SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-09687
AllianceBernstein Core Opportunities Fund, Inc.
(Exact name of registrant as specified in charter)
AllianceBernstein L.P.
1345 Avenue of the Americas, New York, New York l0105
(Address of Principal Executive Office) (Zip Code)
Registrant's Telephone Number, including Area Code:
(800) 221-5672
EMILIE D. WRAPP
AllianceBernstein L.P.
1345 Avenue of the Americas
New York, New York l0105
(Name and address of agent for service)
Copies of communications to:
Kathleen K. Clarke
Seward & Kissel LLP
901 K Street, N.W.
Washington, D.C. 20001
Date of fiscal year end: November 30
Date of reporting period: July 1, 2011 - June 30, 2012
Item 1. Proxy Voting Record.
******************************* FORM N-PX REPORT *******************************
ICA File Number: 811-09687
Reporting Period: 07/01/2011 - 06/30/2012
AllianceBernstein Core Opportunities Fund, Inc.
=============== AllianceBernstein Core Opportunities Fund, Inc. ================
ACCENTURE PLC
Ticker: CSA Security ID: G1151C101
Meeting Date: FEB 09, 2012 Meeting Type: Annual
Record Date: DEC 12, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Reelect Dina Dublon as a Director For For Management
3 Reelect William D. Green as a Director For For Management
4 Reelect Nobuyuki Idei as a Director For For Management
5 Reelect Marjorie Magner as a Director For For Management
6 Approve Auditors and Authorize Board For For Management
to Fix Their Remuneration
7 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
8 Declassify the Board of Directors For For Management
9 Authorize the Holding of the 2013 AGM For For Management
at a Location Outside Ireland
10 Authorize Open-Market Purchases of For For Management
Class A Ordinary Shares
11 Determine the Price Range at which For For Management
Accenture Plc can Re-issue Shares that
it Acquires as Treasury Stock
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ACE LIMITED
Ticker: ACE Security ID: H0023R105
Meeting Date: JAN 09, 2012 Meeting Type: Special
Record Date: NOV 30, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Dividend Distribution from For For Management
Legal Reserves
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ACE LIMITED
Ticker: ACE Security ID: H0023R105
Meeting Date: MAY 16, 2012 Meeting Type: Annual
Record Date: MAR 30, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Michael G. Atieh as Director For For Management
1.2 Elect Mary A. Cirillo as Director For For Management
1.3 Elect Thomas J. Neff as Director For For Management
2.1 Approve Annual Report For For Management
2.2 Accept Statutory Financial Statements For For Management
2.3 Accept Consolidated Financial For For Management
Statements
3 Approve Allocation of Income and For For Management
Dividends
4 Approve Discharge of Board and Senior For For Management
Management
5 Approve Creation of CHF 4.2 Billion For For Management
Pool of Capital without Preemptive
Rights
6.1 Ratify PricewaterhouseCoopers AG as For For Management
Auditors
6.2 Ratify PricewaterhouseCoopers LLP as For For Management
Independent Registered Public
Accounting Firm as Auditors
6.3 Ratify BDO AG as Special Auditors For For Management
7 Approve Dividend Distribution From For For Management
Legal Reserves Through Reduction in
Share Capital
8 Advisory Vote to ratify Named For For Management
Executive Officers' Compensation
9 Amend Qualified Employee Stock For For Management
Purchase Plan
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ACTIVISION BLIZZARD, INC.
Ticker: ATVI Security ID: 00507V109
Meeting Date: JUN 07, 2012 Meeting Type: Annual
Record Date: APR 09, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Philippe G. H. Capron For For Management
2 Elect Director Robert J. Corti For For Management
3 Elect Director Frederic R. Crepin For For Management
4 Elect Director Lucian Grainge For For Management
5 Elect Director Brian G. Kelly For For Management
6 Elect Director Robert A. Kotick For For Management
7 Elect Director Jean-Bernard Levy For For Management
8 Elect Director Robert J. Morgado For For Management
9 Elect Director Stephane Roussel For For Management
10 Elect Director Richard Sarnoff For For Management
11 Elect Director Regis Turrini For For Management
12 Amend Omnibus Stock Plan For For Management
13 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
14 Ratify Auditors For For Management
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ACTUANT CORPORATION
Ticker: ATU Security ID: 00508X203
Meeting Date: JAN 10, 2012 Meeting Type: Annual
Record Date: NOV 14, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert C. Arzbaecher For For Management
1.2 Elect Director Gurminder S. Bedi For For Management
1.3 Elect Director Gustav H.p. Boel For For Management
1.4 Elect Director Thomas J. Fischer For For Management
1.5 Elect Director William K. Hall For For Management
1.6 Elect Director R. Alan Hunter For For Management
1.7 Elect Director Robert A. Peterson For For Management
1.8 Elect Director Holly A. Van Deursen For For Management
1.9 Elect Director Dennis K. Williams For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
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ADOBE SYSTEMS INCORPORATED
Ticker: ADBE Security ID: 00724F101
Meeting Date: APR 12, 2012 Meeting Type: Annual
Record Date: FEB 15, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Edward W. Barnholt For For Management
2 Elect Director Michael R. Cannon For For Management
3 Elect Director James E. Daley For For Management
4 Elect Director Charles M. Geschke For For Management
5 Elect Director Shantanu Narayen For For Management
6 Amend Omnibus Stock Plan For For Management
7 Ratify Auditors For For Management
8 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
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AMETEK, INC.
Ticker: AME Security ID: 031100100
Meeting Date: MAY 01, 2012 Meeting Type: Annual
Record Date: MAR 16, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James R. Malone For For Management
1.2 Elect Director Elizabeth R. Varet For For Management
1.3 Elect Director Dennis K. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
AMGEN INC.
Ticker: AMGN Security ID: 031162100
Meeting Date: MAY 23, 2012 Meeting Type: Annual
Record Date: MAR 26, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David Baltimore For For Management
2 Elect Director Frank J. Biondi, Jr. For For Management
3 Elect Director Robert A. Bradway For For Management
4 Elect Director Francois De Carbonnel For For Management
5 Elect Director Vance D. Coffman For For Management
6 Elect Director Rebecca M. Henderson For For Management
7 Elect Director Frank C. Herringer For For Management
8 Elect Director Tyler Jacks For For Management
9 Elect Director Gilbert S. Omenn For For Management
10 Elect Director Judith C. Pelham For For Management
11 Elect Director J. Paul Reason For For Management
12 Elect Director Leonard D. Schaeffer For For Management
13 Elect Director Kevin W. Sharer For For Management
14 Elect Director Ronald D. Sugar For For Management
15 Ratify Auditors For For Management
16 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
17 Provide Right to Act by Written Consent For For Management
18 Require Independent Board Chairman Against Against Shareholder
19 Report on Research Animal Care and Against For Shareholder
Promotion of Testing Alternatives
20 Report on Lobbying Payments and Policy Against For Shareholder
21 Limit CEO to Serving on only One Other Against Against Shareholder
Board
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APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: FEB 23, 2012 Meeting Type: Annual
Record Date: DEC 27, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William V. Campbell For For Management
1.2 Elect Director Timothy D. Cook For For Management
1.3 Elect Director Millard S. Drexler For For Management
1.4 Elect Director Al Gore For For Management
1.5 Elect Director Robert A. Iger For For Management
1.6 Elect Director Andrea Jung For For Management
1.7 Elect Director Arthur D. Levinson For For Management
1.8 Elect Director Ronald D. Sugar For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Prepare Conflict of Interest Report Against Against Shareholder
5 Advisory Vote to Ratify Directors' Against Against Shareholder
Compensation
6 Report on Political Contributions Against Against Shareholder
7 Require a Majority Vote for the Against For Shareholder
Election of Directors
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ASPEN TECHNOLOGY, INC.
Ticker: AZPN Security ID: 045327103
Meeting Date: DEC 08, 2011 Meeting Type: Annual
Record Date: OCT 17, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joan C. Mcardle For Withhold Management
1.2 Elect Director Simon J. Orebi Gann For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
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BED BATH & BEYOND INC.
Ticker: BBBY Security ID: 075896100
Meeting Date: JUN 22, 2012 Meeting Type: Annual
Record Date: MAY 04, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Warren Eisenberg For For Management
2 Elect Director Leonard Feinstein For For Management
3 Elect Director Steven H. Temares For For Management
4 Elect Director Dean S. Adler For For Management
5 Elect Director Stanley F. Barshay For For Management
6 Elect Director Klaus Eppler For For Management
7 Elect Director Patrick R. Gaston For For Management
8 Elect Director Jordan Heller For For Management
9 Elect Director Victoria A. Morrison For For Management
10 Ratify Auditors For For Management
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Approve Omnibus Stock Plan For For Management
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CADENCE DESIGN SYSTEMS, INC.
Ticker: CDNS Security ID: 127387108
Meeting Date: MAY 04, 2012 Meeting Type: Annual
Record Date: MAR 06, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Susan L. Bostrom For For Management
2 Elect Director Donald L. Lucas For For Management
3 Elect Director James D. Plummer For For Management
4 Elect Director Alberto For For Management
Sangiovanni-Vincentelli
5 Elect Director George M. Scalise For For Management
6 Elect Director John B. Shoven For For Management
7 Elect Director Roger S. Siboni For For Management
8 Elect Director Lip-Bu Tan For For Management
9 Amend Non-Employee Director Omnibus For For Management
Stock Plan
10 Amend Non-Employee Director Omnibus For For Management
Stock Plan
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Ratify Auditors For For Management
--------------------------------------------------------------------------------
CF INDUSTRIES HOLDINGS, INC.
Ticker: CF Security ID: 125269100
Meeting Date: MAY 10, 2012 Meeting Type: Annual
Record Date: MAR 26, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stephen A. Furbacher For Withhold Management
1.2 Elect Director John D. Johnson For Withhold Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
4 Declassify the Board of Directors Against For Shareholder
5 Require a Majority Vote for the Against For Shareholder
Election of Directors
--------------------------------------------------------------------------------
CHEVRON CORPORATION
Ticker: CVX Security ID: 166764100
Meeting Date: MAY 30, 2012 Meeting Type: Annual
Record Date: APR 04, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Linnet F. Deily For For Management
2 Elect Director Robert E. Denham For For Management
3 Elect Director Chuck Hagel For For Management
4 Elect Director Enrique Hernandez, Jr. For For Management
5 Elect Director George L. Kirkland For For Management
6 Elect Director Charles W. Moorman, IV For For Management
7 Elect Director Kevin W. Sharer For For Management
8 Elect Director John G. Stumpf For For Management
9 Elect Director Ronald D. Sugar For For Management
10 Elect Director Carl Ware For For Management
11 Elect Director John S. Watson For For Management
12 Ratify Auditors For For Management
13 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
14 Remove Exclusive Venue Provision Against Against Shareholder
15 Require Independent Board Chairman Against Against Shareholder
16 Report on Lobbying Payments and Policy Against For Shareholder
17 Adopt Guidelines for Country Selection Against Against Shareholder
18 Report on Hydraulic Fracturing Risks Against For Shareholder
to Company
19 Report on Accident Risk Reduction Against For Shareholder
Efforts
20 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
21 Request Director Nominee with Against For Shareholder
Environmental Qualifications
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COMCAST CORPORATION
Ticker: CMCSA Security ID: 20030N101
Meeting Date: MAY 31, 2012 Meeting Type: Annual
Record Date: MAR 22, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kenneth J. Bacon For For Management
1.2 Elect Director Sheldon M. Bonovitz For For Management
1.3 Elect Director Joseph J. Collins For Withhold Management
1.4 Elect Director J. Michael Cook For For Management
1.5 Elect Director Gerald L. Hassell For Withhold Management
1.6 Elect Director Jeffrey A. Honickman For For Management
1.7 Elect Director Eduardo G. Mestre For For Management
1.8 Elect Director Brian L. Roberts For For Management
1.9 Elect Director Ralph J. Roberts For For Management
1.10 Elect Director Johnathan A. Rodgers For For Management
1.11 Elect Director Judith Rodin For Withhold Management
2 Ratify Auditors For For Management
3 Amend Qualified Employee Stock For For Management
Purchase Plan
4 Amend Nonqualified Employee Stock For For Management
Purchase Plan
5 Restore or Provide for Cumulative Against For Shareholder
Voting
6 Require Independent Board Chairman Against Against Shareholder
7 Stock Retention/Holding Period Against Against Shareholder
8 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
--------------------------------------------------------------------------------
CVS CAREMARK CORPORATION
Ticker: CVS Security ID: 126650100
Meeting Date: MAY 10, 2012 Meeting Type: Annual
Record Date: MAR 13, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director C. David Brown, II For For Management
2 Elect Director David W. Dorman For For Management
3 Elect Director Anne M. Finucane For For Management
4 Elect Director Kristen Gibney Williams For For Management
5 Elect Director Marian L. Heard For For Management
6 Elect Director Larry J. Merlo For For Management
7 Elect Director Jean-Pierre Millon For For Management
8 Elect Director C.A. Lance Piccolo For For Management
9 Elect Director Richard J. Swift For For Management
10 Elect Director Tony L. White For For Management
11 Ratify Auditors For For Management
12 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
13 Provide Right to Act by Written Consent For For Management
14 Report on Political Contributions Against For Shareholder
--------------------------------------------------------------------------------
DIAMOND OFFSHORE DRILLING, INC.
Ticker: DO Security ID: 25271C102
Meeting Date: MAY 22, 2012 Meeting Type: Annual
Record Date: MAR 26, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director James S. Tisch For For Management
2 Elect Director Lawrence R. Dickerson For For Management
3 Elect Director John R. Bolton For For Management
4 Elect Director Charles L. Fabrikant For Against Management
5 Elect Director Paul G. Gaffney, II For For Management
6 Elect Director Edward Grebow For For Management
7 Elect Director Herbert C. Hofmann For For Management
8 Elect Director Clifford M. Sobel For For Management
9 Elect Director Andrew H. Tisch For For Management
10 Elect Director Raymond S. Troubh For For Management
11 Ratify Auditors For For Management
12 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
13 Amend Executive Incentive Bonus Plan For For Management
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DIRECTV
Ticker: DTV Security ID: 25490A101
Meeting Date: MAY 03, 2012 Meeting Type: Annual
Record Date: MAR 09, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Ralph Boyd, Jr. For For Management
2 Elect Director David Dillon For For Management
3 Elect Director Samuel DiPiazza, Jr. For For Management
4 Elect Director Dixon Doll For For Management
5 Elect Director Peter Lund For For Management
6 Elect Director Nancy Newcomb For For Management
7 Elect Director Lorrie Norrington For For Management
8 Ratify Auditors For For Management
9 Eliminate Class of Common Stock For For Management
10 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
11 Pro-rata Vesting of Equity Awards Against Against Shareholder
--------------------------------------------------------------------------------
DOVER CORPORATION
Ticker: DOV Security ID: 260003108
Meeting Date: MAY 03, 2012 Meeting Type: Annual
Record Date: MAR 09, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David H. Benson For For Management
2 Elect Director Robert W. Cremin For For Management
3 Elect Director Jean-Pierre M. Ergas For For Management
4 Elect Director Peter T. Francis For For Management
5 Elect Director Kristiane C. Graham For For Management
6 Elect Director Robert A. Livingston For For Management
7 Elect Director Richard K. Lochridge For For Management
8 Elect Director Bernard G. Rethore For For Management
9 Elect Director Michael B. Stubbs For For Management
10 Elect Director Stephen M. Todd For For Management
11 Elect Director Stephen K. Wagner For For Management
12 Elect Director Mary A. Winston For For Management
13 Approve Omnibus Stock Plan For For Management
14 Ratify Auditors For For Management
15 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
EXXON MOBIL CORPORATION
Ticker: XOM Security ID: 30231G102
Meeting Date: MAY 30, 2012 Meeting Type: Annual
Record Date: APR 04, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director M.J. Boskin For For Management
1.2 Elect Director P. Brabeck-Letmathe For For Management
1.3 Elect Director L.R. Faulkner For For Management
1.4 Elect Director J.S. Fishman For For Management
1.5 Elect Director H.H. Fore For For Management
1.6 Elect Director K.C. Frazier For For Management
1.7 Elect Director W.W. George For For Management
1.8 Elect Director S.J. Palmisano For For Management
1.9 Elect Director S.S. Reinemund For For Management
1.10 Elect Director R.W. Tillerson For For Management
1.11 Elect Director E.E. Whitacre, Jr. For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Require Independent Board Chairman Against Against Shareholder
5 Require a Majority Vote for the Against For Shareholder
Election of Directors
6 Report on Political Contributions Against For Shareholder
7 Amend EEO Policy to Prohibit Against Abstain Shareholder
Discrimination based on Sexual
Orientation and Gender Identity
8 Report on Hydraulic Fracturing Risks Against For Shareholder
to Company
9 Adopt Quantitative GHG Goals for Against For Shareholder
Products and Operations
--------------------------------------------------------------------------------
GARDNER DENVER, INC.
Ticker: GDI Security ID: 365558105
Meeting Date: MAY 01, 2012 Meeting Type: Annual
Record Date: MAR 02, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael C. Arnold For For Management
1.2 Elect Director Barry L. Pennypacker For For Management
1.3 Elect Director Richard L. Thompson For For Management
2 Ratify Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY
Ticker: GE Security ID: 369604103
Meeting Date: APR 25, 2012 Meeting Type: Annual
Record Date: FEB 27, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director W. Geoffrey Beattie For For Management
2 Elect Director James I. Cash, Jr. For For Management
3 Elect Director Ann M. Fudge For For Management
4 Elect Director Susan Hockfield For For Management
5 Elect Director Jeffrey R. Immelt For For Management
6 Elect Director Andrea Jung For For Management
7 Elect Director Alan G. Lafley For For Management
8 Elect Director Robert W. Lane For For Management
9 Elect Director Ralph S. Larsen For For Management
10 Elect Director Rochelle B. Lazarus For For Management
11 Elect Director James J. Mulva For For Management
12 Elect Director Sam Nunn For For Management
13 Elect Director Roger S. Penske For For Management
14 Elect Director Robert J. Swieringa For For Management
15 Elect Director James S. Tisch For For Management
16 Elect Director Douglas A. Warner, III For For Management
17 Ratify Auditors For For Management
18 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
19 Amend Omnibus Stock Plan For For Management
20 Approve Material Terms of Senior For For Management
Officer Performance Goals
21 Provide for Cumulative Voting Against Against Shareholder
22 Phase Out Nuclear Activities Against Against Shareholder
23 Require Independent Board Chairman Against Against Shareholder
24 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
GILEAD SCIENCES, INC.
Ticker: GILD Security ID: 375558103
Meeting Date: MAY 10, 2012 Meeting Type: Annual
Record Date: MAR 14, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John F. Cogan For For Management
1.2 Elect Director Etienne F. Davignon For For Management
1.3 Elect Director James M. Denny For For Management
1.4 Elect Director Carla A. Hills For For Management
1.5 Elect Director Kevin E. Lofton For For Management
1.6 Elect Director John W. Madigan For For Management
1.7 Elect Director John C. Martin For For Management
1.8 Elect Director Gordon E. Moore For For Management
1.9 Elect Director Nicholas G. Moore For For Management
1.10 Elect Director Richard J. Whitley For For Management
1.11 Elect Director Gayle E. Wilson For For Management
1.12 Elect Director Per Wold-Olsen For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Provide Right to Act by Written Consent Against For Shareholder
5 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
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GOOGLE INC.
Ticker: GOOG Security ID: 38259P508
Meeting Date: JUN 21, 2012 Meeting Type: Annual
Record Date: APR 23, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Larry Page For For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Eric E. Schmidt For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director Diane B. Greene For For Management
1.6 Elect Director John L. Hennessy For For Management
1.7 Elect Director Ann Mather For For Management
1.8 Elect Director Paul S. Otellini For For Management
1.9 Elect Director K. Ram Shriram For For Management
1.10 Elect Director Shirley M. Tilghman For For Management
2 Ratify Auditors For For Management
3 Authorize a New Class of Common Stock For Against Management
4 Increase Authorized Common Stock For Against Management
5 Amend Charter to Provide For Class A For For Management
Common Holders to Receive Equal
Consideration as Class B Common
Holders in event of any Merger,
Consolidation or Business Combination
6 Approve Omnibus Stock Plan For Against Management
7 Approve Omnibus Stock Plan For Against Management
8 Adopt Proxy Statement Reporting on Against Against Shareholder
Political Contributions and Advisory
Vote
9 Amend Articles Regarding Arbitration Against Against Shareholder
of Shareholder Lawsuits
10 Approve Recapitalization Plan for all Against For Shareholder
Stock to have One-vote per Share
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HALLIBURTON COMPANY
Ticker: HAL Security ID: 406216101
Meeting Date: MAY 16, 2012 Meeting Type: Annual
Record Date: MAR 19, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Alan M. Bennett For For Management
2 Elect Director James R. Boyd For For Management
3 Elect Director Milton Carroll For For Management
4 Elect Director Nance K. Dicciani For For Management
5 Elect Director Murry S. Gerber For For Management
6 Elect Director S. Malcolm Gillis For For Management
7 Elect Director Abdallah S. Jum'ah For For Management
8 Elect Director David J. Lesar For For Management
9 Elect Director Robert A. Malone For For Management
10 Elect Director J. Landis Martin For For Management
11 Elect Director Debra L. Reed For For Management
12 Ratify Auditors For For Management
13 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
14 Amend Omnibus Stock Plan For For Management
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HARLEY-DAVIDSON, INC.
Ticker: HOG Security ID: 412822108
Meeting Date: APR 28, 2012 Meeting Type: Annual
Record Date: MAR 08, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barry K. Allen For For Management
1.2 Elect Director R. John Anderson For For Management
1.3 Elect Director Richard I. Beattie For For Management
1.4 Elect Director Martha F. Brooks For For Management
1.5 Elect Director George H. Conrades For For Management
1.6 Elect Director Donald A. James For For Management
1.7 Elect Director Sara L. Levinson For For Management
1.8 Elect Director N. Thomas Linebarger For For Management
1.9 Elect Director George L. Miles, Jr. For For Management
1.10 Elect Director James A. Norling For For Management
1.11 Elect Director Keith E. Wandell For For Management
1.12 Elect Director Jochen Zeitz For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
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HSN, INC.
Ticker: HSNI Security ID: 404303109
Meeting Date: MAY 18, 2012 Meeting Type: Annual
Record Date: MAR 22, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Patrick For For Management
Bousquet-Chavanne
1.2 Elect Director Michael C. Boyd For For Management
1.3 Elect Director William Costello For For Management
1.4 Elect Director James M. Follo For For Management
1.5 Elect Director Mindy Grossman For For Management
1.6 Elect Director Stephanie Kugelman For For Management
1.7 Elect Director Arthur C. Martinez For For Management
1.8 Elect Director Thomas J. McInerney For For Management
1.9 Elect Director John B. (Jay) Morse, Jr. For For Management
2 Ratify Auditors For For Management
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INFORMATICA CORPORATION
Ticker: INFA Security ID: 45666Q102
Meeting Date: MAY 31, 2012 Meeting Type: Annual
Record Date: APR 05, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Sohaib Abbasi For For Management
2 Elect Director Geoffrey W. Squire For For Management
3 Amend Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 15, 2012 Meeting Type: Annual
Record Date: MAR 16, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director James A. Bell For For Management
2 Elect Director Crandall C. Bowles For For Management
3 Elect Director Stephen B. Burke For For Management
4 Elect Director David M. Cote For Against Management
5 Elect Director James S. Crown For Against Management
6 Elect Director James Dimon For For Management
7 Elect Director Timothy P. Flynn For For Management
8 Elect Director Ellen V. Futter For Against Management
9 Elect Director Laban P. Jackson, Jr. For For Management
10 Elect Director Lee R. Raymond For For Management
11 Elect Director William C. Weldon For For Management
12 Ratify Auditors For For Management
13 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
14 Affirm Political Non-Partisanship Against Against Shareholder
15 Require Independent Board Chairman Against Against Shareholder
16 Report on Loan Modifications Against Against Shareholder
17 Report on Political Contributions Against For Shareholder
18 Institute Procedures to Prevent Against Against Shareholder
Investments in Companies that
Contribute to Genocide or Crimes
Against Humanity
19 Provide Right to Act by Written Consent Against For Shareholder
20 Stock Retention Against Against Shareholder
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LIBERTY MEDIA CORPORATION
Ticker: LINTA Security ID: 53071M104
Meeting Date: SEP 07, 2011 Meeting Type: Annual
Record Date: JUL 20, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Evan D. Malone For For Management
1.2 Elect Director David E. Rapley For For Management
1.3 Elect Director Larry E. Romrell For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency Three One Year Management
Years
4 Approve Non-Employee Director Omnibus For Against Management
Stock Plan
5 Change Company Name For For Management
6 Ratify Auditors For For Management
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LORILLARD, INC.
Ticker: LO Security ID: 544147101
Meeting Date: MAY 17, 2012 Meeting Type: Annual
Record Date: MAR 28, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert C. Almon For For Management
1.2 Elect Director Kit D. Dietz For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Nonqualified Employee Stock For For Management
Purchase Plan
4 Ratify Auditors For For Management
5 Declassify the Board of Directors None For Shareholder
6 Report on Political Contributions Against For Shareholder
--------------------------------------------------------------------------------
MARVELL TECHNOLOGY GROUP LTD.
Ticker: MRVL Security ID: G5876H105
Meeting Date: JUN 28, 2012 Meeting Type: Annual
Record Date: MAY 01, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Sehat Sutardja For For Management
2 Elect Director Pantas Sutardja For For Management
3 Elect Director Juergen Gromer For For Management
4 Elect Director Arturo Krueger For For Management
5 Elect Director Randhir Thakur For For Management
6 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
7 Approve PricewaterhouseCoopers LLP as For For Management
Auditors and Authorize Board to Fix
Their Remuneration
--------------------------------------------------------------------------------
METLIFE, INC.
Ticker: MET Security ID: 59156R108
Meeting Date: APR 24, 2012 Meeting Type: Annual
Record Date: MAR 01, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director John M. Keane For For Management
1.2 Elect Director Catherine R. Kinney For For Management
1.3 Elect Director Hugh B. Price For For Management
1.4 Elect Director Kenton J. Sicchitano For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
MICROS SYSTEMS, INC.
Ticker: MCRS Security ID: 594901100
Meeting Date: NOV 18, 2011 Meeting Type: Annual
Record Date: SEP 26, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Louis M. Brown, Jr. For For Management
1.2 Elect Director B. Gary Dando For For Management
1.3 Elect Director A.L. Giannopoulos For For Management
1.4 Elect Director F. Suzanne Jenniches For For Management
1.5 Elect Director John G. Puente For For Management
1.6 Elect Director Dwight S. Taylor For For Management
2 Ratify Auditors For For Management
3 Amend Stock Option Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Advisory Vote on Say on Pay Frequency One Year One Year Management
--------------------------------------------------------------------------------
MICROSOFT CORPORATION
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 15, 2011 Meeting Type: Annual
Record Date: SEP 02, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Steven A. Ballmer For For Management
2 Elect Director Dina Dublon For For Management
3 Elect Director William H. Gates, III For For Management
4 Elect Director Raymond V. Gilmartin For For Management
5 Elect Director Reed Hastings For For Management
6 Elect Director Maria M. Klawe For For Management
7 Elect Director David F. Marquardt For For Management
8 Elect Director Charles H. Noski For For Management
9 Elect Director Helmut Panke For For Management
10 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
11 Advisory Vote on Say on Pay Frequency One Year One Year Management
12 Ratify Auditors For For Management
13 Amend Bylaws to Establish a Board Against Against Shareholder
Committee on Environmental
Sustainability
--------------------------------------------------------------------------------
NATIONAL OILWELL VARCO, INC.
Ticker: NOV Security ID: 637071101
Meeting Date: MAY 16, 2012 Meeting Type: Annual
Record Date: MAR 26, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Merrill A. Miller, Jr. For For Management
2 Elect Director Greg L. Armstrong For For Management
3 Elect Director David D. Harrison For For Management
4 Ratify Auditors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Report on Political Contributions Against For Shareholder
--------------------------------------------------------------------------------
NOBLE ENERGY, INC.
Ticker: NBL Security ID: 655044105
Meeting Date: APR 24, 2012 Meeting Type: Annual
Record Date: MAR 06, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Jeffrey L. Berenson For For Management
2 Elect Director Michael A. Cawley For For Management
3 Elect Director Edward F. Cox For For Management
4 Elect Director Charles D. Davidson For For Management
5 Elect Director Thomas J. Edelman For For Management
6 Elect Director Eric P. Grubman For For Management
7 Elect Director Kirby L. Hedrick For For Management
8 Elect Director Scott D. Urban For For Management
9 Elect Director William T. Van Kleef For For Management
10 Ratify Auditors For For Management
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Increase Authorized Common Stock For For Management
--------------------------------------------------------------------------------
ORACLE CORPORATION
Ticker: ORCL Security ID: 68389X105
Meeting Date: OCT 12, 2011 Meeting Type: Annual
Record Date: AUG 15, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey S. Berg For For Management
1.2 Elect Director H. Raymond Bingham For For Management
1.3 Elect Director Michael J. Boskin For For Management
1.4 Elect Director Safra A. Catz For For Management
1.5 Elect Director Bruce R. Chizen For For Management
1.6 Elect Director George H. Conrades For For Management
1.7 Elect Director Lawrence J. Ellison For For Management
1.8 Elect Director Hector Garcia-Molina For For Management
1.9 Elect Director Jeffrey O. Henley For For Management
1.10 Elect Director Mark V. Hurd For For Management
1.11 Elect Director Donald L. Lucas For For Management
1.12 Director Naomi O. Seligman For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency None One Year Management
4 Ratify Auditors For For Management
5 Stock Retention/Holding Period Against Against Shareholder
--------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 09, 2012 Meeting Type: Annual
Record Date: MAR 16, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Harold Brown For For Management
2 Elect Director Mathis Cabiallavetta For For Management
3 Elect DirectorLouis C. Camilleri For For Management
4 Elect DirectorJ. Dudley Fishburn For For Management
5 Elect DirectorJennifer Li For For Management
6 Elect Director Graham Mackay For For Management
7 Elect Director Sergio Marchionne For For Management
8 Elect Director Kalpana Morparia For For Management
9 Elect DirectorLucio A. Noto For For Management
10 Elect DirectorRobert B. Polet For For Management
11 Elect DirectorCarlos Slim Helu For For Management
12 Elect DirectorStephen M. Wolf For For Management
13 Ratify Auditors For For Management
14 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
15 Approve Restricted Stock Plan For For Management
16 Require Independent Board Chairman Against Against Shareholder
17 Establish Ethics Committee to Review Against Against Shareholder
Marketing Activities
--------------------------------------------------------------------------------
RAYTHEON COMPANY
Ticker: RTN Security ID: 755111507
Meeting Date: MAY 31, 2012 Meeting Type: Annual
Record Date: APR 09, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director James E. Cartwright For For Management
2 Elect Director Vernon E. Clark For For Management
3 Elect Director John M. Deutch For For Management
4 Elect Director Stephen J. Hadley For For Management
5 Elect Director Frederic M. Poses For For Management
6 Elect Director Michael C. Ruettgers For For Management
7 Elect Director Ronald L. Skates For For Management
8 Elect Director William R. Spivey For For Management
9 Elect Director Linda G. Stuntz For For Management
10 Elect Director William H. Swanson For For Management
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Ratify Auditors For For Management
13 Stock Retention/Holding Period Against Against Shareholder
14 Submit SERP to Shareholder Vote Against Against Shareholder
15 Provide Right to Act by Written Consent Against For Shareholder
--------------------------------------------------------------------------------
ROPER INDUSTRIES, INC.
Ticker: ROP Security ID: 776696106
Meeting Date: JUN 04, 2012 Meeting Type: Annual
Record Date: APR 13, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert D. Johnson For For Management
1.2 Elect Director Robert E. Knowling, Jr. For For Management
1.3 Elect Director Wilbur J. Prezzano For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
SCRIPPS NETWORKS INTERACTIVE, INC.
Ticker: SNI Security ID: 811065101
Meeting Date: MAY 15, 2012 Meeting Type: Annual
Record Date: MAR 21, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David A. Galloway For For Management
1.2 Elect Director Nicholas B. Paumgarten For For Management
1.3 Elect Director Jeffrey Sagansky For For Management
1.4 Elect Director Ronald W. Tysoe For Withhold Management
--------------------------------------------------------------------------------
ST. JUDE MEDICAL, INC.
Ticker: STJ Security ID: 790849103
Meeting Date: MAY 03, 2012 Meeting Type: Annual
Record Date: MAR 07, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John W. Brown For For Management
2 Elect Director Daniel J. Starks For For Management
3 Amend Qualified Employee Stock For For Management
Purchase Plan
4 Declassify the Board of Directors For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Ratify Auditors For For Management
--------------------------------------------------------------------------------
TEVA PHARMACEUTICAL INDUSTRIES LTD.
Ticker: TEVA Security ID: 881624209
Meeting Date: SEP 19, 2011 Meeting Type: Annual
Record Date: AUG 10, 2011
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Final Dividend For For Management
2.1 Elect Chaim Hurvitz as Director For For Management
2.2 Elect Ory Slonim as Director For For Management
2.3 Elect Dan Suesskind as Director For For Management
3.1 Elect Joseph Nitzani as External For For Management
Director and Approve His Remuneration
3.2 Elect Dafna Schwartz as External For For Management
Director and Approve Her Remuneration
4 Approve Auditors and Authorize Board For For Management
to Fix Their Remuneration
5 Approve Director/Officer Liability and For For Management
Indemnification Insurance
6.1 Amend Remuneration of Vice Chairman For For Management
6.2 Approve Reimbursement of Expenses of For For Management
Board Chairman
--------------------------------------------------------------------------------
THE HERSHEY COMPANY
Ticker: HSY Security ID: 427866108
Meeting Date: MAY 01, 2012 Meeting Type: Annual
Record Date: MAR 05, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director P.M. Arway For For Management
1.2 Elect Director J.P. Bilbrey For For Management
1.3 Elect Director R.F. Cavanaugh For For Management
1.4 Elect Director C.A. Davis For For Management
1.5 Elect Director R.M. Malcolm For For Management
1.6 Elect Director J.M. Mead For For Management
1.7 Elect Director J.E. Nevels For For Management
1.8 Elect Director A.J. Palmer For For Management
1.9 Elect Director T.J. Ridge For For Management
1.10 Elect Director D.L. Shedlarz For For Management
2 Ratify Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
TIBCO SOFTWARE INC.
Ticker: TIBX Security ID: 88632Q103
Meeting Date: APR 26, 2012 Meeting Type: Annual
Record Date: FEB 27, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Vivek Y. Ranadive For For Management
1.2 Elect Director Nanci E. Caldwell For For Management
1.3 Elect Director Eric C.W. Dunn For For Management
1.4 Elect Director Narendra K. Gupta For For Management
1.5 Elect Director Peter J. Job For For Management
1.6 Elect Director Philip K. Wood For For Management
2 Amend Omnibus Stock Plan For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Auditors For For Management
--------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: JUN 04, 2012 Meeting Type: Annual
Record Date: APR 05, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William C. Ballard, Jr. For For Management
2 Elect Director Richard T. Burke For For Management
3 Elect Director Robert J. Darretta For For Management
4 Elect Director Stephen J. Hemsley For For Management
5 Elect Director Michele J. Hooper For For Management
6 Elect Director Rodger A. Lawson For For Management
7 Elect Director Douglas W. Leatherdale For For Management
8 Elect Director Glenn M. Renwick For For Management
9 Elect Director Kenneth I. Shine For For Management
10 Elect Director Gail R. Wilensky For For Management
11 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
12 Ratify Auditors For For Management
13 Report on Lobbying Payments and Policy Against For Shareholder
--------------------------------------------------------------------------------
VALMONT INDUSTRIES, INC.
Ticker: VMI Security ID: 920253101
Meeting Date: APR 24, 2012 Meeting Type: Annual
Record Date: MAR 01, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Glen A. Barton For For Management
1.2 Elect Director Daniel P. Neary For For Management
1.3 Elect Director Kenneth E. Stinson For For Management
1.4 Elect Director Catherine James Paglia For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Auditors For For Management
--------------------------------------------------------------------------------
WELLS FARGO & COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: APR 24, 2012 Meeting Type: Annual
Record Date: FEB 24, 2012
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director John D. Baker, II For For Management
2 Elect Director Elaine L. Chao For For Management
3 Elect Director John S. Chen For For Management
4 Elect Director Lloyd H. Dean For For Management
5 Elect Director Susan E. Engel For For Management
6 Elect Director Enrique Hernandez, Jr. For For Management
7 Elect Director Donald M. James For For Management
8 Elect Director Cynthia H. Milligan For For Management
9 Elect Director Nicholas G. Moore For For Management
10 Elect Director Federico F. Pena For For Management
11 Elect Director Philip J. Quigley For For Management
12 Elect Director Judith M. Runstad For For Management
13 Elect Director Stephen W. Sanger For For Management
14 Elect Director John G. Stumpf For For Management
15 Elect Director Susan G. Swenson For For Management
16 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
17 Ratify Auditors For For Management
18 Require Independent Board Chairman Against Against Shareholder
19 Provide for Cumulative Voting Against Against Shareholder
20 Adopt Proxy Access Right Against Against Shareholder
21 Require Audit Committee Review and Against Against Shareholder
Report on Controls Related to Loans,
Foreclosure and Securitizations
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant: AllianceBernstein Core Opportunities
Fund, Inc.
By: Robert M. Keith*
-----------------------
Chief Executive Officer
Date: August 30, 2012
*By: /s/ Emilie D. Wrapp
-------------------
Emilie D. Wrapp
Secretary
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that the person whose signature
appears below hereby revokes all prior powers granted by the undersigned to the
extent inconsistent herewith and constitutes and appoints Robert M. Keith,
Emilie D. Wrapp, Eric C. Freed, Nancy E. Hay and Stephen J. Laffey and each of
them, to act severally as attorney-in-fact and agent, with power of substitution
and resubstitution, for the undersigned in any and all capacities, solely for
the purpose of signing the respective Registration Statements, and any
amendments thereto, on Form N-1A and any other filings of:
-AllianceBernstein Balanced Shares, Inc.
-AllianceBernstein Blended Style Series, Inc.
-AllianceBernstein Bond Fund, Inc.
-AllianceBernstein Cap Fund, Inc.
-AllianceBernstein Core Opportunities Fund, Inc.
-AllianceBernstein Corporate Shares
-AllianceBernstein Equity Income Fund, Inc.
-AllianceBernstein Exchange Reserves
-AllianceBernstein Fixed-Income Shares, Inc.
-AllianceBernstein Global Bond Fund, Inc.
-AllianceBernstein Global Growth Fund, Inc.
-AllianceBernstein Global Real Estate Investment Fund, Inc.
-AllianceBernstein Global Thematic Growth Fund, Inc.
-AllianceBernstein Greater China '97 Fund, Inc.
-AllianceBernstein Growth and Income Fund, Inc.
-AllianceBernstein High Income Fund, Inc.
-AllianceBernstein Institutional Funds, Inc.
-AllianceBernstein International Growth Fund, Inc.
-AllianceBernstein Large Cap Growth Fund, Inc.
-AllianceBernstein Small/Mid-Cap Growth Fund, Inc.
-AllianceBernstein Municipal Income Fund, Inc.
-AllianceBernstein Municipal Income Fund II
-AllianceBernstein Trust
-AllianceBernstein Unconstrained Bond Fund, Inc.
-AllianceBernstein Variable Products Series Fund, Inc.
-The AllianceBernstein Portfolios
-The AllianceBernstein Pooling Portfolios
-Sanford C. Bernstein Fund II, Inc.
and filing the same, with exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, hereby ratifying and
confirming all that said attorneys-in-fact, or their substitute or substitutes,
may do or cause to be done by virtue hereof.
/s/ Robert M. Keith
--------------------------------
Robert M. Keith
Dated: August 2, 2011