UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number: 811-06554
AllianceBernstein Americas Government Income Trust, Inc.
(Exact name of registrant as specified in charter)
1345 Avenue of the Americas, New York, New York 10105
(Address of principal executive offices) (Zip code)
Mark R. Manley.
Alliance Capital Management, L.P.
1345 Avenue of the Americas
New York, New York 10105
(Name and address of agent for service)
Registrant's telephone number, including area code: (800) 221-5672
Date of fiscal year end: September 30, 2003
Date of reporting period: September 30, 2003
ITEM 1. REPORTS TO STOCKHOLDERS.
AllianceBernstein Americas Government Income Trust
Multi-Sector
Fixed Income
Annual Report-September 30, 2003
Investment Products Offered
o Are Not FDIC Insured
o May Lose Value
o Are Not Bank Guaranteed
This shareholder report must be preceded or accompanied by the Fund's
prospectus for individuals who are not current shareholders of the Fund.
You may obtain a description of the Fund's proxy voting policies and
procedures, without charge, upon request by visiting Alliance Capital's web
site at www.investor.alliancecapital.com or on the Securities and Exchange
Commission's web site at http://www.sec.gov, or by calling Alliance Capital at
(800) 227-4618.
AllianceBernstein Investment Research and Management, Inc., the principal
underwriter of the AllianceBernstein mutual funds and an affiliate of Alliance
Capital Management L.P., the manager of the funds, is a member of the NASD.
November 13, 2003
Annual Report
This report provides management's discussion of fund performance for
AllianceBernstein Americas Government Income Trust (the "Fund") for the annual
reporting period ended September 30, 2003.
Investment Objective and Policies
This open-end fund seeks the highest level of current income, consistent with
what we believe to be prudent investment risk that is available from a
portfolio of debt securities issued or guaranteed by the governments of the
United States, Canada or Mexico, their political subdivisions (including
Canadian Provinces but excluding states of the U.S.), agencies,
instrumentalities or authorities.
Investment Results
The following table shows the Fund's performance for the six- and 12-month
periods ended September 30, 2003. For comparison, we have included the Lehman
Brothers (LB) Aggregate Bond Index, a standard measure of the performance of
the overall U.S. bond market. We have also included the performance of the
Fund's benchmark, a composite index consisting of 50% LB Government Bond
Index--a broad measure of the performance of U.S. government bonds--and 50%
J.P. Morgan Emerging Markets Bond Index Plus (JPM EMBI+) Latin Only--composed
of dollar-denominated restructured sovereign bonds of emerging markets in Latin
America.
INVESTMENT RESULTS*
Periods Ended September 30, 2003
Returns
---------------------
6 Months 12 Months
-------- ---------
AllianceBernstein Americas Government Income Trust
Class A 9.62% 19.51%
Class B 9.12% 18.72%
Class C 9.23% 18.82%
Lehman Brothers Aggregate Bond Index 2.35% 5.41%
Lehman Brothers Government Bond Index 1.72% 3.55%
J.P. Morgan Emerging Markets Bond Index Plus Latin Only 15.61% 50.07%
Composite: 50% Lehman Brothers Government Bond Index
and 50% J.P. Morgan EMBI+ Latin Only 8.52% 24.99%
* The Fund's investment results are for the periods shown and are based on
the net asset value (NAV) of each class of shares as of September 30, 2003.
Returns do not reflect the deduction of taxes that a shareholder would pay on
fund distributions or the redemption of
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 1
fund shares. All fees and expenses related to the operation of the Fund have
been deducted, but no adjustment has been made for sales charges that may apply
when shares are purchased or redeemed. Returns for the Fund include the
reinvestment of any distributions paid during each period. Past performance is
no guarantee of future results.
The unmanaged Lehman Brothers (LB) Aggregate Bond Index is composed of the
LB Mortgage-Backed Securities Index, the LB Asset-Backed Securities Index and
the LB Government/Credit Bond Index. The unnmanaged LB Government Bond Index is
composed of the LB U.S. Treasury and Agency Bond Indices, the LB 1-3 Year
Government Index and the LB 20+ Year Treasury Index, and is a broad measure of
the performance of U.S. government bonds. The unmanaged JPM EMBI+ Latin Only is
composed of dollar-denominated restructured sovereign bonds of emerging markets
in Latin America; a large percentage of the index is made up of Brady Bonds.
The Composite is a blend of both the LB Government Bond Index and the JPM EMBI+
Latin Only, with a 50%/50% weighting. An investor cannot invest directly in an
index, and its results are not indicative of any particular investment,
including AllianceBernstein Americas Government Income Trust.
Additional investment results appear on page 6.
For the 12-month period ended September 30, 2003, the Fund outperformed the
Lehman Brothers (LB) Aggregate Bond Index and the Lehman Brothers (LB)
Government Bond Index; however, it underperformed the Fund's custom composite
benchmark. The Fund's exposure to dollar-denominated securities issued by Latin
American governments generated strong absolute returns and helped relative
outperformance compared to the LB Aggregate Bond Index and the LB Government
Bond Index. However, the Fund's relative underweight position in Brazil
attributed to its underperformance compared to the custom composite benchmark.
Additionally, we took advantage of further weakening of the U.S. dollar with
advantageous trades versus the Canadian dollar. The Canadian dollar was one of
the best performing currencies in 2003, rising 20% from the beginning of 2003
from 1.57 C$/U.S.$ to 1.38 C$/U.S.$ by the end of the third quarter. The Fund's
position in U.S. mortgage securities also enhanced performance as the trading
range in interest rates allowed attractive carry.
Market Overview and Investment Strategy
The emerging-debt market benefited from investors' desire for higher yielding
asset classes as high levels of global liquidity encouraged more risk taking.
The emerging market debt class, as represented by the JPM EMBI+, returned a
strong 40.19% for the annual period ended September 30, 2003. Latin countries
outperformed non-Latin countries, posting returns of 50.07% versus 27.75%. All
countries represented within the index posted positive returns. Top performing
countries included Brazil at 108.78%, Ecuador at 87.90%, Nigeria at 63.32%,
Peru at 47.66% and Colombia at 45.60% while Argentina at 27.78%, Venezuela at
27.37%, Panama at 22.18% and Mexico at 19.71% lagged the index. During the
annual period, we increased the
- -------------------------------------------------------------------------------
2 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
Fund's position in Brazil and Peru and decreased its position in Mexico. Brazil
continues to be a focus for investors, and President Lula has been very
successful in pushing forward key reforms. We believe the domestic fiscal and
external balances are in very good condition, and inflation remains well
contained. Peru's economy continues to expand at a strong rate and inflation
remains low and trending downward, resulting in above budget real revenue
increases. We reduced the Fund's Mexico position in the last 3 months of the
reporting period as bond valuations began to exceed interest rate risk.
During the annual period, we increased the Fund's position in Canadian
government securities as we expect economic growth to slow. The Bank of Canada
had slashed interest rates by 50 basis points in the third quarter of 2003,
undoing the rate hikes it enacted in the first half of the year. In addition,
the Canadian economy is struggling to accommodate the 20% appreciation in the
Canadian dollar year-to-date. This appreciation has weakened key pillars that
supported the strong economic performance of the preceding two
years--productivity and the price of labor.
We maintained the Fund's diversification in U.S. government securities with
positions in Federal National Mortgage Association (FNMA) 30-year mortgage
securities and Treasury Inflation Protected Securities (TIPS). We took
advantage of coupon and attractive carry of U.S. mortgage securities while the
Fund's position in TIPS protected it against market volatility.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 3
PERFORMANCE UPDATE
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST CLASS A
GROWTH OF A $10,000 INVESTMENT
9/30/93 - 9/30/03
AllianceBernstein Americas Government Income Trust Class A: $23,496
Lehman Brothers Aggregate Bond Index: $19,526
Composite: $24,057
[THE FOLLOWING DATA WAS REPRESENTED BY A MOUNTAIN CHART IN THE PRINTED MATERIAL]
AllianceBernstein
Americas Government Lehman Brothers
Income Trust Aggregate Bond
Class A Index
Composite----------------------------------------------------------------
9/30/93 10000 10000 10000
9/30/94 9531 9678 9853
9/30/95 8880 11038 10756
9/30/96 10951 11579 13040
9/30/97 13732 12704 15296
9/30/98 13646 14166 15068
9/30/99 15455 14114 16436
9/30/00 17863 15101 18789
9/30/01 19491 17057 19601
9/30/02 19660 18523 18971
9/30/03 23496 19526 24057
This chart illustrates the total value of an assumed $10,000 investment in
AllianceBernstein Americas Government Income Trust Class A shares (from 9/30/93
to 9/30/03) as compared to the performance of an appropriate index and
composite. Returns do not reflect the deduction of taxes that a shareholder
would pay on fund distributions or the redemption of fund shares. The chart
reflects the deduction of the maximum 4.25% sales charge from the initial
$10,000 investment in the Fund and assumes the reinvestment of dividends and
capital gains. Performance for Class B and Class C shares will vary from the
results shown above due to differences in expenses charged to these classes.
Past performance is not indicative of future results, and is not representative
of future gain or loss in capital value or dividend income.
The unmanaged Lehman Brothers (LB) Aggregate Bond Index is composed of the LB
Mortgage-Backed Securities Index, the LB Asset-Backed Securities Index and the
LB Government/Credit Bond Index.
The Composite is a blend of both the LB Government Bond Index and the JPM EMBI+
Latin Only, with a 50%/50% weighting. The LB Government Bond Index is composed
of the LB U.S. Treasury and Agency Bond indices, the LB 1-3 Year Government
Bond Index and the 20+ Year Treasury Index, and is a broad measure of the
performance of U.S. government bonds. The JPM EMBI+ Latin Only is composed of
dollar-denominated restructured sovereign bonds of emerging markets in Latin
America; a large percentage of the index is made up of Brady Bonds.
When comparing AllianceBernstein Americas Government Income Trust to the index
and average shown above, you should note that no sales charges are reflected in
the performance of the index. An investor cannot invest directly in an index,
and its results are not indicative of any particular investment, including
AllianceBernstein Americas Government Income Trust.
- -------------------------------------------------------------------------------
4 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
PORTFOLIO SUMMARY
September 30, 2003
INCEPTION DATES
Class A Shares
3/27/92
Class B Shares
3/27/92
Class C Shares
5/3/93
PORTFOLIO STATISTICS
Net Assets ($mil): $2,051.6
COUNTRY BREAKDOWN
49.4% United States
21.0% Mexico
13.4% Canada
6.6% Brazil
2.3% Colombia
2.1% Panama
1.9% Chile
1.8% Peru
1.5% Other
[PIE CHART OMITTED]
All data as of September 30, 2003. The Fund's country breakdown is expressed as
a percentage of total investments and may vary over time. Other represents less
than 1% weightings in Guatemala, Barbados, Uruguay, Belize and Venezuela.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 5
INVESTMENT RESULTS
AVERAGE ANNUAL RETURNS AS OF SEPTEMBER 30, 2003
Class A Shares
- -------------------------------------------------------------------------------
Without Sales Charge With Sales Charge
1 Year 19.51% 14.48%
5 Years 11.48% 10.50%
10 Years 8.91% 8.44%
SEC Yield* 5.06%
Class B Shares
- -------------------------------------------------------------------------------
Without Sales Charge With Sales Charge
1 Year 18.72% 15.72%
5 Years 10.60% 10.60%
10 Years(a) 8.37% 8.37%
SEC Yield* 4.49%
Class C Shares
- -------------------------------------------------------------------------------
Without Sales Charge With Sales Charge
1 Year 18.82% 17.82%
5 Years 10.68% 10.68%
Since Inception** 8.08% 8.08%
SEC Yield* 4.56%
The Fund's investment results represent average annual returns. Returns do not
reflect the deduction of taxes that a shareholder would pay on fund
distributions or the redemption of fund shares. The returns reflect
reinvestment of dividends and/or capital gains distributions in additional
shares without and with the effect of the 4.25% maximum front-end sales charge
for Class A or applicable contingent deferred sales charge for Class B (3% year
1, 2% year 2, 1% year 3, 0% year 4); and for Class C shares (1% year 1).
Returns for Class A shares do not reflect the imposition of the 1 year, 1%
contingent deferred sales charge for accounts over $1,000,000.
The Fund invests a significant amount of its assets in foreign securities which
may magnify fluctuations due to changes in foreign exchange rates and the
possibility of political and economic uncertainties in foreign countries. These
risks may be magnified for investments in emerging markets. To increase yield,
the Fund can use leverage, a speculative technique which may increase share
price fluctuation. Price fluctuation may be caused by changes in the general
level of interest rates or changes in bond quality ratings. Changes in interest
rates have a greater effect on bonds with longer maturities than on those with
shorter maturities.
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.
* SEC yields are based on SEC guidelines and are calculated on 30 days ended
September 30, 2003.
** Since inception: 3/27/92 Class A and Class B shares; 5/3/93 Class C shares.
(a) Assumes conversion of Class B shares into Class A shares after six years.
- -------------------------------------------------------------------------------
6 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
PORTFOLIO OF INVESTMENTS
September 30, 2003
Principal
Amount
(000) U.S. $ Value
- -------------------------------------------------------------------------------
GOVERNMENT/AGENCY OBLIGATIONS-128.9%
Barbados-0.5%
Government of Barbados
7.25%, 12/15/21(a)
(cost $9,444,637) US$ 10,000 $ 9,850,000
--------------
Belize-0.3%
Government of Belize
9.50%, 8/15/12(b)
(cost $6,652,978) 6,675 6,728,040
--------------
Brazil-8.6%
Federal Republic of Brazil
2.19%, 4/15/12(b) 3,400 2,720,000
8.00%, 4/15/14(b) 19,352 17,780,258
11.00%, 1/11/12(b) 3,500 3,584,000
11.00%, 8/17/40(b) 43,579 41,182,155
11.25%, 7/26/07(b) 2,400 2,596,800
11.50%, 3/12/08(b) 87,000 95,178,000
12.00%, 4/15/10(b) 2,300 2,475,950
14.50%, 10/15/09(b) 8,000 9,612,000
--------------
Total Brazilian Securities
(cost $147,335,458) 175,129,163
--------------
Canada-17.3%
Government of Canada
3.00%, 12/01/05(b) CAD 47,580 35,252,535
6.00%, 6/01/11(b) 23,840 19,544,916
8.00%, 6/01/27(b) 122,975 126,284,079
8.75%, 12/01/05(b) 44,180 36,730,084
10.25%, 3/15/14(b) 126,210 137,057,238
--------------
Total Canadian Securities
(cost $292,636,376) 354,868,852
--------------
Chile-2.4%
Banco Central Chile Peso
8.00%, 9/01/07(b)
(cost $44,432,252) CLP 30,600,000 49,520,363
--------------
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 7
Principal
Amount
(000) U.S. $ Value
- -------------------------------------------------------------------------------
Colombia-3.0%
Republic of Colombia
8.63%, 4/01/08(b) US$ 5,000 $ 5,432,500
10.38%, 1/28/33(b) 20,000 20,900,000
10.50%, 7/09/10(b) 2,850 3,203,400
10.75%, 1/15/13(b) 5,000 5,600,000
11.75%, 2/25/20(b) 23,100 27,119,400
--------------
Total Colombian Securities
(cost $53,990,797) 62,255,300
--------------
Guatemala-0.6%
Republic of Guatemala
10.25%, 11/08/11(a)
(cost $11,039,839) 10,000 11,375,000
--------------
Mexico-27.1%
Mexican Bonos
9.00%, 12/24/09(b) MXP 231,347 22,199,664
9.00%, 12/20/12(b) 1,082,547 102,973,661
9.50%, 3/08/07(b) 1,028,658 102,215,757
10.50%, 7/14/11(b) 2,403,583 248,672,237
13.50%, 3/02/06(b) 749,392 79,200,782
--------------
Total Mexican Securities
(cost $558,606,960) 555,262,101
--------------
Panama-2.7%
Republic of Panama
9.38%, 7/23/12(b) US$ 22,000 24,893,000
9.38%, 4/01/29(b) 2,500 2,850,000
10.75%, 5/15/20(b) 22,750 27,072,500
--------------
Total Panamanian Securities
(cost $49,505,429) 54,815,500
--------------
Peru-2.3%
Republic of Peru
9.13%, 2/21/12(b) 14,635 16,318,025
9.88%, 2/06/15(b) 26,250 30,384,375
--------------
Total Peruvian Securities
(cost $41,314,931) 46,702,400
--------------
- -------------------------------------------------------------------------------
8 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
Principal
Amount
(000) U.S. $ Value
- -------------------------------------------------------------------------------
United States-63.6%
Federal National Mortgage
Association
3.25%, 8/15/08(b) US$ 29,450 $ 29,673,084
Federal National Mortgage
Association 30 Year TBA
6.00%, 10/25/33 250,000 258,047,000
6.50%, 10/25/33 5,000 5,212,500
U.S. Treasury Bonds
8.75%, 5/15/17(b) 50,000 71,878,950
8.75%, 5/15/20(b) 50,000 73,332,050
9.13%, 5/15/18(b) 50,000 74,423,850
12.50%, 8/15/14(b) 90,000 135,393,750
13.25%, 5/15/14(b)(c) 54,000 82,607,364
U.S. Treasury Note
2.00%, 5/15/06(b) 276,000 277,994,652
U.S. Treasury Note (TIPS)
3.63%, 1/15/08(b) 79,679 89,427,284
U.S. Treasury Strips
8.00%, 11/15/21(b) 350,000 135,395,050
8.75%, 5/15/17(b) 140,000 72,399,460
--------------
Total United States Securities
(cost $1,238,558,385) 1,305,784,994
--------------
Uruguay-0.4%
Republic of Uruguay
7.50%, 3/15/15(b)
(cost $8,261,554) 11,085 8,646,300
--------------
Venezuela-0.1%
Republic of Venezuela(a)
10.75%, 9/19/13
(cost $2,721,160) 3,000 2,782,500
--------------
Total Investments-128.9%
(cost $2,464,500,756) 2,643,720,513
Other assets less liabilities-(28.9%) (592,137,996)
--------------
Net Assets-100% $2,051,582,517
==============
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 9
Contracts(d)
(000) U.S. $ Value
- -------------------------------------------------------------------------------
CALL OPTION WRITTEN (see Note D)
Canadian Dollar
expiring Nov '03 @ $1.3455
(premium received $502,744) 65,043 $ (547,600)
--------------
PUT OPTIONS WRITTEN (see Note D)
Mexican Peso
expiring Nov '03 @ $11.00 260,690 (475,583)
Mexican Peso
expiring Nov '03 @ $11.00 519,930 (803,238)
--------------
Total Put Options Written
(premiums received $1,306,607) $ (1,278,821)
--------------
FORWARD EXCHANGE CURRENCY CONTRACTS (see Note D)
U.S. $
Contract Value on U.S. $ Unrealized
Amount Origination Current Appreciation/
(000) Date Value (Depreciation)
- ----------------------------------------------------------------------------------------------------------
Buy Contracts
Canadian Dollar,
settling 10/14/03 89,938 $ 63,988,721 $ 66,554,177 $ 2,565,456
Sale Contracts
Canadian Dollar,
settling 10/14/03 393,428 283,377,815 291,137,733 (7,759,918)
Chilean Peso,
settling 10/22/03 32,505,230 46,041,402 49,181,015 (3,139,613)
Mexican Peso,
settling
10/22/03-11/19/03 4,550,175 414,596,699 411,651,778 2,944,921
FINANCIAL FUTURES CONTRACTS SOLD (see Note D)
Value at
Number of Expiration Original September 30, Unrealized
Type Contracts Month Value 2003 Depreciation
- -------------------------------------------------------------------------------------------------------------------------------
U.S. Treasury
Note 10 Yr December
Futures 100 2003 $ 10,903,451 $ 11,462,500 $ (559,049)
U.S. Treasury
Note 10 Yr December
Futures 299 2003 33,130,602 34,272,875 (1,142,273)
U.S. Treasury
Note 10 Yr December
Futures 101 2003 11,275,588 11,577,125 (301,537)
------------
$ (2,002,859)
============
- -------------------------------------------------------------------------------
10 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
CREDIT DEFAULT SWAP CONTRACT (see Note D)
Swap
Counterparty Notional
& Referenced Amount Termination Unrealized
Obligation (000) Interest Rate Date Appreciation
- ----------------------------------------------------------------------------------------------------------
J.P. Morgan Chase
Federative
Republic
of Brazil
8.00%,
4/15/14 17,000 9.34% 9/20/13 $ 1,523,200
(a) Security is exempt from registration under Rule 144A of the Securities Act
of 1933. These securities may be resold in transactions exempt from
registration, normally to qualified institutional buyers. At September 30,
2003, the aggregate market value of these securities amounted to $24,007,500
or 1.2% net assets.
(b) Positions, or a portions thereof, with an aggregate market value of
$1,686,391,891 have been segregated to collateralize forward exchange currency
contracts.
(c) Position, or a portion thereof, with an aggregate market value of $786,326
have been segregated as collateral for the futures transactions outstanding at
September 30, 2003.
(d) One contract relates to principal amount of $1.
Glossary of terms:
TBA - (To Be Assigned)-Securities are purchased on a forward commitment
with an appropriate principal amount (generally +/-1.0%) and no
definite maturity date. The actual principal amount and maturity
date will be determined upon settlement when the specific mortgage
pools are assigned.
TIPS - Treasury Inflation Protected Security
Currency Abbreviations:
CAD - Canadian Dollar
CLP - Chilean Peso
MXP - Mexican Peso
US$ - United States Dollar
See notes to financial statements.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 11
STATEMENT OF ASSETS & LIABILITIES
September 30, 2003
Assets
Investments in securities, at value (cost $2,464,500,756) $2,643,720,513
Cash 4,292,557
Interest receivable 32,628,118
Receivable for capital stock sold 11,755,721
Unrealized appreciation on forward exchange
currency contracts 5,510,377
Unrealized appreciation on swap contracts 1,523,200
Receivable for investment securities sold 550,345
--------------
Total assets 2,699,980,831
--------------
Liabilities
Outstanding options written, at value
(premiums received $1,809,351) 1,826,421
Loan payable 250,000,000
Payable for investment securities purchased 366,119,242
Payable for capital stock redeemed 12,370,297
Unrealized depreciation on forward exchange
currency contracts 10,899,531
Dividends payable 3,953,420
Advisory fee payable 1,216,767
Payable for variation margin on futures contracts 562,500
Distribution fee payable 251,305
Loan interest payable 177,778
Accrued expenses and other liabilities 1,021,053
--------------
Total liabilities 648,398,314
--------------
Net Assets $2,051,582,517
==============
Composition of Net Assets
Capital stock, at par $271,848
Additional paid-in capital 2,182,491,762
Distributions in excess of net investment income (30,507,838)
Accumulated net realized loss on investments and
foreign currency transactions (274,080,623)
Net unrealized appreciation of investments and foreign
currency denominated assets and liabilities 173,407,368
--------------
$2,051,582,517
==============
Calculation of Maximum Offering Price
Class A Shares
Net asset value and redemption price per share
($1,060,243,921/140,557,189 shares of capital stock
issued and outstanding) $7.54
Sales charge--4.25% of public offering price .33
-----
Maximum offering price $7.87
=====
Class B Shares
Net asset value and offering price per share
($696,043,392/92,263,205 shares of capital stock
issued and outstanding) $7.54
=====
Class C Shares
Net asset value and offering price per share
($295,295,204/39,027,316 shares of capital stock
issued and outstanding) $7.57
=====
See notes to financial statements.
- -------------------------------------------------------------------------------
12 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
STATEMENT OF OPERATIONS
Year Ended September 30, 2003
December 1, 2002
to Year Ended
September 30, November 30,
2003* 2002
============= =============
Investment Income
Interest (net of foreign taxes withheld
of $69,577 and $0, respectively) $ 150,354,156 $ 201,936,112
Expenses
Advisory fee 12,479,605 15,092,115
Distribution fee--Class A 2,548,209 2,896,581
Distribution fee--Class B 6,191,084 8,125,519
Distribution fee--Class C 2,432,087 2,931,002
Transfer agency 2,185,091 3,002,448(a)
Custodian 1,189,010 1,249,287
Printing 272,822 795,363
Audit and legal 206,547 113,511
Administrative 117,510 144,535
Registration 95,254 80,856
Directors' fees 17,385 23,807
Miscellaneous 54,801 22,137
------------- -------------
Total expenses before interest 27,789,405 34,477,161
Interest expense 3,920,832 5,879,635
------------- -------------
Total expenses 31,710,237 40,356,796
Less: expense offset arrangement
(see Note B) (764) (8,464)(a)
------------- -------------
Net expenses 31,709,473 40,348,332
------------- -------------
Net investment income 118,644,683 161,587,780
------------- -------------
Realized and Unrealized Gain (Loss)
on Investment and Foreign Currency
Transactions
Net realized gain (loss) on:
Investment transactions 56,602,754 8,629,278
Written options 1,424,401 1,969,988
Futures contracts 2,853,499 -0-
Foreign currency transactions (24,080,303) (1,401,459)
Net change in unrealized
appreciation/depreciation of:
Investments 160,712,085 (47,506,710)
Written options (209,871) 192,801
Futures contracts (2,002,859) -0-
Swap contracts 1,523,200 -0-
Foreign currency denominated assets
and liabilities 9,689,131 301,887
------------- -------------
Net gain (loss) on investment and foreign
currency transactions 206,512,037 (37,814,215)
------------- -------------
Net Increase in Net Assets from
Operations $ 325,156,720 $ 123,773,565
============= =============
* The Fund changed its fiscal year end from November 30 to September 30.
(a) Amounts have been reclassified to conform to the current period's
presentation.
See notes to financial statements.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 13
STATEMENT OF CHANGES IN NET ASSETS
December 1, 2002 Year Ended Year Ended
to September 30, November 30, November 30,
2003* 2002 2001
============== ============= =============
Increase (Decrease)
in Net Assets from
Operations
Net investment
income $ 118,644,683 $ 161,587,780 $ 217,637,467
Net realized gain (loss)
on investment and
foreign currency
transactions 36,800,351 9,197,807 (207,886,563)
Net change in unrealized
appreciation/
depreciation of
investments and
foreign currency
denominated
assets and
liabilities 169,711,686 (47,012,022) 41,150,659
-------------- -------------- --------------
Net increase in
net assets from
operations 325,156,720 123,773,565 50,901,563
Dividends and
Distributions to
Shareholders from
Net investment income
Class A (68,308,663) (83,785,147) (101,845,498)
Class B (45,712,602) (65,273,295) (84,257,201)
Class C (17,895,460) (23,442,285) (28,104,926)
Tax return of capital
Class A -0- (8,313,030) -0-
Class B -0- (6,476,314) -0-
Class C -0- (2,325,907) -0-
Capital Stock
Transactions
Net increase
(decrease) (106,754,724) (178,108,502) 299,242,955
-------------- -------------- --------------
Total increase
(decrease) 86,485,271 (243,950,915) 135,936,893
Net Assets
Beginning of period 1,965,097,246 2,209,048,161 2,073,111,268
-------------- -------------- --------------
End of period $2,051,582,517 $1,965,097,246 $2,209,048,161
============== ============== ==============
* The Fund changed its fiscal year end from November 30 to September 30.
See notes to financial statements.
- -------------------------------------------------------------------------------
14 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
STATEMENT OF CASH FLOWS
Ten Months Ended September 30, 2003
Increase (Decrease) in Cash from:
Operating Activities:
Interest received $ 149,768,892
Interest paid (5,202,082)
Operating expenses paid (27,542,766)
-------------
Net increase in cash from operating
activities $ 117,024,044
Investing Activities:
Purchases of long-term portfolio
investments (3,915,730,887)
Proceeds from disposition of long-term
portfolio investments 3,942,797,124
Proceeds from sale of short-term portfolio
investments, net 87,500,000
Variation margin on futures contracts 562,500
-------------
Net increase in cash from investing
activities 115,128,737
Financing Activities*:
Redemptions of capital stock, net (106,297,839)
Cash dividends paid (76,804,723)
-------------
Net decrease in cash from financing
activities (183,102,562)
Effect of exchange rate on cash (61,674,015)
-------------
Net decrease in cash (12,623,796)
Cash at beginning of period 16,916,353
-------------
Cash at end of period $ 4,292,557
=============
- ------------------------------------------------------------------------------
Reconciliation of Net Increase in Net
Assets from Operations to Net Increase
in Cash from Operating Activities:
Net increase in net assets from
operations $325,156,720
Adjustments:
Decrease in interest receivable $ 2,211,559
Net realized gain on investment
transactions (56,602,754)
Net realized gain on written options (1,424,401)
Net realized gain on futures contracts (2,853,499)
Net realized loss on foreign currency
transactions 24,080,303
Net change in unrealized
appreciation/depreciation of
investments and foreign currency
denominated assets and liabilities (169,711,686)
Accretion of bond discount and
amortization of bond premium (2,796,823)
Increase in interest payable 245,875
Decrease in accrued expenses and other
liabilities (1,281,250)
-------------
(208,132,676)
-------------
Net increase in cash from operating
activities $ 117,024,044
=============
* Non-cash financing activities not included herein consist of reinvestment of
dividends.
See notes to financial statements.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 15
NOTES TO FINANCIAL STATEMENTS
September 30, 2003
NOTE A
Significant Accounting Policies
AllianceBernstein Americas Government Income Trust, Inc. (the "Fund"), formerly
Alliance Americas Government Income Trust, Inc. was incorporated in the State
of Maryland on February 3, 1992 as a non-diversified, open-end management
investment company. The Fund offers Class A, Class B and Class C shares. Class
A shares are sold with a front-end sales charge of up to 4.25% for purchases
not exceeding $1,000,000. With respect to purchases of $1,000,000 or more,
Class A shares redeemed within one year of purchase may be subject to a
contingent deferred sales charge of 1%. Class B shares are sold with a
contingent deferred sales charge which declines from 3% to zero depending on
the period of time the shares are held. Class B shares will automatically
convert to Class A shares six years after the end of the calendar month of
purchase. Class C shares are subject to a contingent deferred sales charge of
1% on redemptions made within the first year after purchase. All three classes
of shares have identical voting, dividend, liquidation and other rights with
respect to its distribution plan. The financial statements have been prepared
in conformity with accounting principles generally accepted in the United
States, which require management to make certain estimates and assumptions that
affect the reported amounts of assets and liabilities in the financial
statements and amounts of income and expenses during the reporting period.
Actual results could differ from those estimates. Additional information about
some of the items discussed in these Notes to Financial Statements is contained
in the Fund's Statement of Additional Information, which is available upon
request. The following is a summary of significant accounting policies followed
by the Fund.
1. Security Valuation
In accordance with Pricing Policies adopted by the Board of Directors of the
Fund (the "Pricing Policies") and applicable law, portfolio securities are
valued at current market value or at fair value. The Board of Directors has
delegated to the Adviser, subject to the Board's continuing oversight, certain
responsibilities with respect to the implementation of the Pricing Policies.
Pursuant to the Pricing Policies, securities for which market quotations are
readily available are valued at their current market value. In general, the
market value of these securities is determined as follows:
Securities listed on a national securities exchange or on a foreign securities
exchange are valued at the last sale price at the close of the exchange or
foreign securities exchange. If there has been no sale on such day, the
securities are valued at the mean of the closing bid and asked prices on such
day. If no bid or asked prices are quoted on such day, then the security is
valued in good faith at fair value in accordance with the Pricing Policies.
Securities listed on more than one exchange are valued by reference to the
principal exchange on which the securities are traded; securities not listed on
an exchange but traded on The Nasdaq Stock Market, Inc. ("NASDAQ") are valued
in accordance with the
- -------------------------------------------------------------------------------
16 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
NASDAQ Official Closing Price; listed put or call options are valued at the
last sale price. If there has been no sale on that day, such securities will be
valued at the closing bid prices on that day; open futures contracts and
options thereon are valued using the closing settlement price or, in the
absence of such a price, the most recent quoted bid price. If there are no
quotations available for the day of valuations, the last available closing
settlement price is used; securities traded in the over-the-counter market,
(but excluding securities traded on NASDAQ) are valued at the mean of the
current bid and asked prices as reported by the National Quotation Bureau or
other comparable sources; U.S. Government securities and other debt instruments
having 60 days or less remaining until maturity are valued at amortized cost if
their original maturity was 60 days or less, or by amortizing their fair value
as of the 61st day prior to maturity if their original term to maturity
exceeded 60 days; fixed-income securities, including mortgage backed and asset
backed securities, may be valued on the basis of prices provided by a pricing
service or at a price obtained from one or more of the major broker/dealers. In
cases where broker/dealer quotes are obtained, the Pricing Policies provide
that the Adviser may establish procedures whereby changes in market yields or
spreads are used to adjust, on a daily basis, a recently obtained quoted price
on a security; and OTC and other derivatives are valued on the basis of a
quoted bid price or spread from a major broker/dealer in such security.
Securities for which market quotations are not readily available are valued at
fair value in accordance with the Pricing Policies.
2. Currency Translation
Asset 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 prices of such currencies against the U.S.
dollar. Purchases and sales of portfolio securities are translated into U.S.
dollars at the rates of exchange prevailing when such securities were acquired
or sold. Income and expenses are translated into U.S. dollars at the rates of
exchange prevailing when accrued.
Net realized gain or loss on foreign currency transactions represents foreign
exchange gains and losses from sales and maturities of foreign fixed income
investments, foreign currency exchange contracts, holding of foreign
currencies, currency gains or losses realized between the trade and settlement
dates on foreign investment transactions, and the difference between the
amounts of dividends, interest and foreign withholding taxes recorded on the
Fund's books and the U.S. dollar equivalent amounts actually received or paid.
Net unrealized 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 or depreciation of investments
and foreign currency denominated assets and liabilities.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 17
3. 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 any, to
shareholders. Therefore, no provisions for federal income or excise taxes are
required.
4. Investment Income and Investment Transactions
Interest income is accrued daily. Investment transactions are accounted for on
the date securities are purchased or sold. Investment gains and losses are
determined on the identified cost basis. The Fund accretes discounts as
adjustments to interest income. Additionally, the Fund amortizes premium on
debt securities as adjustments to interest income for financial reporting
purposes only.
5. Income and Expenses
All income earned and expenses incurred by the Fund are borne on a pro-rata
basis by each settled class of shares, based on the proportionate interest in
the Fund represented by the shares of such class, except that the Fund's Class
B and Class C shares bear higher distribution and transfer agent fees than
Class A shares.
6. Dividends and Distributions
Dividends and distributions to shareholders are recorded on the ex-dividend
date. Income and capital gains distributions are determined in accordance with
federal tax regulations and may differ from those determined in accordance with
accounting principles generally accepted in the United States. To the extent
these differences are permanent, such amounts are reclassified within the
capital accounts based on their federal tax basis treatment; temporary
differences do not require such reclassification.
7. Repurchase Agreements
It is the Fund's policy that its custodian or designated subcustodian take
control of securities as collateral under repurchase agreements and to
determine on a daily basis that the value of such securities are sufficient to
cover the value of the repurchase agreements. If the seller defaults and the
value of the collateral declines, or if bankruptcy proceedings are commenced
with respect to seller of the security, realization of collateral by the Fund
may be delayed or limited.
8. Change of Fiscal Year End
The Fund changed its fiscal year end from November 30 to September 30.
Accordingly, the statement of operations, the statement of changes in net
assets and financial highlights reflect the period from December 1, 2002 to
September 30, 2003.
- -------------------------------------------------------------------------------
18 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
NOTE B
Advisory Fee and Other Transactions with Affiliates
Under the terms of an investment advisory agreement, the Fund pays Alliance
Capital Management L.P. (the "Adviser") an advisory fee at an annual rate of
..65 of 1% of the average adjusted daily net assets of the Fund. Such fee is
accrued daily and paid monthly.
Pursuant to the advisory agreement, the Adviser provides certain legal and
accounting services for the Fund. For the period ended September 30, 2003 and
the year ended November 30, 2002, such fees amounted to $117,510 and $144,535,
respectively.
The Fund compensates Alliance Global Investor Services, Inc. (AGIS), 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. Such compensation amounted to $1,268,424 and $1,597,340, respectively,
for the period ended September 30, 2003 and the year ended November 30, 2002.
For the period ended September 30, 2003 and the year ended November 30, 2002,
the Fund's expenses were reduced by $764 and $8,464, respectively, under an
expense offset arrangement with AGIS.
AllianceBernstein Investment Research and Management, Inc., (the
"Distributor"), formerly AllianceFund Distributors, Inc., a wholly-owned
subsidiary of the Adviser, serves as the distributor of the Fund's shares. The
Distributor has advised the Fund that it has retained front-end sales charges
of $112,890 and $2,078,938 from the sales of Class A shares and received
$35,926 and $65,938, $1,014,960 and $1,773,960 and $43,018 and $126,305,
respectively, in contingent deferred sales charges imposed upon redemptions by
shareholders of Class A, Class B and Class C shares for the period ended
September 30, 2003 and the year ended November 30, 2002.
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 distribution and servicing fees 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 and Class C shares. Such fee is 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 advised the Fund that it has incurred expenses
in excess of the distribution costs reimbursed by the Fund in the amount of
$35,134,845 and $7,355,416 for Class B and Class C shares, respectively. Such
costs may be recovered from the Fund in future periods
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 19
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 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)
for the period ended September 30, 2003, were as follows:
Purchases Sales
============= =============
Investment securities (excluding
U.S. government securities) $734,661,095 $778,615,818
U.S. government securities 622,297,453 546,602,763
The cost of investments for federal income tax purposes, gross unrealized
appreciation and unrealized depreciation (excluding foreign currency contracts,
options written, futures and swap contracts) are as follows:
Cost $2,484,293,986
--------------
Gross unrealized appreciation $ 191,063,015
Gross unrealized depreciation (31,636,488)
--------------
Net unrealized appreciation $ 159,426,527
==============
1. Financial Futures Contracts
The Fund may buy or sell financial futures contracts for the purpose of hedging
its portfolio against adverse affects of anticipated movements in the market.
The Fund bears the market risk that arises from changes in the value of these
financial instruments and the imperfect correlation between movements in the
price of the future contracts and movements in the price of the securities
hedged or used for cover.
At the time the Fund enters into a futures contract, the Fund deposits and
maintains as collateral an initial margin as required by the exchange on which
the transaction is effected. Pursuant to the contract, the Fund agrees to
receive from or pay to the broker an amount of cash equal to the daily
fluctuation in the value of the contract. Such receipts or payments are known
as variation margin and are recorded by the Fund as unrealized gains or losses.
Risks may arise from the potential inability of a counterparty to meet the
terms of the contract. When the contract is closed, the Fund records a realized
gain or loss equal to the difference between the value of the contract at the
time it was opened and the time it was closed.
- -------------------------------------------------------------------------------
20 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
2. Forward Exchange Currency Contracts
The Fund may enter into forward exchange currency contracts in order to hedge
its exposure to changes in foreign currency exchange rates on its foreign
portfolio holdings, to hedge certain firm purchase and sales commitments
denominated in foreign currencies and for investment purposes. A forward
exchange currency contract is a commitment to purchase or sell a foreign
currency on a future date at a negotiated forward rate. The gain or loss
arising from the difference between the original contract and the closing of
such contract would be included in net realized gain or loss on foreign
currency transactions.
Fluctuations in the value of open forward exchange currency contracts are
recorded for financial reporting purposes as unrealized appreciation and
depreciation by the Fund.
The Fund's custodian will place and maintain cash not available for investment
or other liquid assets in a separate account of the Fund having a value at
least equal to the aggregate amount of the Fund's commitments under forward
exchange currency contracts entered into with respect to position hedges.
Risks may arise from the potential inability of the counterparty to meet the
terms of a contract and from unanticipated movements in the value of a foreign
currency relative to the U.S. dollar. The face or contract amount, in U.S.
dollars, reflects the total exposure the Fund has in that particular currency
contract.
3. Option Transactions
For hedging and investment purposes, the Fund may purchase and write (sell) put
and call options on U.S. and foreign government securities and foreign
currencies that are traded on U.S. and foreign securities exchanges and
over-the-counter markets.
The risk associated with purchasing an option is that the Fund pays a premium
whether or not the option is exercised. Additionally, the Fund bears the risk
of loss of premium and change in market value should the counterparty not
perform under the contract. Put and call options purchased are accounted for in
the same manner as portfolio securities. The cost of securities acquired
through the exercise of call options is increased by premiums paid. The
proceeds from securities sold through the exercise of put options are decreased
by the premiums paid.
When the Fund writes an option, the premium received by the Fund is recorded as
a liability and is subsequently adjusted to the current market value of the
option written. Premiums received from written options which expire unexercised
are recorded by the Fund on the expiration date as realized gains from options
written. The difference between the premium received and the amount paid on
effecting a closing purchase transaction, including brokerage commissions, is
also treated as a realized gain, or if the premium received is less than the
amount paid for the closing purchase transaction, as a realized loss. If a call
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 21
option is exercised, the premium received is added to the proceeds from the
sale of the underlying security or currency in determining whether the Fund has
realized a gain or loss. If a put option is exercised, the premium received
reduces the cost basis of the security or currency purchased by the Fund.
In writing an option, the Fund bears the market risk of an unfavorable change
in the price of the security or currency underlying the written option.
Exercise of an option written by the Fund could result in the Fund selling or
buying a security or currency at a price different from the current market
value. Transactions in written options for the ten months ended September 30,
2003 were as follows:
Number of Premium
Contracts Received
============= =============
Options outstanding at
November 30, 2002 387,300,000 $ 922,685
Options written 2,800,087,912 2,534,823
Options terminated in closing
purchase transactions (277,437,176) (343,416)
Options expired (2,064,288,236) (1,304,741)
-------------- --------------
Options outstanding at
September 30, 2003 845,662,500 $ 1,809,351
============== ==============
4. Swap Agreements
The Fund may enter into currency and interest rate swap agreements to protect
itself from foreign currency and interest rate fluctuations on the underlying
debt instruments. A swap is an agreement that obligates two parties to exchange
a series of cash flows at specified intervals based upon or calculated by
reference to changes in specified prices or rates for a specified amount of an
underlying asset. The payment flows are usually netted against each other, with
the difference being paid by one party to the other.
Risks may arise as a result of the failure of the counterparty to the swap
contract to comply with the terms of the swap contract. The loss incurred by
the failure of a counterparty is generally limited to the net interest payment
to be received by the Fund, and/or the termination value at the end of the
contract. Therefore, the Fund considers the creditworthiness of each
counterparty to a swap contract in evaluating potential credit risk.
Additionally, risks may arise from unanticipated movements in interest rates or
in the value of the foreign securities or currencies.
The Fund records a net receivable or payable on a daily basis for the net
interest income or expense expected to be received or paid in the interest
period. Net interest received or paid on these contracts is recorded as
interest income (or as an offset to interest income). Fluctuations in the value
of swap contracts are recorded for financial statement purposes as a component
of net change in unrealized appreciation or depreciation of investments.
Realized gains and losses from terminated swap contracts are included in net
realized gain or loss on investment transactions.
- -------------------------------------------------------------------------------
22 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
The Fund may enter into credit default swaps. A sell/(buy) in a credit default
swap provides upon the occurrence of a credit event, as defined in the swap
agreement, for the Fund to buy/(sell) from/(to) the Counterparty at par and
take/(deliver) the principal amount (the "Notional Amount") of the referenced
obligation. During the term of the swap agreement, the Fund receives/(pays)
semi-annual fixed interest payments from/(to) the respective Counterparty,
calculated at the agreed upon interest rate applied to the Notional Amount.
Credit default swaps may involve greater risks than if a Fund had invested in
the referenced obligation directly. Credit default swaps are subject to general
market risk, liquidity risk and credit risk. If the Fund is a buyer and no
credit event occurs, it will lose its investment. In addition, the value of the
referenced obligation received by the Fund as a seller if a credit event
occurs, coupled with the periodic payments previously received, may be less
than the full notional value it pays to the buyer, resulting in a loss of value
to the 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 shares.
Each class consists of 3,000,000,000 authorized shares. Transactions in capital
stock were as follows:
Shares
--------------------------------------------
December 1,
2002 to Year Ended Year Ended
September 30, November 30, November 30,
2003* 2002 2001
--------------------------------------------
Class A
Shares sold 57,709,198 48,951,042 50,544,529
--------------------------------------------
Shares issued in reinvestment
of dividends and distributions 3,960,011 5,688,032 5,737,023
--------------------------------------------
Shares converted from Class B 1,163,358 9,976,855 7,450,655
--------------------------------------------
Shares redeemed (60,349,102) (69,401,868) (50,497,057)
--------------------------------------------
Net increase (decrease) 2,483,465 (4,785,939) 13,235,150
============================================
Class B
Shares sold 14,372,306 30,870,456 54,837,535
--------------------------------------------
Shares issued in reinvestment
of dividends and distributions 2,571,804 4,215,125 4,258,093
--------------------------------------------
Shares converted to Class A (1,163,358) (9,975,974) (7,430,424)
--------------------------------------------
Shares redeemed (31,428,197) (42,851,229) (35,009,130)
--------------------------------------------
Net increase (decrease) (15,647,445) (17,741,622) 16,656,074
============================================
* The Fund changed its fiscal year end from November 30 to September 30.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 23
Shares
--------------------------------------------
December 1,
2002 to Year Ended Year Ended
September 30, November 30, November 30,
2003* 2002 2001
--------------------------------------------
Class C
Shares sold 6,082,021 9,952,547 18,891,935
--------------------------------------------
Shares issued in reinvestment
of dividends and distributions 1,060,938 1,697,005 1,894,507
--------------------------------------------
Shares redeemed (8,353,348) (15,272,975) (12,226,958)
--------------------------------------------
Net increase (decrease) (1,210,389) (3,623,423) 8,559,484
============================================
Amount
--------------------------------------------
December 1,
2002 to Year Ended Year Ended
September 30, November 30, November 30,
2003* 2002 2001
--------------------------------------------
Class A
Shares sold $422,454,291 $ 337,222,989 $385,907,640
--------------------------------------------
Shares issued in reinvestment
of dividends and distributions 29,133,663 39,215,571 42,063,472
--------------------------------------------
Shares converted from Class B 8,771,717 68,642,710 56,520,220
--------------------------------------------
Shares redeemed (442,778,898) (477,745,407) (380,921,986)
--------------------------------------------
Net increase (decrease) $ 17,580,773 $ (32,664,137) $103,569,346
============================================
Class B
Shares sold $104,488,498 $ 213,117,586 $419,413,793
--------------------------------------------
Shares issued in reinvestment
of dividends and distributions 18,717,097 29,081,877 32,087,661
--------------------------------------------
Shares converted to Class A (8,771,717) (68,642,710) (56,520,220)
--------------------------------------------
Shares redeemed (229,896,065) (294,529,545) (265,335,905)
--------------------------------------------
Net increase (decrease) $(115,462,187) $(120,972,792) $129,645,329
============================================
Class C
Shares sold $ 44,524,191 $ 68,984,390 $144,289,874
--------------------------------------------
Shares issued in reinvestment
of dividends and distributions 7,772,014 11,736,602 14,359,766
--------------------------------------------
Shares redeemed (61,169,515) (105,192,565) (92,621,360)
--------------------------------------------
Net increase (decrease) $ (8,873,310) $ (24,471,573) $ 66,028,280
============================================
* The Fund changed its fiscal year end from November 30 to September 30.
NOTE F
Bank Borrowing
The Fund entered into a Revolving Credit Agreement with Deutsche Bank AG, New
York Branch on June 4, 1998. The maximum credit available under the credit
facility is $250,000,000 and requires no collateralization. The loan
outstanding, under the Credit Agreement for the ten months ended September 30,
2003 was $250,000,000 with a related weighted average interest rate at period
- -------------------------------------------------------------------------------
24 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
end of 1.82% and a weighted average annualized interest rate of 1.60%. The
$250,000,000 balance will mature on May 11, 2004. Interest payments on current
borrowings are based on the European Euro margin plus the applicable European
Euro rate. The Fund is also obligated to pay Deutsche Bank AG, New York Branch
a facility fee computed at the rate of .10% per annum on the daily amount of
the total commitment as in effect.
NOTE G
Security Lending
The Fund may make secured loans of portfolio securities to brokers, dealers and
financial institutions, provided that cash, liquid high-grade debt securities
or bank letters of credit equal to at least 100% of the market values of the
securities loaned is deposited and maintained by the borrower with the Fund.
The risks in lending portfolio securities, as with other extensions of credit,
consist of possible loss of rights in the collateral should the borrower fail
financially. In determining whether to lend securities to a particular
borrower, the Adviser will consider all relevant facts and circumstances,
including the creditworthiness of the borrower. While securities are on loan,
the borrower will pay the Fund any income earned thereon and the Fund may
invest any cash collateral in portfolio securities, thereby earning additional
income, or receive an agreed upon amount of income from a borrower who has
delivered equivalent collateral. When such securities are borrowed against
cash, the Fund agrees to pay the borrower of such securities a "rebate rate"
for the use of the cash the borrower has pledged as collateral. As of September
30, 2003, the Fund had no securities on loan.
NOTE H
Concentration of Risk
Investing in securities of foreign governments involves special risks which
include changes in foreign exchange rates and the possibility of future
political and economic developments which could adversely affect the value of
such securities. Moreover, securities of many foreign governments and their
markets may be less liquid and their prices more volatile than those of the
United States government. The Fund may invest in the sovereign debt obligations
of countries that are considered emerging market countries at the time of
purchase. Therefore, the Fund is susceptible to governmental factors and
economic and debt restructuring developments adversely affecting the economies
of these emerging market countries. In addition, these debt obligations may be
less liquid and subject to greater volatility than debt obligations of more
developed countries.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 25
NOTE I
Distributions to Shareholders
The tax character of distributions paid during the fiscal period ended
September 30, 2003 and fiscal years ended November 30, 2002 and November 30,
2001 were as follows:
2003 2002 2001
============= ============= =============
Distributions paid from:
Ordinary income $ 131,916,725 $ 172,500,727 $ 214,207,625
------------- ------------- -------------
Total taxable
distributions 131,916,725 172,500,727 214,207,625
Tax return of
capital -0- 17,115,251 -0-
------------- ------------- -------------
Total distributions
paid $ 131,916,725 $ 189,615,978 $ 214,207,625
------------- ------------- -------------
As of September 30, 2003, the components of accumulated earnings/(deficit) on a
tax basis were as follows:
Accumulated capital and other losses $(285,094,211)(a)
-------------
Unrealized appreciation/(depreciation) 157,866,538 (b)
-------------
Total accumulated earnings/(deficit) $(127,227,673)
=============
(a) On September 30, 2003, the Fund had a net capital loss carryforward of
$272,571,324, of which $28,565,833 expires in the year 2004, $24,477,091
expires in the year 2008, $206,928,807 expires in the year 2009 and $12,599,593
expires in the year 2010. To the extent future capital gains are offset by
capital loss carryforwards, such gains will not be distributed. As of September
30, 2003, the Fund deferred tax straddle losses of $12,522,887.
(b) The difference between book-basis and tax basis unrealized
appreciation/(depreciation) is attributable primarily to the tax deferral of
losses on wash sales, the realization for tax purposes of unrealized
gains/losses on certain derivative instruments and the difference between book
and tax amortization methods for premium .
During the current fiscal year, permanent differences, primarily due to
distributions in excess of net investment income, the tax treatment of bond
premium and the tax treatment of foreign currency gains and losses, resulted in
a net decrease in distributions in excess of net investment income, a decrease
in accumulated net realized loss on investments, foreign currency transactions
and futures contracts, and a decrease in additional paid-in capital. This
reclassification had no effect on net assets.
NOTE J
Legal Proceedings
Alliance Capital Management L.P. ("Alliance Capital"), the Fund's Adviser, is
currently under investigation by the Office of the New York State Attorney
General ("NYAG") and the United States Securities and Exchange Commission
("SEC") in connection with their investigation of practices in the mutual fund
industry identified as "market timing" and "late trading" of mutual fund
shares.
- -------------------------------------------------------------------------------
26 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
Certain other regulatory authorities are also conducting investigations into
these practices within the industry and have requested that Alliance Capital
provide information to them. Alliance Capital has been cooperating with all of
these authorities and has been conducting its own internal investigation into
these matters. In addition, Alliance Capital's Board of Directors authorized a
special committee, comprised of the members of Alliance Capital's Audit
Committee and the other independent member of the Board, to direct and oversee
a comprehensive review of the facts and circumstances relevant to the SEC's and
the NYAG's investigations.
On October 2, 2003, a putative class action complaint entitled Hindo et al. v.
AllianceBernstein Growth & Income Fund et al. (the "Hindo Complaint") was filed
against Alliance Capital; Alliance Capital Management Holding L.P.; Alliance
Capital Management Corporation; AXA Financial, Inc.; certain of the
AllianceBernstein Mutual Funds, including the Fund; Gerald Malone; Charles
Schaffran (collectively, the "Alliance Capital defendants"); and certain other
defendants not affiliated with Alliance Capital. The Hindo Complaint was filed
in the United States District Court for the Southern District of New York by
alleged shareholders of two of the AllianceBernstein Mutual Funds. The Hindo
Complaint alleges that certain of the Alliance Capital defendants failed to
disclose that they improperly allowed certain hedge funds and other
unidentified parties to engage in late trading and market timing of
AllianceBernstein Fund securities, violating Sections 11 and 15 of the
Securities Act, Sections 10(b) and 20(a) of the Exchange Act, and Sections 206
and 215 of the Advisers Act. Plaintiffs seek an unspecified amount of
compensatory damages and rescission of their contracts with Alliance Capital,
including recovery of all fees paid to Alliance Capital pursuant to such
contracts.
Between October 3 and November 13, 2003, twenty-one additional lawsuits making
factual allegations similar to those in the Hindo Complaint were filed against
Alliance Capital and certain other defendants. All of these lawsuits seek an
unspecified amount of damages.
Through November 14, 2003, Alliance Capital's internal investigation has
revealed that Alliance Capital maintained relationships with certain investors
who were permitted to engage in market timing trades in certain
AllianceBernstein Mutual Funds in return for or in connection with making
investments (which were not actively traded) in other Alliance Capital
products, including hedge funds and mutual funds, for which Alliance Capital
receives advisory fees ("Market Timing Relationships"). Alliance Capital
believes that these Market Timing Relationships created conflicts of interest
and that certain of the trades made pursuant to these relationships had an
adverse effect on some shareholders of the AllianceBernstein Mutual Funds.
These matters are the subject of the ongoing internal investigation by Alliance
Capital.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 27
As a result of Alliance Capital's involvement in market timing or for other
reasons, investors in the AllianceBernstein Mutual Funds may choose to redeem
their investments. This may require the AllianceBernstein Mutual Funds to sell
investments held by those funds to provide for sufficient liquidity and could
also have an adverse effect on the investment performance of the
AllianceBernstein Mutual Funds.
Any resolution of Alliance Capital's involvement in market timing and the
related SEC and NYAG investigations and private lawsuits is likely to include,
but not be limited to, sanctions, penalties, appropriate restitution to mutual
fund shareholders and structural changes in the governance of Alliance
Capital's mutual fund business. Alliance Capital is committed to full
restitution of the adverse effects that inappropriate market timing
transactions allowed by Alliance Capital had on the shareholders of the
AllianceBernstein Mutual Funds.
- -------------------------------------------------------------------------------
28 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
FINANCIAL HIGHLIGHTS
Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
Class A
----------------------------------------------------------------------------
December 1,
2002 to Year Ended November 30,
September 30, --------------------------------------------------------------
2003(a) 2002(b) 2001 2000 1999 1998
----------------------------------------------------------------------------
Net asset value,
beginning of period $6.86 $7.07 $7.55 $7.28 $7.59 $8.02
----------------------------------------------------------------------------
Income From Investment
Operations
Net investment income(c) .44 .56 .77 .75 .87 .87
Net realized and unrealized
gain (loss) on investment
and foreign currency
transactions .73 (.11) (.50) .34 (.25) (.33)
----------------------------------------------------------------------------
Net increase in net asset
value from operations 1.17 .45 .27 1.09 .62 .54
----------------------------------------------------------------------------
Less: Dividends and
Distributions
Dividends from net
investment income (.49) (.60) (.75) (.49) (.64) (.87)
Distributions in excess of
net investment income -0- -0- -0- -0- (.11) (.07)
Tax return of capital -0- (.06) -0- (.33) (.18) (.03)
----------------------------------------------------------------------------
Total dividends and
distributions (.49) (.66) (.75) (.82) (.93) (.97)
----------------------------------------------------------------------------
Net asset value,
end of period $7.54 $6.86 $7.07 $7.55 $7.28 $7.59
============================================================================
Total Return
Total investment return based
on net asset value(d) 17.48% 6.69% 3.32% 15.80% 8.56% 7.14%
Ratios/Supplemental Data
Net assets, end of period
(000's omitted) $1,060,244 $947,300 $1,009,606 $979,126 $730,468 $740,066
Ratio to average net assets of:
Expenses 1.49%(e) 1.57% 1.96% 2.26% 2.09% 2.04%
Expenses, excluding
interest expense 1.26%(e) 1.28% 1.23% 1.33% 1.38% 1.36%
Net investment income 7.28%(e) 8.19% 10.07% 10.03% 11.72% 11.17%
Portfolio turnover rate 60% 160% 315% 234% 158% 175%
See footnote summary on page 32.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 29
Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
Class B
----------------------------------------------------------------------------
December 1,
2002 to Year Ended November 30,
September 30, --------------------------------------------------------------
2003(a) 2002(b) 2001 2000 1999 1998
----------------------------------------------------------------------------
Net asset value,
beginning of period $6.86 $7.07 $7.58 $7.31 $7.61 $8.02
----------------------------------------------------------------------------
Income From Investment
Operations
Net investment income(c) .40 .51 .69 .69 .81 .81
Net realized and unrealized
gain (loss) on investment
and foreign currency
transactions .73 (.11) (.50) .36 (.25) (.32)
----------------------------------------------------------------------------
Net increase in net asset
value from operations 1.13 .40 .19 1.05 .56 .49
----------------------------------------------------------------------------
Less: Dividends and
Distributions
Dividends from net
investment income (.45) (.55) (.70) (.48) (.59) (.81)
Distributions in excess of
net investment income -0- -0- -0- -0- (.10) (.06)
Tax return of capital -0- (.06) -0- (.30) (.17) (.03)
----------------------------------------------------------------------------
Total dividends and
distributions (.45) (.61) (.70) (.78) (.86) (.90)
----------------------------------------------------------------------------
Net asset value,
end of period $7.54 $6.86 $7.07 $7.58 $7.31 $7.61
============================================================================
Total Return
Total investment return based
on net asset value(d) 16.84% 5.92% 2.20% 14.99% 7.79% 6.46%
Ratios/Supplemental Data
Net assets, end of period
(000's omitted) $696,043 $740,782 $888,457 $826,340 $1,011,395 $1,300,519
Ratio to average net assets of:
Expenses 2.21%(e) 2.28% 2.66% 2.93% 2.78% 2.75%
Expenses, excluding
interest expense 1.98%(e) 2.00% 1.94% 2.03% 2.08% 2.07%
Net investment income 6.59%(e) 7.47% 9.06% 9.37% 10.97 %10.44%
Portfolio turnover rate 60% 160% 315% 234% 158% 175%
See footnote summary on page 32.
- -------------------------------------------------------------------------------
30 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
Class C
----------------------------------------------------------------------------
December 1,
2002 to Year Ended November 30,
September 30, --------------------------------------------------------------
2003(a) 2002(b) 2001 2000 1999 1998
----------------------------------------------------------------------------
Net asset value,
beginning of period $6.88 $7.09 $7.58 $7.31 $7.61 $8.02
----------------------------------------------------------------------------
Income From Investment
Operations
Net investment income(c) .40 .52 .71 .70 .81 .82
Net realized and unrealized
gain (loss) on investment
and foreign currency
transactions .74 (.12) (.50) .35 (.25) (.33)
----------------------------------------------------------------------------
Net increase in net asset
value from operations 1.14 .40 .21 1.05 .56 .49
----------------------------------------------------------------------------
Less: Dividends and
Distributions
Dividends from net
investment income (.45) (.55) (.70) (.47) (.59) (.82)
Distributions in excess of
net investment income -0- -0- -0- -0- (.10) (.05)
Tax return of capital -0- (.06) -0- (.31) (.17) (.03)
----------------------------------------------------------------------------
Total dividends and
distributions (.45) (.61) (.70) (.78) (.86) (.90)
----------------------------------------------------------------------------
Net asset value,
end of period $7.57 $6.88 $7.09 $7.58 $7.31 $7.61
----------------------------------------------------------------------------
Total Return
Total investment return based
on net asset value(d) 16.94% 5.91% 2.48% 14.99% 7.79% 6.46%
Ratios/Supplemental Data
Net assets, end of period
(000's omitted) $295,295 $277,015 $310,985 $267,646 $258,696 $276,073
Ratio to average net assets of:
Expenses 2.20%(e) 2.27% 2.65% 2.95% 2.78% 2.74%
Expenses, excluding
interest expense 1.97%(e) 1.99% 1.93% 2.03% 2.08% 2.06%
Net investment income 6.56%(e) 7.45% 9.34% 9.35% 10.98% 10.45%
Portfolio turnover rate 60% 160% 315% 234% 158% 175%
See footnote summary on page 32.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 31
(a) The Fund changed its fiscal year end from November 30 to September 30.
(b) As required, effective December 1, 2001, the Fund has adopted the
provisions of the AICPA Audit and Accounting Guide, Audits of Investment
Companies, and began amortizing premium on debt securities for financial
statement reporting purposes only. The effect of this change for the year ended
November 30, 2002 was to decrease net investment income per share by $.04,
decrease net realized and unrealized loss on investments per share by $.04 for
Class A, B and C, respectively, and decrease the ratio of net investment income
to average net assets from 8.83% to 8.19% for Class A, from 8.10% to 7.47% for
Class B and from 8.09% to 7.45% for Class C. Per share, ratios and supplemental
data for periods prior to December 1, 2001 have not been restated to reflect
this change in presentation.
(c) Based on average shares outstanding.
(d) 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 return does not reflect the deduction of taxes that a shareholder
would pay on fund distributions or the redemption of fund shares. Total
investment return calculated for a period of less than one year is not
annualized.
(e) Annualized.
- -------------------------------------------------------------------------------
32 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
To the Shareholders and Board of Directors of AllianceBernstein Americas
Government Income Trust, Inc
We have audited the accompanying statement of assets and liabilities of
AllianceBernstein Americas Government Income Trust, Inc., (the "Fund"),
formerly Alliance Americas Government Income Trust, Inc., including the
portfolio of investments, as of September 30, 2003, and the related statement
of operations for the period from December 1, 2002 to September 30, 2003 and
for the year ended November 30, 2002, the statement of changes in net assets
for the period from December 1, 2002 to September 30, 2003 and for each of the
two years in the period ended November 30, 2002, and the financial highlights
for the period from December 1, 2002 to September 30, 2003 and for each of the
five years in the period ended November 30, 2002. These financial statements
and financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
and financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of September 30, 2003, by correspondence with the custodian and
others. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of the
AllianceBernstein Americas Government Income Trust, Inc. (the "Fund") at
September 30, 2003, the results of its operations for the period from December
1, 2002 to September 30, 2003 and for the year ended November 30, 2002, the
changes in its net assets for the period from December 1, 2002 to September 30,
2003 and for each of the two years in the period ended November 30, 2002, and
the financial highlights for the period from December 1, 2002 to September 30,
2003 and for each of the five years in the period ended November 30, 2002, in
conformity with accounting principles generally accepted in the United States.
New York, New York
November 14, 2003
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 33
BOARD OF DIRECTORS
William H. Foulk, Jr.(1),Chairman
Marc O. Mayer,President
Ruth Block(1)
David H. Dievler(1)
John H. Dobkin(1)
Clifford L. Michel(1)
Donald J. Robinson(1)
OFFICERS
Kathleen A. Corbet, Senior Vice President
Paul J. DeNoon(2), Vice President
Michael L. Mon(2), Vice President
Douglas J. Peebles(2), Vice President
Mark D. Gersten, Treasurer & Chief Financial Officer
Vincent S. Noto, Controller
Custodian
Brown Brothers Harriman & Co.
40 Water Street
Boston, MA 02109
Principal Underwriter
AllianceBernstein Investment
Research and Management, Inc.
1345 Avenue of the Americas
New York, NY 10105
Legal Counsel
Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004
Transfer Agent
Alliance Global Investor Services, Inc.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-free (800) 221-5672
Independent Auditors
Ernst & Young LLP
5 Times Square
New York, NY 10036
(1) Member of the Audit Committee
(2) Messrs. DeNoon, Mon and Peebles are the persons primarily responsible for
the day-to-day management of the Fund's investment portfolio.
- -------------------------------------------------------------------------------
34 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
MANAGEMENT OF THE FUND
Board of Directors Information
The business and affairs of the Fund are managed under the direction of the
Board of Directors. Certain information concerning the Fund's Directors is set
forth below.
PORTFOLIOS
IN FUND OTHER
NAME, AGE OF DIRECTOR, PRINCIPAL COMPLEX DIRECTORSHIPS
ADDRESS OCCUPATION(S) OVERSEEN BY HELD BY
(YEARS OF SERVICE*) DURING PAST 5 YEARS DIRECTOR DIRECTOR
- ----------------------------------------------------------------------------------------------------
DISINTERESTED DIRECTORS
William H. Foulk, Jr., #, 71 Investment adviser and an inde- 113 None
2 Sound View Drive pendent consultant. He was
Suite 100 formerly Senior Manager of Barrett
Greenwich, CT 06830 Associates, Inc., a registered
(11) investment adviser, with which
Chairman of the Board he had been associated since prior
to 1998. He was formerly Deputy
Comptroller and Chief Investment
Officer of the State of New York
and, prior thereto, Chief Invest-
ment Officer of the New York Bank
for Savings.
Ruth Block, #, 73 Formerly Executive Vice President 96 None
500 SE Mizner Blvd. and Chief Insurance Officer of The
Boca Raton, FL 33432 Equitable Life Assurance Society
(11) of the United States; Chairman and
Chief Executive Officer of Evlico;
Director of Avon, BP (oil and gas),
Ecolab Incorporated (specialty
chemicals), Tandem Financial
Group and Donaldson, Lufkin &
Jenrette Securities Corporation;
former Governor at Large National
Association of Securities Dealers,
Inc.
David H. Dievler, #, 74 Independent consultant. Until 100 None
P.O. Box 167 December 1994, Senior Vice
Spring Lake, NJ 07762 President of Alliance Capital
(11) Management Corporation
("ACMC") responsible for mutual
fund administration. Prior to
joining ACMC in 1984, he was
Chief Financial Officer of Eberstadt
Asset Management since 1968.
Prior to that, he was a Senior
Manager at Price Waterhouse
& Co. Member of the American
Institute of Certified Public
Accountants since 1953.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 35
PORTFOLIOS
IN FUND OTHER
NAME, AGE OF DIRECTOR, PRINCIPAL COMPLEX DIRECTORSHIPS
ADDRESS OCCUPATION(S) OVERSEEN BY HELD BY
(YEARS OF SERVICE*) DURING PAST 5 YEARS DIRECTOR DIRECTOR
- ----------------------------------------------------------------------------------------------------
John H. Dobkin, #, 61 Consultant. Formerly President 98 None
P.O. Box 12 of Save Venice, Inc. (preservation
Annandale, NY 12504 organization) from 2001-2002,
(11) a Senior Advisor from June
1999-June 2000 and President
of Historic Hudson Valley (historic
preservation) from December
1989-May 1999. Previously,
Director of the National Academy
of Design and during 1988-1992,
he was Director and Chairman of
the Audit Committee of ACMC.
Clifford L. Michel, #, 64 Senior Counsel of the law firm of 97 Placer
15 St. Bernard's Road Cahill Gordon & Reindel since Dome, Inc.
Gladstone, NJ 07934 February 2001 and a partner of that
(11) firm for more than twenty-five years
prior thereto. He is President and
Chief Executive Officer of Wenonah
Development Company (investments)
and a Director of Placer Dome, Inc.
(mining).
Donald J. Robinson, #, 69 Senior Counsel to the law firm of 96 None
98 Hell's Peak Road Orrick, Herrington & Sutcliffe LLP
Weston, VT 05161 since prior to 1998. Formerly a
(7) senior partner and a member of
the Executive Committee of that
firm. He was also a member
and Chairman of the Municipal
Securities Rulemaking Board and
a Trustee of the Museum of the
City of New York.
INTERESTED DIRECTOR
Marc O. Mayer, +, 46 Executive Vice President of ACMC 68 None
1345 Avenue of the since 2001; prior thereto, Chief
Americas, Executive Officer of Sanford C.
New York, NY 10105 Bernstein &Co., LLC and its
(1 month) predecessor since prior to 1998.
* There is no stated term of office for the Fund's directors.
# Member of the Audit Committee and Nominating Committee.
+ Mr. Mayer is an "interested director", as defined in the 1940 Act, due to
his position as Executive Vice President of ACMC.
- -------------------------------------------------------------------------------
36 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
Officer Information
Certain information concerning the Fund's Officers is listed below.
NAME, POSITION(S) PRINCIPAL OCCUPATION
ADDRESS* AND AGE HELD WITH FUND DURING PAST 5 YEARS**
- ------------------------------------------------------------------------------------------------------
Marc O. Mayer, 46 President See biography above.
Kathleen A. Corbet, 43 Senior Vice President Executive Vice President of Alliance
Capital Management Corporation
(ACMC),** with which she has been
associated since prior to 1998.
Paul J. DeNoon, 41 Vice President Senior Vice President of ACMC,** with
which he has been associated since
prior to 1998.
Michael L. Mon, 34 Vice President Vice President of ACMC, with which
he has been associated since June
1999. Prior thereto he was a Portfolio
Manager at Brundage, Story and Rose
since prior to 1998.
Douglas J. Peebles, 38 Vice President Senior Vice President of ACMC, with
which he has been associated since
prior to 1998.
Mark D. Gersten, 53 Treasurer and Chief Senior Vice President of Alliance Global
Financial Officer Investor Services, Inc. ("AGIS"),** and
Vice President of AllianceBernstein
Investment Research and Management,
Inc. ("ABIRM")** with which he
has been associated since prior to
1998.
Vincent S. Noto, 39 Controller Vice President of AGIS,** with which
he has been associated since prior to
1998.
* The address for each of the Fund's Officers is 1345 Avenue of the Americas,
New York, NY 10105.
** ACMC, ABIRM, and AGIS are affiliates of the Fund.
The Fund's Statement of Additional Information ("SAI") has additional
information about the Fund's Directors and Officers and is available without
charge upon request. Contact your financial representative or Alliance Capital
at 1-800-227-4618 for a free prospectus or SAI.
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 37
ALLIANCEBERNSTEIN FAMILY OF FUNDS
- ------------------------------------------------------------------------------
Wealth Strategies Funds
- ------------------------------------------------------------------------------
Balanced Wealth Strategy
Wealth Appreciation Strategy
Wealth Preservation Strategy
Tax-Managed Balanced Wealth Strategy*
Tax-Managed Wealth Appreciation Strategy
Tax-Managed Wealth Preservation Strategy**
- ------------------------------------------------------------------------------
Blended Style Series
- ------------------------------------------------------------------------------
U.S. Large Cap Portfolio
- ------------------------------------------------------------------------------
Growth Funds
- ------------------------------------------------------------------------------
Domestic
Growth Fund
Health Care Fund
Mid-Cap Growth Fund
Premier Growth Fund
Small Cap Growth Fund #
Technology Fund
Global & International
All-Asia Investment Fund
Global Small Cap Fund
Greater China '97 Fund
International Premier Growth Fund
New Europe Fund
Worldwide Privatization Fund
Select Investor Series
Biotechnology Portfolio
Premier Portfolio
Technology Portfolio
- ------------------------------------------------------------------------------
Value Funds
- ------------------------------------------------------------------------------
Domestic
Balanced Shares
Disciplined Value Fund
Growth & Income Fund
Real Estate Investment Fund
Small Cap Value Fund
Utility Income Fund
Value Fund
Global & International
Global Value Fund
International Value Fund
- ------------------------------------------------------------------------------
Taxable Bond Funds
- ------------------------------------------------------------------------------
Americas Government Income Trust
Corporate Bond Portfolio
Emerging Market Debt Fund
Global Strategic Income Trust
High Yield Fund
Multi-Market Strategy Trust
Quality Bond Portfolio
Short Duration Portfolio
U.S. Government Portfolio
- ------------------------------------------------------------------------------
Municipal Bond Funds
- ------------------------------------------------------------------------------
National
Insured National
Arizona
California
Insured California
Florida
Massachusetts
Michigan
Minnesota
New Jersey
New York
Ohio
Pennsylvania
Virginia
- ------------------------------------------------------------------------------
Intermediate Municipal Bond Funds
- ------------------------------------------------------------------------------
Intermediate California
Intermediate Diversified
Intermediate New York
- ------------------------------------------------------------------------------
Closed-End Funds
- ------------------------------------------------------------------------------
All-Market Advantage Fund
ACM Income Fund
ACMGovernment Opportunity Fund
ACMManaged Dollar Income Fund
ACM Managed Income Fund
ACM Municipal Securities Income Fund
California Municipal Income Fund
National Municipal Income Fund
New York Municipal Income Fund
The Spain Fund
World Dollar Government Fund
World Dollar Government Fund II
We also offer Exchange Reserves,## which serves as the money market fund
exchange vehicle for the AllianceBernstein mutual funds.
For more complete information on any AllianceBernstein mutual fund, including
investment objectives and policies, sales charges, expenses, risks and other
matters of importance to prospective investors, visit our web site at
www.alliancebernstein.com or call us at (800) 227-4618 for a current
prospectus. Please read the prospectus carefully before you invest or send
money.
* Formerly Growth Investors Fund.
** Formerly Conservative Investors Fund.
# Quasar Fund changed its name to Small Cap Growth Fund on 11/3/03.
## An investment in the Fund is not a deposit in a bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Although the Fund seeks to preserve the value of your investment at
$1.00 per share, it is possible to lose money by investing in the Fund.
- -------------------------------------------------------------------------------
38 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
NOTES
- -------------------------------------------------------------------------------
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST o 39
NOTES
- -------------------------------------------------------------------------------
40 o ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
ALLIANCEBERNSTEIN AMERICAS GOVERNMENT INCOME TRUST
1345 Avenue of the Americas
New York, NY 10105
(800) 221-5672
[LOGO] ALLIANCEBERNSTEIN(SM) Investment Research and Management
SM This service mark used under license from
the owner, Alliance Capital Management L.P.
NAGAR0903
ITEM 2. CODE OF ETHICS.
(a) The registrant has adopted a code of ethics that applies to its principal
executive officer, principal financial officer and principal accounting officer.
A copy of the registrant's code of ethics is filed herewith as Exhibit 10(a)(1).
(b) During the period covered by this report, no amendments were made to the
provisions of the code of ethics adopted in 2(a) above.
(c) During the period covered by this report, no implicit or explicit waivers to
the provisions of the code of ethics adopted in 2(a) above were granted.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
The registrant's Board of Directors has determined that independent directors
David H. Dievler and William H. Foulk, Jr. qualify as audit committee financial
experts.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Form N-CSR disclosure requirement not yet effective with respect to the
registrant.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable to the registrant.
ITEM 6. [RESERVED]
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable to the registrant.
ITEM 8. [RESERVED]
ITEM 9. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive officer and principal financial officer
have concluded that the registrant's disclosure controls and procedures (as
defined in Rule 30a-2(c) under the Investment Company Act of 1940, as amended)
are effective at the reasonable assurance level based on their evaluation of
these controls and procedures as of a date within 90 days of the filing date of
this document.
(b) There were no significant changes in the registrant's internal controls that
could significantly affect these controls subsequent to the date of their
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
ITEM 10. EXHIBITS.
The following exhibits are attached to this Form N-CSR:
Exhibit No. DESCRIPTION OF EXHIBIT
----------- ----------------------
10(a)(1) Code of ethics that is subject to the disclosure
of Item 2 hereof
10(b)(1) Certification of Principal Executive Officer
Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
10(b)(2) Certification of Principal Financial Officer
Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
10(c) Certification of Principal Executive Officer and
Principal Financial Officer Pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and 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 Americas Government Income Trust, Inc.
By:
/s/Marc O. Mayer
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Marc O. Mayer
President
Date: November 25, 2003
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By:
/s/Marc O. Mayer
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Marc O. Mayer
President
Date: November 25, 2003
By:
/s/Mark D. Gersten
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Mark D. Gersten
Treasurer and Chief Financial Officer
Date: November 25, 2003