AllianceBernstein Funds
1345 Avenue of the Americas
New York, NY 10105
July 16, 2014
Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attention: Laura Hatch
Re: In the matter of the following SEC Filings:
Fund Fiscal Year End
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AllianceBernstein Cap Fund, Inc. -
AllianceBernstein Dynamic All Market Fund 2/28/2013
AllianceBernstein Corporate Shares -
AllianceBernstein Corporate Income Shares 4/30/2013
AllianceBernstein Corporate Shares -
AllianceBernstein Tax-Aware Real Return Income Shares 4/30/2013
AllianceBernstein Corporate Shares -
AllianceBernstein International Focus Shares 4/30/2013
AllianceBernstein Cap Fund, Inc. -
AllianceBernstein International Discovery Equity Portfolio 6/30/2013
AllianceBernstein Cap Fund, Inc. -
AllianceBernstein Select US Equity Portfolio 6/30/2013
AllianceBernstein Cap Fund, Inc. -
AllianceBernstein Select US Long/Short Portfolio 6/30/2013
The AllianceBernstein Pooling Portfolios -
AllianceBernstein Global Research Growth Portfolio 8/31/2013
The AllianceBernstein Pooling Portfolios -
AllianceBernstein Global Value Portfolio 8/31/2013
AllianceBernstein Bond Fund, Inc. -
AllianceBernstein Limited Duration High Income Portfolio 9/30/2013
AllianceBernstein Income Fund, Inc. 12/31/2013
Dear Ms. Hatch:
Enclosed are responses to the requests made during my phone conversation with
you and other members of AllianceBernstein on June 17, 2014.
We hereby acknowledge that (i) each Fund is responsible for the adequacy and
accuracy of the disclosures in this filing ; (ii) Staff comments or changes to
disclosures in response to Staff comments in the filing reviewed by the Staff do
not foreclose the SEC from taking any action with respect to the filing ; and
(iii) a Fund named in this filing may not assert Staff comments as a defense in
any proceedings initiated by the SEC or any person under the federal securities
laws of the United States.
If you have any questions regarding our response, please do not hesitate to call
me at 914.259.7740.
Sincerely,
/s/ Joseph Mantineo
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Joseph Mantineo
Treasurer and Chief Financial
Officer of each Fund
cc: Larry Cranch, AllianceBernstein L.P.
Phil Kirstein, Senior Officer of the Funds
Mark R. Manley, AllianceBernstein L.P.
Emilie Wrapp, AllianceBernstein L.P.
Stephen Laffey, AllianceBernstein L.P.
Vince Noto, AllianceBernstein L.P
Steve Woetzel, AllianceBernstein L.P.
Phyllis Clarke, AllianceBernstein L.P.
Comment #1:
AllianceBernstein Cap Fund, Inc. - AllianceBernstein International Discovery
Equity Portfolio and AllianceBernstein Select US Equity Portfolio,
AllianceBernstein Bond Fund, Inc. - AllianceBernstein Limited Duration High
Income Portfolio - Form N-1A
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In the current prospectus expense examples, the waiver was included for a period
longer than one year, for Class A and other classes.
Response #1:
With respect to each Portfolio, any misstated information has been corrected in
supplements dated June 12, 2014 or June 13, 2014. In addition, with respect to
AllianceBernstein Select US Equity Portfolio, we note that the current expense
cap is in place for more than one year from the date of the prospectus. The
extended period is captured in the calculation of hypothetical expense examples.
Comment #2:
AllianceBernstein Cap Fund, Inc. - AllianceBernstein Select US Long/Short
Portfolio - Form N-1A
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In the current prospectus expense examples, the information for Class A and
Class I was incorrect.
Response #2:
The misstated information has been corrected within the supplement dated June
12, 2014.
Comment #3:
AllianceBernstein Cap Fund, Inc. - AllianceBernstein Dynamic All Market Fund,
AllianceBernstein Bond Fund, Inc. - AllianceBernstein Limited Duration High
Income Portfolio, AllianceBernstein Corporate Shares - AllianceBernstein
Corporate Income Shares - Form N-CSR
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Please verify that the funds cover the full notional value for credit default
swap sales.
Response #3:
The funds monitor the availability of cash and/or liquid assets to cover the
funds' notional exposure on all credit default swap sales.
Comment #4:
AllianceBernstein Cap Fund, Inc. - AllianceBernstein Dynamic All Market Fund,
AllianceBernstein Bond Fund, Inc. - AllianceBernstein Limited Duration High
Income Portfolio, AllianceBernstein Corporate Shares - AllianceBernstein
Tax-Aware Real Return Income Shares - Form N-CSR
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Please verify that the funds had appropriate segregated assets for total return
swaps.
Response #4:
The funds monitor the availability of cash and/or liquid assets to cover the
funds' unrealized loss exposure on all total return swaps.
Comment #5:
The AllianceBernstein Pooling Portfolios - AllianceBernstein Global Research
Growth Portfolio and AllianceBernstein Global Value Portfolio - EDGAR Database
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The funds are shown as active series on the EDGAR, but the last filed report was
as of August 31, 2008. Please de-activate the funds on EDGAR database.
Response #5:
The Adviser intends to maintain the registration of these Portfolios. For this
purpose, they remain on the EDGAR database and, if subsequently offered, their
registration statements will be updated.
Comment #6:
The AllianceBernstein Pooling Portfolios - AllianceBernstein High Yield
Portfolio - Form N-1A
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The fund's current prospectus states that it may enter
into certain derivatives, but lacks further clarification as to the extent. As
the fund invests significantly in derivatives, consider enhancing the disclosure
in the prospectus.
Response #6:
The Fund believes that the Prospectus disclosure is appropriate but will review
and consider whether any changes are warranted in light of the fund's
investments in derivatives.
Comment #7:
The AllianceBernstein Pooling Portfolios - AllianceBernstien High Yield
Portfolio, AllianceBernstein Income Fund, Inc. - Form N-CSR
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Please advise why certain reverse repurchase agreements show a negative interest
rate or a zero rate?
Response #7:
The Fund understands that in the current low interest rate environment, the
Treasury market has been experiencing settlement problems due to the scarcity of
certain Treasury instruments. As a result, certain reverse repurchase agreement
counterparties have been willing to pay interest or forgo charging a fee if
certain Treasury instruments are used as collateral on reverse repurchase
agreements, enabling them to meet their delivery obligations on transactions
with third parties and avoid the 3% fails charge associated with fail
settlements on those third party transactions.
Comment #8:
AllianceBernstein Income Fund, Inc. - Form N-CSR
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Please advise how the receipt of payment-in-kind (PIK) interest affects the
advisory fee calculation?
Response #8:
All income regardless of the payment method is included in the accrued income
bucket and captured in the gross income calculation for advisory fee purposes.
Comment #9:
AllianceBernstein Corporate Shares - AllianceBernstein International Focus
Shares - EDGAR Database
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The fund is shown as an active series on EDGAR database, but last filing was on
Form N-Q as of January 31, 2012. Please de-activate on EDGAR database.
Response #9:
The Adviser intends to maintain the registration of these Portfolios. For this
purpose, they remain on the EDGAR database and, if subsequently offered, their
registration statements will be updated.