide long-term capital appreciation from a portfolio investing 
principally in the equity and debt securities of Asian-Pacific companies.

This report presents investment activity and Fund information over the 
relatively short time period from inception last November through the Fund's 
fiscal semi-annual reporting period ended April 30, 1995.  In the table below, 
you will see Alliance All-Asia Investment Fund's total returns compared with 
that of the overall stock markets of the Far East, represented by the unmanaged 
Morgan Stanley Pacific Index (MSCI PI), and the Lipper Pacific Region Funds 
Average, which reflects performance of 75 funds.  These funds have generally 
similar investment objectives to your Fund, although some may have somewhat 
different investment policies.

                                           Six Months Ended April 30, 1995
                                           Total Return         Ending NAV
                                           ------------         ----------
     Alliance All-Asia Investment Fund
       Class A                                 +2.40%             $10.24
       Class B                                 +2.20%             $10.22
       Class C                                 +2.40%             $10.24
     MSCI PI+3.34%
     Lipper Pacific Region
       Funds Average                          -13.20%

The Fund's total returns are based on the net asset values of each class of 
shares as of April 30; additional investment results appear on page 3.
Positive contributors to the Fund's performance were stock selection in Hong 
Kong, Indonesia, Thailand, Malaysia and India.  The negative contribution came 
from underweighted positions in Japan and Australia.  However, the appreciation 
in the Japanese yen more than compensated for the decline in Japanese stocks 
during the January through April 1995 period.

ASIA IS NOT LATIN AMERICA
The Mexican devaluation at the end of 1994 caused a wave of concern in Asia, 
particularly in the countries that have current account deficits such as 
Thailand, the Philippines and Indonesia.  But the markets have recovered since 
then,  given that economic fundamentals in Asia are superior to those of 
Mexico.  Even in the Philippines, the Asian economy with the most similarities 
to Latin American economies, economic growth rates are significantly higher 
than Mexico.  Foreign currency reserves are high and the few current account 
deficits are mainly due to capital goods imports (which generate exports over 
time).

The weakness of the U.S. dollar versus the yen and deutschemark has also been 
partly responsible for some volatility in the region's stock markets.  
Investors were concerned about higher import bills resulting from the soaring 
yen.  We anticipate that this should be offset by enhanced export 
competitiveness of most Asian countries - other than Japan - because their 
currencies are closely linked with the U.S. dollar.  We also expect that 
Japanese overseas direct investment will increase in Asia since the last period 
of sustained yen strength in the late 1980s resulted in considerable outflow of 
investment from Japan to the developing countries of Asia.  The stronger yen 
will also have an impact on debt servicing costs for Asia's borrowers.  
Yen-denominated debt accounted for about 35% of total long-term debt of Asian 
countries in 1992.  Yet much yen debt is on a long-term concessionary basis, 
thus lessening the impact of increased servicing costs.

POSITIVE OUTLOOK BACKED BY STRONG FUNDAMENTALS
Asia's growth continues to remain the fastest in the world.  Asia, excluding 
Japan, should grow by over 7% in 1995 and 1996.  Japan should expand by close 
to 2% in 1996 following the 0.2% growth that we expect in 1995.  Inflation in 
Asia remains far more stable than in other developing countries worldwide, 
however, China and India are still areas where there is inflation concern.

1

Alliance All-Asia Investment Fund

China appears to be bringing down its inflation rate, but with an accompanying 
increase in bad debts as growth slows down.
As a result of the slowdown in the U.S. economy that we expect, U.S. interest 
rates could move lower in the next few months.  Asian interest rates should 
follow as export growth to the U.S. is likely to slow.  Any slowdown in Asian 
country export growth will be welcomed by their central banks as well as the 
equity markets.  While inflation is under control in most countries, central 
banks have been concerned about actual Gross Domestic Product (GDP) growth 
coming pretty close to potential GDP growth.  India is the one country in Asia 
where interest rates still have some room to move higher.

ASIAN STOCK MARKETS APPEAR ATTRACTIVE
Asian stock valuations (excluding Japan) on average are about 14 times 1995 
earnings estimates - slightly below fair value.  Corporate profit growth is 
likely to slow down but should remain in the high teens on average.  As long as 
interest rates remain at or below current levels, double-digit upsides for the 
equity markets are possible.  Japan is expensive on an earnings basis.  But on 
valuations based on price-to-book and price-to-cash flow, the market appears 
reasonably priced.

The Fund's portfolio is overweighted in stocks in Hong Kong, Singapore, the 
Philippines and Indonesia.  We expect to maintain underweighted positions in 
India and Korea in the near term.  China requires more time before it turns 
around the working capital and bad debt problems of its companies.  Premier 
Deng's health has become a much-discussed issue but given the fact that he is 
91 years old we doubt the markets would be very surprised when news emerges on 
this front.  Malaysia is likely to see a speculative rally but we expect the 
deteriorating fundamentals to put a cap on stock market valuations.  We are 
neutral weighted in Malaysia and Thailand and intend to keep Alliance All-Asia 
Investment Fund underweighted in the Japanese market.

On an industry basis the Fund's highest exposure is in consumer and financial 
stocks.  In general this is due to the strong growth prospects and reasonable 
valuations for companies in these industry groups such as Sampoerna in 
Indonesia, Bajaj Auto in India and AMMB Holdings in Malaysia.

Our focus will continue to be on investments based on the attractiveness of 
specific companies tempered with only the most obvious top-down analysis 
considerations.  We expect to hedge currency exposure to the yen as soon as our 
currency models indicate dollar strength.

Thank you for your interest and investment in Alliance All-Asia Investment 
Fund.  We look forward to updating you on its progress later in the year.

Sincerely,


John D. Carifa
Chairman and President


A. Rama Krishna
Senior Vice President and Portfolio Manager


2

INVESTMENT RESULTS                            ALLIANCE ALL-ASIA INVESTMENT FUND

TOTAL RETURN AS OF APRIL 30, 1995

                              CLASS A SHARES
                        --------------------------
                                     WITHOUT                WITH
                                  SALES CHARGE          SALES CHARGE
                                --------------------------------------
 .Since Inception*                     +2.40%               -1.92%

                              CLASS B SHARES
                        --------------------------
                                     WITHOUT                WITH
                                  SALES CHARGE         SALES CHARGE 
                                -------------------------------------
 .Since Inception*                     +2.20%               -1.80%

                              CLASS C SHARES
                        --------------------------
 .Since Inception*                     +2.40%

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

*Inception: 11/28/94.


3

TEN LARGEST HOLDINGS*
APRIL 30, 1995 (UNAUDITED)                    ALLIANCE ALL-ASIA INVESTMENT FUND

                                                                     PERCENT OF
COMPANY                                                  U.S.$VALUE  NET ASSETS
- - ------------------------------------------------------   ----------  -----------
PT HM Sampoerna- Multi-Industry Indonesian 
  company                                                $  164,263       3.2%
Manila Electric Company Series B- Distributes 
  electricity for heat and power                            159,789       3.1
Bajaj Auto, Ltd. (GDR)- Indian auto & related 
  manufacturing company                                     152,280       3.0
Singapore Airlines, Ltd.- Provides air transportation, 
  engine overhauling, simulator training and 
  cabin equipment                                           134,625       2.6
AMMB Holdings Berhad- Subsidiary of Arab 
  Malaysian Merchant Bank Berhad offering banking 
  and financial services                                    108,598       2.1
Singapore Press Holdings- Publishes, prints and 
  distributes newspapers and magazines                      103,337       2.0
Sun Hung Kai Properties, Ltd.- Involved in property 
  management and real estate                                102,106       2.0
Bangkok Bank Co., Ltd.- Provides commercial 
  banking services in Thailand and overseas                  96,768       1.9
Thai Airways International, Ltd.- Operates air 
  transportation services                                    96,483       1.9
Bank of Ayudhya, Ltd.- Provides commercial banking 
  services to customers throughout Thailand                  89,448       1.8
                                                         $1,207,697      23.6%


INDUSTRY DIVERSIFICATION
APRIL 30, 1995 (UNAUDITED)

                                                                      PERCENT OF
                                                          U.S.$VALUE  NET ASSETS
                                                          ----------  ----------
Basic Industries                                           $204,612       4.0%
Capital Goods                                                94,378       1.8
Consumer Manufacturing                                      650,827      12.7
Consumer Services                                           787,497      15.4
Consumer Staples                                            267,878       5.2
Finance                                                     987,418      19.3
Healthcare                                                   35,814       0.7
Multi Industry                                              665,839      13.0
Technology                                                  181,719       3.6
Transportation                                              129,849       2.5
Utilities                                                   397,812       7.8
Total Investments*                                        4,403,643      86.0
Cash and receivables, net of liabilities                    717,149      14.0
Net Assets                                               $5,120,792     100.0%

*Excludes short-term obligations.


4

PORTFOLIO OF INVESTMENTS
APRIL 30, 1995 (UNAUDITED)                    ALLIANCE ALL-ASIA INVESTMENT FUND


COMPANY                                                     SHARES   U.S.$VALUE
- - -------------------------------------------------------------------------------
COMMON STOCKS & OTHER INVESTMENTS-86.0%
AUSTRALIA-2.4%
  Boral, Ltd.                                               24,539    $ 62,291
  Renison Goldfields
    Consolidated, Ltd.                                      18,000      62,188
    rights expiring 5/24/95*                                 4,176          -0-
                                                                       124,479
HONG KONG-18.1%
  Cheung Kong Holdings, Ltd.                                19,000      80,261
  Citic Pacific, Ltd.                                       30,000      74,021
  Dao Heng Bank Group, Ltd.                                 10,000      25,578
  Hong Kong & China Gas Co., Ltd.                           60,000      87,198
  Hong Kong & Shanghai Hotels                               18,500      22,465
  Hopewell Holdings                                        100,000      71,050
  Jardine International Motor Holdings, Ltd.                 8,000       8,164
  New World Development Co., Ltd.                           30,000      77,897
  Orient Telecom & Technology Holdings, Ltd.*              237,000      76,541
  Peregrine Investment Holdings, Ltd.                       60,000      63,170
  Shun Tak Holdings, Ltd.                                   70,000      42,275
  Sun Hung Kai Properties, Ltd.                             16,000     102,106
  Swire Pacific, Ltd. Cl.A                                   6,000      40,111
  Television Broadcasts, Ltd.                               24,000      89,136
  Yizheng Chemical Fibre Co., Ltd.                         200,000      65,883
                                                                       925,856
INDIA-4.0%
  Bajaj Auto, Ltd. (GDR)                                     6,000    $152,280
  Hindalco Industries, Ltd. (GDR)(a)                         2,000      52,000
                                                                       204,280
INDONESIA-5.7%
  PT Astra International                                    19,000      24,250
  PT Indosat                                                20,000      72,100
  PT HM Sampoerna                                           28,000     164,263
  PT Indo-Rama Synthetics                                   10,500      32,210
                                                                       292,823
JAPAN-25.7%
  Asahi Bank, Ltd.                                           2,000      25,701
  Bank of Tokyo, Ltd.                                        1,000      18,086
  Canon, Inc.                                                2,000      33,078
  Chiba Bank                                                 1,000      10,114
  DDI Corp.                                                      4      35,219
  Dai-Ichi Kangyo Bank                                       4,000      81,861
  Dai Nippon Printing Co., Ltd.                              1,000      16,777
  Daiwa Securities Co., Ltd.                                 1,000      12,612
  Fuji Photo Film Co.                                        3,000      73,532
  Heiwa Corp.                                                3,000      79,243
  Hitachi, Ltd.                                              2,000      20,346
  House Food Industry Corp.                                  1,000      20,227
  Kao Corp.                                                  2,000      24,273
  Kirin Brewery Co., Ltd.                                    1,000      11,875
  Kuraray Co., Ltd.                                          4,000      47,546
  Matsushita Electric Industrial Co.                         3,000      50,330
  Matsushita Electric Works                                  2,000      24,035
  Mitsubishi Heavy Industries, Ltd.                          2,000      14,516
  Mitsui Marine & Fire Insurance Co.                         7,000      53,055


5

COMPANY                                                     SHARES   U.S.$VALUE
- - -------------------------------------------------------------------------------
  Mitsui Trust & Banking Co., Ltd.                           5,000     $56,041
  National House Industrial                                  1,000      20,465
  Nikko Securities Co., Ltd.                                 2,000      19,609
  Nintendo Corp., Ltd.                                       1,200      76,959
  Nippon Paper Industries Co.                                1,000       7,770
  Nippon Telegraph & Telephone Corp.                             3      26,522
  Nippon Express Co., Ltd.                                   1,000       9,888
  Nippon Steel Corp.                                         4,000      15,896
  Nippon Electric Glass Co., Ltd.                            1,000      17,729
  Nomura Securities Co., Ltd.                                3,000      60,682
  NTN Corp.                                                  2,000      13,231
  Osaka Gas Co.                                              5,000      20,525
  Rohm Co.                                                   1,000      46,285
  Sanyo Electric Co., Ltd.                                   2,000      11,280
  Sumitomo Bank, Ltd.                                        3,000      64,965
  Takara Shuzo Co.                                           1,000       8,174
  Takeda Chemical Industries                                 1,000      13,326
  Tokyo Electric Power Co., Ltd.                             1,000      32,007
  Tokyo Gas Co., Ltd.                                        8,000      36,552
  Tostem Corp.                                               1,000      36,290
  Toyota Motor Corp.                                         2,000      40,692
  UBE Industries, Ltd.                                       1,000       4,117
  Yamanouchi Pharmaceutical Co., Ltd.                        1,000      22,488
                                                                     1,313,919
MALAYSIA-10.2%
  Aokam Perdana Berhad                                      10,000     $44,912
  AMMB Holdings Berhad                                      11,000     108,598
  Lion Land Berhad                                          60,000      69,188
  Malaysian International Shipping Berhad                   30,000      77,686
  Perusahaan Otomobil Nasional Berhad                       20,000      67,975
  Resorts World Berhad                                      16,000      84,158
  YTL Corp. Berhad                                          15,000      67,975
                                                                       520,492
PHILIPPINES-4.5%
  International Container Terminal Services, Inc.*         131,250      73,057
  Manila Electric Company Series B                          15,000     159,789
                                                                       232,846
SINGAPORE-8.4%
  Fraser & Neave, Ltd.                                       5,000      54,898
  Oversea-Chinese Banking Corp., Ltd.                        5,000      54,538
  Overseas Union Bank, Ltd.                                 14,000      80,875
  Singapore Airlines, Ltd.                                  14,000     134,625
  Singapore Press Holdings                                   6,000     103,337
                                                                       428,273
SOUTH KOREA-1.5%
  Korea Mobile Telecom (GDS)                                 2,700      77,976


6

COMPANY                                                     SHARES   U.S.$VALUE
- - -------------------------------------------------------------------------------
THAILAND-5.5%
  Bangkok Bank Co., Ltd.                                    10,000  $   96,768
  Bank of Ayudhya, Ltd.                                     20,000      89,448
  Thai Airways International, Ltd.                          42,000      96,483
                                                                       282,699
Total Common Stocks & Other Investments
  (cost $4,341,688)                                                  4,403,643


                                                          PRINCIPAL
                                                           AMOUNT
COMPANY                                                     (000)    U.S.$VALUE
- - -------------------------------------------------------------------------------
TIME DEPOSIT-19.5%
  BNP
  5.95%, 5/01/95
  (cost $1,000,000)                                      US $1,000  $1,000,000
TOTAL INVESTMENTS-105.5%
  (cost $5,341,688)                                                  5,403,643
Other assets less liabilities-(5.5%)                                  (282,851)
NET ASSETS-100%                                                     $5,120,792


*    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 April 30,1995
     this security amounted to $52,000 or 1.0% of net assets.

     Glossary of Terms:
     GDR-Global depository receipt
     GDS-Global depository security
     See notes to financial statements.


7

STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1995 (UNAUDITED)                    ALLIANCE ALL-ASIA INVESTMENT FUND

ASSETS
  Investments in securities, at value (cost $5,341,688)             $5,403,643
  Cash, at value (cost $382,749)                                       382,401
  Receivable for investment securities sold                          1,290,672
  Deferred organization expense                                        174,261
  Receivable from investment advisor                                   164,809
  Receivable for capital stock sold                                     48,349
  Dividends and interest receivable                                     14,856
  Total assets                                                       7,478,991
LIABILITIES
  Payable for investment securities purchased                        2,276,122
  Payable for capital stock redeemed                                     3,123
  Distribution fee payable                                               2,915
  Accrued expenses                                                      76,039
  Total liabilities                                                  2,358,199
NET ASSETS                                                          $5,120,792
COMPOSITION OF NET ASSETS
  Capital stock, at par                                                 $5,005
  Additional paid-in capital                                         5,023,552
  Undistributed net investment income                                   47,184
  Accumulated net realized loss on investments and foreign
    currency transactions                                              (18,904)
  Net unrealized appreciation of investments and foreign
    currency denominated assets and liabilities                         63,955
                                                                    $5,120,792
CALCULATION OF MAXIMUM OFFERING PRICE
  CLASS A SHARES
  Net asset value and redemption price per share ($1,916,569/187,137
    shares of capital stock issued and outstanding)                     $10.24
  Sales charge-4.25% of public offering price                              .45
  Maximum offering price                                                $10.69
  CLASS B SHARES
  Net asset value and offering price per share ($3,018,837/295,243
    shares of capital stock issued and outstanding)                     $10.22
  CLASS C SHARES
  Net asset value, redemption and offering price per share
    ($185,386/18,109 shares of capital stock issued and outstanding)    $10.24

See notes to financial statements.


8

STATEMENT OF OPERATIONS
NOVEMBER 28, 1994* TO APRIL 30, 1995 (UNAUDITED)
  ALLIANCE ALL-ASIA INVESTMENT FUND

INVESTMENT INCOME
  Interest                                               $  36,697
  Dividends (net of foreign taxes withheld of $855)         20,376    $ 57,073
    
EXPENSES
  Advisory fee                                              15,722
  Distribution fee-Class A                                   1,774
  Distribution fee-Class B                                   9,291
  Distribution fee-Class C                                     515
  Custodian                                                 40,978
  Audit and legal                                           30,862
  Registration                                              28,321
  Transfer agency                                           17,226
  Amortization of organization expenses                     15,725
  Printing                                                  13,912
  Directors' fees                                           10,125
  Administrative                                             2,358
  Miscellaneous                                              3,258
  Total expenses                                           190,067
  Less expenses waived and assumed by advisor 
    (see Note B)                                          (180,178)
  Net expenses                                                           9,889
  Net investment income                                                 47,184

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY
  Net realized gain on security transactions                            28,741
  Net realized loss on foreign currency transactions                   (47,645)
  Net change in unrealized appreciation of:
    Investments                                                         61,955
    Foreign currency denominated assets and liabilities                  2,000
  Net gain on investments and foreign currency transactions             45,051
NET INCREASE IN NET ASSETS FROM OPERATIONS                             $92,235


*  Commencement of operations
   See notes to financial statements.


9

STATEMENT OF CHANGES IN NET ASSETS
NOVEMBER 28, 1994* TO APRIL 30, 1995 (UNAUDITED)
  ALLIANCE ALL-ASIA INVESTMENT FUND

INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
  Net investment income.                                               $47,184
  Net realized loss on investments and foreign currency transactions   (18,904)
  Net change in unrealized appreciation of investments and foreign
    currency denominatied assets and liabilities                        63,955
  Net increase in net assets from operations                            92,235
CAPITAL STOCK TRANSACTIONS
  Net increase                                                       4,926,557
  Total increase                                                     5,018,792
NET ASSETS
  Beginning of period                                                  102,000
  End of period                                                     $5,120,792


*  Commencement of operations
   See notes to financial statements.


10

NOTES TO FINANCIAL STATEMENTS
APRIL 30, 1995 (UNAUDITED)                    ALLIANCE ALL-ASIA INVESTMENT FUND

NOTE A: SIGNIFICANT ACCOUNTING POLICIES
Alliance All-Asia Investment Fund, Inc. (the 'Fund'), organized as a Maryland 
corporation on September 21, 1994, is registered under the Investment Company 
Act of 1940 as a non-diversified, open-end management investment company. The 
Fund had no operations other than the sale to Alliance Capital Management L.P. 
(the 'Adviser') of 10,000 shares of Class A common stock and 100 shares each of 
Class B and Class C shares, of common stock for the aggregate amount of 
$102,000 on October 18, 1994. Class A, Class B and Class C shares commenced 
operations on November 28, 1994. The Fund offers three classes of shares. Class 
A shares are sold with an initial 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 sold without an initial or 
contingent deferred sales charge. All three classes of shares have identical 
voting, dividend, liquidation and other rights, except that each class bears 
different distribution expenses and has exclusive voting rights with respect to 
its distribution plan. The following is a summary of significant accounting 
policies followed by the Fund.

1. SECURITY VALUATION
Portfolio securities traded on a national securities exchange for which market 
quotations are readily available are valued at the last quoted sales price on 
that exchange prior to the time when assets are valued. Securities listed or 
traded on certain foreign exchanges whose operations are similar to the U.S. 
over-the-counter market are valued at the price within the limits of the latest 
available current bid and asked price deemed best to reflect fair value. 
Securities which mature in 60 days or less are valued at amortized cost which 
approximates market value. Restricted securities are valued at fair value as 
determined by the Board of Directors. In determining fair value, consideration 
is given to cost, operating and other financial data.

2. ORGANIZATION EXPENSES
Organization expenses of approximately $189,986 have been deferred and are 
being amortized on a straight-line basis through October, 1999.

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 realized loss on foreign currency transactions of $47,645 represents 
foreign exchange gains and losses from the holding of foreign currencies, 
exchange gains or losses realized between the trade and settlement dates on 
security transactions, and the difference between the amounts of dividends, 
interest and foreign taxes receivable recorded on the Fund's books and the U.S. 
dollar equivalent of the amounts acutally received or paid. Net currency gains 
and losses from valuing foreign currency denominated assets and liabilities at 
period end exchange rates are reflected as a component of net 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 on short-term securities 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 tax regulations, which may differ from generally accepted 
accounting principles.


11

NOTES TO FINANCIAL STATEMENTS (CONTINUED)     ALLIANCE ALL-ASIA INVESTMENT FUND

NOTE B: ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
Under an investment advisory agreement, the Fund pays its Adviser, Alliance 
Capital Management, L.P., (the 'Adviser'), a fee at an annual rate of 1% of the 
Fund's average daily net assets. Such fee is accrued daily and paid monthly. 
The Adviser has agreed, under the terms of the advisory agreement, to reimburse 
the Fund to the extent that its aggregate expenses (exclusive of interest, 
taxes, brokerage, distribution fee, extraordinary expenses and certain other 
expenses) exceed the limits prescribed by any state in which the Fund's shares 
are qualified for sale. The Fund believes that the most restrictive expense 
ratio limitation currently 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. In addition, the Advisor has voluntarily agreed to bear certain 
expenses incurred in the operations of the Fund and to waive certain fees 
provided for in the advisory agreement to the extent necessary to limit the 
aggregate expenses.

The Fund compensates Alliance Fund Services, Inc. (a wholly-owned subsidiary of 
the Adviser) under a Transfer Agency Agreement for providing personnel and 
facilities to perform transfer agency services for the Fund.
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 $1,829 from the sale of Class A shares and $475 in 
contingent deferred sales charges imposed upon redemptions by shareholders of 
Class B for the period ended April 30, 1995.

Brokerage commissions paid on securities transactions for the period ended 
April 30, 1995, amounted to $40,400, none of which was paid to brokers 
utilizing the services of the Pershing Division of Donaldson, Lufkin & Jenrette 
Securities Corp., an affiliate of the Adviser.

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 
Class A shares and 1% of the average daily net assets attributable to the Class 
B shares. The fees are 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 
$349,468 and $3,881 for Class B and Class C shares respectively; such costs may 
be recovered from the Fund in future periods so long as the Agreement is in 
effect. In accordance with the Agreement, there is no provision for recovery of 
unreimbursed distribution costs, incurred by the Distributor, beyond the 
current fiscal year for Class A shares. The Agreement also provides that the 
Adviser may use its own resources to finance the distribution of the Fund's 
shares.

NOTE D: INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding short-term investments) 
aggregated $5,333,591 and $1,020,644, respectively, for the period ended April 
30, 1995. There were no purchases or sales of U.S. Government and government 
agency obligations for the period ended April 30, 1995. At April 30, 1995, the 
cost of securities for federal income tax purposes was $5,355,417. Accordingly, 
gross unrealized appreciation of investments was $176,482 and gross unrealized 
depreciation was $128,256, resulting in the net unrealized appreciation of 
$48,226.


12

ALLIANCE ALL-ASIA INVESTMENT FUND

NOTE E: CAPITAL STOCK
There are 9,000,000,000 shares of $0.001 par value capital stock authorized, 
divided into three classes, designated Class A, Class B and Class C. Each class 
consists of 3,000,000,000 authorized shares.

Transactions in capital stock were as follows:

                                     SHARES              AMOUNT
                                  --------------      --------------
                                    NOVEMBER 28,       NOVEMBER 28,
                                       1994*              1994*
                                        TO                 TO
                                  APRIL 30, 1995      APRIL 30, 1995
                                    (UNAUDITED)        (UNAUDITED)
                                  --------------      --------------
CLASS A
Shares sold                           208,281          $2,089,368
Shares redeemed                       (31,144)           (311,012)
Net increase                          177,137          $1,778,356
CLASS B
Shares sold                           331,357          $3,331,911
Shares redeemed                       (36,214)           (364,848)
Net increase                          295,143          $2,967,063
CLASS C
Shares sold                            37,741            $379,025
Shares redeemed                       (19,732)           (197,887)
Net increase                           18,009            $181,138


*  Commencement of operations


13

FINANCIAL HIGHLIGHTS                          ALLIANCE ALL-ASIA INVESTMENT FUND

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

                                               CLASS A    CLASS B     CLASS C
                                            ----------- ----------- -----------
                                               NOV. 28,   NOV. 28,    NOV. 28,
                                              1994* TO    1994* TO    1994* TO
                                              APRIL 30,   APRIL 30,    APRIL 30,
                                                1995        1995        1995
                                            (UNAUDITED) (UNAUDITED) (UNAUDITED)
                                            ----------- ----------- -----------
Net asset value, beginning of period         $10.00      $10.00      $10.00
    
INCOME FROM INVESTMENT OPERATIONS
Net investment income                           .11**       .09**       .08**
Net realized and unrealized gain on 
  investments                                   .13         .13         .16
Net increase in net asset value from 
  operations                                    .24         .22         .24
Net asset value, end of period               $10.24      $10.22      $10.24
    
TOTAL RETURN
Total investment return based on net 
  asset value(b)                               2.40%       2.20%       2.40%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000's omitted)    $1,917      $3,019        $185
Ratio to average net assets of:
  Expenses, net of waivers/reimbursements       .19%(a)     .90%(a)     .71%(a)
  Expenses, before waivers/reimbursements     11.71%(a)   12.35%(a)   11.80%(a)
  Net investment income, net of waivers/
    reimbursements                             3.44%(a)    2.73%(a)    2.87%(a)
Portfolio turnover rate                          51%         51%         51%


*    Commencement of operations.
**   Net of fee waived and expenses reimbursed by the Adviser.
(a)  Annualized.
(b)  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 charges 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.


14

ALLIANCE ALL-ASIA INVESTMENT FUND

TRUSTEES
JOHN D. CARIFA, CHAIRMAN AND PRESIDENT
DAVID H. DIEVLER
JOHN H. DOBKIN
W.H. HENDERSON
STIG HOST
RICHARD M. LILLY
ALAN STOGA
JOHN C. WEST
ROBERT C. WHITE

OFFICERS
A. RAMA KRISHNA, SENIOR VICE PRESIDENT
KARAN TREHAN, SENIOR VICE PRESIDENT
THOMAS J. BARDONG, VICE PRESIDENT
NICHOLAS E. CROSSLAND, VICE PRESIDENT
EDMUND P. BERGAN, JR., SECRETARY
MARK D. GERSTEN, TREASURER AND CHIEF FINANCIAL OFFICER
PATRICK J. FARRELL, CONTROLLER

CUSTODIAN
BROWN BROTHERS HARRIMAN & CO.
40 Water Street
Boston, MA 02109

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, NY10004

INDEPENDENT AUDITORS
ERNST & YOUNG LLP
787 Seventh Avenue
New York, NY10019

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

15

BULK RATE
U.S. POSTAGE
PAID
New York, NY
Permit No. 7131
ALLIANCE ALL-ASIA INVESTMENT FUND
1345 Avenue of the Americas
New York, NY  10105
(800) 221-5672

Alliance Capital
Mutual funds without the mystery

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

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

AAISR

ALLIANCE 
ALL-ASIA
INVESTMENT
FUND

  SEMI-ANNUAL 
  REPORT
  APRIL 30, 1995

Alliance
Mutual funds without the mystery



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