SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 9, 1994
ALLIANCE CAPITAL MANAGEMENT L.P.
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(Exact name of registrant as specified in its charter)
Delaware 13-3434400
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1345 Avenue of the Americas, New York, New York 10105
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(Address of principal executive offices) (Zip Code)
212-969-1000
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(Registrant's telephone number including area code)
Item 1. CHANGES IN CONTROL OF REGISTRANT
Not applicable.
Item 2. ACQUISITION OR DISPOSITION OF ASSETS
Not applicable.
Item 3. BANKRUPTCY OR RECEIVERSHIP
Not applicable.
Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
Not applicable.
Item 5. OTHER EVENTS
On December 9, 1994 Alliance Capital Management L.P. ("Partner-
ship") arranged for the issuance of two letters of credit by a major
money center bank in favor of Alliance Municipal Trust General Portfo-
lio and ACM Institutional Reserves Tax-Free Portfolio (collectively
the "Funds"). The letters of credit authorize the Funds to draw down
up to an aggregate of $31.4 million if the County of Orange, Califor-
nia, fails to pay on July 19, 1995 its 1994-5 Tax and Revenue Antici-
pation Notes, Series A. The letters of credit were issued to assist
the Funds, tax-free money market funds, in maintaining $1.00 per share
net asset values. The Partnership is required to pay the bank, on
demand, all amounts drawn down by the Funds under the letters of
credit.
Item 6. RESIGNATIONS OF REGISTRANT'S DIRECTORS
Not applicable.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired
Not applicable.
(b) Pro Forma Financial Information
Not applicable.
(c) Exhibits
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ALLIANCE CAPITAL MANAGEMENT L.P.
Dated: December 14, 1994 By: Alliance Capital Management Corporation,
General Partner
By: /s/ John D. Carifa
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John D. Carifa
President and Chief Operating Officer