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: 811-02835
ALLIANCEBERNSTEIN CAPITAL RESERVES
(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: June 30, 2005
Date of reporting period: December 31, 2004
ITEM 1. REPORTS TO STOCKHOLDERS.
ALLIANCEBERNSTEIN CAPITAL RESERVES
AllianceBernstein [LOGO](SM)
Investment Research and Management
SEMI-ANNUAL REPORT
DECEMBER 31, 2004
(UNAUDITED)
FUND EXPENSES
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
As a shareholder of the Fund, you incur two types of costs: (1) transaction
costs, including sales charges (loads) on purchase payments, contingent
deferred sales charges on redemptions and (2) ongoing costs, including
management fees; distribution (12b-1) fees; and other Fund expenses. This
example is intended to help you understand your ongoing costs (in dollars) of
investing in the Fund and to compare these costs with the ongoing costs of
investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of
the period and held for the entire period as indicated below.
ACTUAL EXPENSES
The first line of the table below provides information about actual account
values and actual expenses. You may use the information in this line, together
with the amount you invested, to estimate the expenses that you paid over the
period. Simply divide your account value by $1,000 (for example, an $8,600
account value divided by $1,000 = 8.6), then multiply the result by the number
in the first line under the heading entitled "Expenses Paid During Period" to
estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the table below provides information about hypothetical
account values and hypothetical expenses based on the Fund's actual expense
ratio and an assumed annual rate of return of 5% before expenses, which is not
the Fund's actual return. The hypothetical account values and expenses may not
be used to estimate the actual ending account balance or expenses you paid for
the period. You may use this information to compare the ongoing costs of
investing in the Fund and other funds by comparing this 5% hypothetical example
with the 5% hypothetical examples that appear in the shareholder reports of
other funds.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transactional costs, such as sales
charges (loads), or contingent deferred sales charges on redemptions.
Therefore, the second line of the table is useful in comparing ongoing costs
only, and will not help you determine the relative total costs of owning
different funds. In addition, if these transactional costs were included, your
costs would have been higher.
BEGINNING ENDING
ACCOUNT VALUE ACCOUNT VALUE EXPENSES PAID ANNUALIZED
JULY 1, 2004 DECEMBER 31, 2004 DURING PERIOD* EXPENSE RATIO*
- --------------------------------------------------------------------------------------------------------------------
Actual $1,000 $1,003.47 $5.00 0.99%
Hypothetical (5% return before expenses) $1,000 $1,020.21 $5.04 0.99%
- ---------------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio, multiplied by the
average account value over the period, multiplied by the number of days in the
most recent fiscal half-year/365 (to reflect the one-half year period).
1
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
PRINCIPAL
AMOUNT
(000) SECURITY (a) YIELD VALUE
- -------------------------------------------------------------------------------
COMMERCIAL PAPER-52.8%
ABBEY NATIONAL NA
$ 100,000 2/09/05 2.21% $ 99,760,583
ALLIANCE & LEICESTER PLC
70,000 2/11/05 2.21 69,823,814
ALLIED IRISH BANKS PLC
160,000 2/10/05 2.21 159,607,111
AMSTEL FUNDING CORP.
160,000 2/23/05 (b) 2.41 159,432,311
ANZ DELAWARE
48,000 1/20/05 2.02 47,948,827
ANZ NATIONAL
70,000 2/10/05 2.19 69,829,667
47,000 2/09/05 2.22 46,886,965
ASB BANK, LTD.
20,000 1/26/05 (b) 1.90 19,973,611
57,000 2/10/05 (b) 2.24 56,858,133
62,000 3/03/05 (b) 2.37 61,751,019
ASPEN FUNDING CORP.
125,000 1/21/05 (b) 2.24 124,844,444
ATLANTIS ONE FUNDING CORP.
10,000 1/25/05 (b) 1.90 9,987,333
83,517 1/19/05 (b) 2.02 83,432,648
28,000 1/21/05 (b) 2.04 27,968,267
33,200 1/18/05 (b) 2.05 33,167,860
BANK OF AMERICA CORP.
220,000 2/11/05 2.23 219,441,261
BANK OF IRELAND
83,000 1/07/05 (b) 1.89 82,973,924
BANQUE CAISSE
D'EPARGNE L'ETAT
65,000 1/28/05 1.96 64,904,450
45,000 2/02/05 2.28 44,909,000
BARCLAYS FUNDING CORP.
125,000 2/22/05 2.34 124,577,500
155,000 2/28/05 2.40 154,400,667
BARTON CAPITAL CORP.
50,000 2/10/05 (b) 2.22 49,876,667
BETA FINANCE, INC.
22,000 2/03/05 (b) 2.12 21,957,247
CAISSE CENTRALE DES JARDIN
35,000 1/05/05 1.96 34,992,378
CBA (FINANCE) DELAWARE, INC.
50,000 1/10/05 1.98 49,975,250
CC USA, INC.
34,000 2/01/05 (b) 2.12 33,937,931
CITIGROUP GLOBAL
MARKETS HOLDINGS, INC.
110,000 1/25/05 2.05 109,849,667
7,100 2/02/05 2.13 7,086,557
54,100 1/06/05 2.20 54,083,469
CLIPPER RECEIVABLES CORP.
70,000 1/31/05 (b) 2.33 69,864,083
35,000 3/03/05 (b) 2.35 34,860,632
CRC FUNDING LLC
61,900 1/13/05 (b) 2.01 61,858,630
77,000 3/03/05 (b) 2.42 76,684,257
CS FIRST BOSTON CORP.
24,000 1/31/05 (b) 2.30 23,954,000
DANSKE CORP.
40,000 2/14/05 2.10 39,897,333
100,000 2/10/05 2.31 99,743,889
DEN NORSKE BANK
55,575 2/09/05 2.20 55,442,546
110,000 1/24/05 2.22 109,843,984
DEPFA BANK PLC
58,000 1/26/05 (b) 2.10 57,915,417
49,000 1/27/05 (b) 2.26 48,920,021
DEXIA BANK
120,000 2/15/05 (b) 2.37 119,644,500
FAIRWAY FINANCE CORP.
26,000 1/18/05 (b) 2.25 25,972,375
FOUNTAIN SQUARE
COMMERCE FUNDING
40,000 1/14/05 (b) 2.03 39,970,678
35,000 1/24/05 (b) 2.06 34,953,936
GALAXY FUNDING, INC.
45,000 2/02/05 (b) 2.12 44,915,200
56,000 1/28/05 (b) 2.27 55,904,660
31,000 3/03/05 (b) 2.37 30,875,509
54,000 2/28/05 (b) 2.40 53,791,200
44,000 3/04/05 (b) 2.40 43,818,134
GIRO BALANCED FUNDING
64,201 1/10/05 (b) 2.00 64,168,900
23,000 1/18/05 (b) 2.04 22,977,843
71,941 2/09/05 (b) 2.05 71,781,231
36,231 2/11/05 (b) 2.32 36,135,270
37,000 2/25/05 (b) 2.36 36,866,594
HBOS TREASURY SERVICES PLC
67,000 2/02/05 2.13 66,873,147
60,000 2/01/05 2.32 59,880,133
70,200 3/01/05 2.36 69,928,482
2
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
PRINCIPAL
AMOUNT
(000) SECURITY (a) YIELD VALUE
- -------------------------------------------------------------------------------
HSBC BANK PLC
$ 70,000 1/25/05 1.98% $ 69,907,600
16,000 1/25/05 2.04 15,978,240
ING INSURANCE HOLDINGS, INC.
25,000 2/04/05 2.31 24,945,458
KITTY HAWK FUNDING
69,700 2/10/05 (b) 2.21 69,528,848
22,062 1/18/05 (b) 2.22 22,038,871
LLOYDS BANK PLC
130,000 2/01/05 2.08 129,767,156
MORGAN STANLEY
99,200 1/28/05 2.34 99,025,904
NATIONWIDE
BUILDING SOCIETY
35,000 1/14/05 1.99 34,974,849
NEWPORT FUNDING CORP.
25,000 1/04/05 (b) 1.99 24,995,854
60,000 2/01/05 (b) 2.28 59,882,200
NORDEUTSCHE LADESBANK
34,000 1/07/05 (b) 2.01 33,988,610
125,000 2/09/05 (b) 2.23 124,698,021
60,000 2/28/05 (b) 2.34 59,773,800
93,500 3/08/05 (b) 2.38 93,092,028
NORTHERN ROCK PLC
35,000 1/21/05 (b) 2.03 34,960,528
44,000 1/26/05 (b) 2.06 43,937,055
40,000 3/07/05 (b) 2.38 39,828,111
PFIZER, INC.
61,000 2/08/05 (b) 2.24 60,855,769
PRIVATE EXPORT FUNDING
8,095 1/06/05 (b) 1.90 8,092,864
24,938 1/11/05 (b) 1.90 24,924,838
SANTANDER CENTRAL HISPANO
63,000 1/03/05 2.20 62,992,300
SCALDIS CAPITAL LLC
83,046 1/18/05 (b) 2.01 82,967,176
9,000 2/14/05 (b) 2.17 8,976,130
40,000 1/25/05 (b) 2.25 39,940,000
SHEFFIELD RECEIVABLES
65,940 1/19/05 (b) 2.25 65,865,818
SIGMA FINANCE, INC.
70,000 2/08/05 (b) 2.20 69,837,444
45,000 3/07/05 (b) 2.44 44,801,750
SWEDBANK FORENINGS
50,000 2/08/05 2.30 49,878,611
THE GOLDMAN SACHS GROUP, INC.
118,500 1/27/05 (b) 2.25 118,307,438
TICONDEROGA FUNDING
80,000 2/22/05 (b) 2.41 79,721,511
TOYOTA MOTOR CREDIT CO.
74,600 2/11/05 (b) 2.22 74,411,386
55,000 1/31/05 (b) 2.32 54,893,667
UNICREDITO ITALIANO SPA
66,750 3/02/05 2.36 66,487,450
16,000 3/08/05 2.39 15,929,893
WESTPAC TRUST
73,000 2/04/05 2.04 72,859,353
80,000 2/02/05 2.17 79,845,689
WINDMILL FUNDING CORP.
30,650 1/31/05 (b) 2.33 30,590,488
---------------
Total Commercial Paper
(amortized cost
$5,775,183,853) 5,775,183,853
---------------
CERTIFICATES OF DEPOSIT-29.6%
BANCO BILBAO VIZCAYA
64,000 2.22%, 1/21/05 2.22 64,000,000
BNP PARIBAS
274,500 2.11%, 2/02/05 2.11 274,501,213
88,000 2.20%, 2/10/05 2.20 88,000,000
CAYLON
135,000 2.34%, 2/01/05 2.34 135,000,000
155,000 2.41%, 3/02/05 2.41 155,000,000
CHASE BANK USA
210,000 2.33%, 1/19/05 2.33 210,000,000
CITIBANK NA
45,000 2.08%, 1/28/05 2.08 45,000,000
CS FIRST BOSTON CORP.
65,000 2.21%, 1/18/05 (b) 2.22 64,999,686
75,000 2.36%, 1/21/05 (b) 2.34 75,000,000
DANSKE CORP.
47,000 2.00%, 1/18/05 2.00 47,000,000
HSBC BANK PLC
137,000 1.26%, 1/13/05 1.88 136,971,412
110,000 2.23%, 2/10/05 2.23 110,000,000
HSH NORBANK AG
100,000 1.85%, 2/01/05 (b) 1.85 100,000,000
23,500 1.88%, 1/24/05 (b) 1.88 23,500,000
LANDESBANK BADEN-WURTTEMBERG
180,000 2.22%, 2/10/05 2.22 180,000,995
3
PORTFOLIO OF INVESTMENTS (CONTINUED)
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
PRINCIPAL
AMOUNT
(000) SECURITY (a) YIELD VALUE
- -------------------------------------------------------------------------------
LANDESBANK HESSEN THUERINGEN
$ 170,000 2.34%, 2/02/05 2.34% $ 170,000,000
M & I BANK
25,000 2.02%, 1/18/05 2.02 25,000,000
NATEXIS BANQUE
146,000 2.23%, 2/10/05 2.23 146,000,000
20,300 2.32%, 2/10/05 2.32 20,300,000
NORDEA BANK FINLAND PLC
60,600 1.89%, 1/24/05 1.89 60,600,000
87,000 2.23%, 2/11/05 2.23 87,000,000
REGIONS BANK
56,000 2.13%, 2/11/05 2.13 56,000,000
ROYAL BANK SCOTLAND PLC FRN
57,000 2.34%, 6/20/05 2.37 56,991,946
SOCIETE GENERALE
50,000 2.30%, 2/02/05 2.30 50,000,000
SVENSKA HANDELSBANKEN
198,000 2.25%, 2/09/05 2.25 198,000,000
TORONTO DOMINION BANK
80,000 2.20%, 2/09/05 2.20 80,000,000
50,000 2.40%, 3/10/05 2.40 50,000,000
UNICREDITO ITALIANO SPA
84,000 2.24%, 2/10/05 2.24 84,000,464
WASHINGTON MUTUAL
96,000 2.28%, 2/09/05 2.28 96,000,000
WELLS FARGO BANK
180,000 2.33%, 1/28/05 2.33 180,000,000
WORLD SAVINGS BANK
109,000 1.97%, 1/03/05 1.99 108,999,880
56,600 2.21%, 2/07/05 2.23 56,598,842
---------------
Total Certificates of
Deposit
(amortized cost
$3,234,464,438) 3,234,464,438
---------------
CORPORATE OBLIGATIONS-11.6%
AID HOUSING GUARANTY
PROJECT FRN (PORTUGAL)
7,500 2.97%, 12/01/16 2.97 7,500,000
BETA FINANCE, INC. FRN
50,000 2.33%, 2/02/05 (b) 2.33 50,000,218
52,000 2.33%, 2/09/05 (b) 2.33 52,000,383
35,500 2.33%, 1/28/05 (b) 2.33 35,500,052
CENTAURI CORP. FRN
75,000 2.12%, 8/25/05 (b) 2.12 75,000,000
71,500 2.33%, 1/28/05 (b) 2.33 71,499,846
CHASE BANK USA FRN
143,000 2.34%, 5/11/05 2.34 143,000,000
DORADA FINANCE, INC. FRN
90,000 2.31%, 8/25/05 (b) 2.31 90,000,000
71,000 2.33%, 1/26/05 (b) 2.33 71,000,095
GREENWICH CAPITAL
HOLDINGS FUNDING CORP. FRN
225,000 2.38%, 2/22/05 (b) 2.38 225,000,000
K2 (USA) LLC. FRN
108,000 2.31%, 3/24/05 (b) 2.32 107,997,663
SIGMA FINANCE, INC. FRN MTN
75,000 2.32%, 5/31/05 (b) 2.33 74,993,952
70,000 2.36%, 9/23/05 (b) 2.39 69,985,977
70,000 2.39%, 8/17/05 (b) 2.37 70,007,391
US BANK
130,000 2.27%, 1/04/05 2.29 129,999,823
---------------
Total Corporate
Obligations
(amortized cost
$1,273,485,400) 1,273,485,400
---------------
U.S. GOVERNMENT
SPONSORED AGENCY
OBLIGATIONS-5.7%
FEDERAL NATIONAL
MORTGAGE ASSOCIATION
6,000 1.89%, 10/03/05 FRN 1.95 5,997,051
250,000 2.12%, 1/19/05 2.12 249,735,000
370,000 2.18%, 2/11/05 FRN 2.20 369,991,673
---------------
Total U.S. Government
Sponsored Agency
Obligations
(amortized cost
$625,723,724) 625,723,724
---------------
TIME DEPOSIT-0.3%
SunTrust Bank
37,000 1.25%, 1/03/05
(cost $37,000,000) 1.75 37,000,000
---------------
4
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
VALUE
- -------------------------------------------------------------------------------
TOTAL INVESTMENTS-100.0%
(amortized cost
$10,945,857,415) $10,945,857,415
Other assets less
liabilities-0.0% (1,267,752)
---------------
NET ASSETS-100% $10,944,589,663
===============
(a) All securities either mature or their interest rate changes in 397 days or
less.
(b) Securities issued in reliance on section 4(2) or Rule 144A of the
Securities and Exchange Act of 1933. Rule 144A securities
are considered liquid and may be resold in transactions exempt from
registration, normally to qualified institutional buyers. At
December 31, 2004, the aggregate market value of these securities amounted to
$4,449,389,933 or 40.7% of net assets.
Glossary of Terms:
FRN - Floating Rate Note
MTN - Medium Term Note
See notes to financial statements.
5
STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
ASSETS
Investments in securities, at value (cost $10,945,857,415) $10,945,857,415
Interest receivable 12,419,059
Receivable for capital stock sold 229,008
---------------
Total assets 10,958,505,482
---------------
LIABILITIES
Due to custodian 2,444,659
Advisory fee payable 4,349,872
Distribution fee payable 2,353,025
Administrative fee payable 1,654,611
Transfer agent fee payable 1,269,002
Payable for capital stock redeemed 663,117
Accrued expenses 1,181,533
---------------
Total liabilities 13,915,819
---------------
NET ASSETS $10,944,589,663
===============
COMPOSITION OF NET ASSETS
Capital stock, at par $ 10,944,890
Additional paid-in capital 10,933,669,779
Accumulated net realized loss on investment transactions (25,006)
---------------
$10,944,589,663
===============
NET ASSET VALUE PER SHARE
(based on 10,944,890,087 shares outstanding) $1.00
=====
See notes to financial statements.
6
STATEMENT OF OPERATIONS
SIX MONTHS ENDED DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
INVESTMENT INCOME
Interest $ 93,043,738
EXPENSES
Advisory fee (Note B) $ 25,416,840
Distribution fee (Note C) 13,854,408
Administrative services (Note C) 9,197,017
Transfer agency (Note B) 4,916,487
Printing 614,712
Custodian fees 491,819
Registration fees 177,593
Audit fees 9,183
Legal fees 14,506
Trustees' fees 9,100
Miscellaneous 161,938
------------
Total expenses 54,863,603
Less: expense offset arrangement (Note B) (145)
------------
Net expenses 54,863,458
------------
Net investment income 38,180,280
REALIZED LOSS ON INVESTMENT TRANSACTIONS
Net realized loss on investment transactions (4,600)
------------
NET INCREASE IN NET ASSETS FROM OPERATIONS $ 38,175,680
============
STATEMENT OF CHANGES IN NET ASSETS
_______________________________________________________________________________
SIX MONTHS ENDED
DECEMBER 31, 2004 YEAR ENDED
(UNAUDITED) JUNE 30, 2004
=============== ===============
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS
Net investment income $ 38,180,280 $ 16,721,045
Net realized loss on investment
transactions (4,600) (8,059)
--------------- ---------------
Net increase in net assets from
operations 38,175,680 16,712,986
DIVIDENDS TO SHAREHOLDERS FROM
Net investment income (38,180,280) (16,721,045)
TRANSACTIONS IN SHARES OF BENEFICIAL
INTEREST
Net decrease (Note E) (90,962,255) (734,104,125)
--------------- ---------------
Total decrease (90,966,855) (734,112,184)
NET ASSETS
Beginning of period 11,035,556,518 11,769,668,702
--------------- ---------------
End of period $10,944,589,663 $11,035,556,518
=============== ===============
See notes to financial statements.
7
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
AllianceBernstein Capital Reserves (the "Trust") is an open-end diversified
investment company registered under the Investment Company Act of 1940. The
Trust consists of two portfolios: AllianceBernstein Capital Reserves (the
"Portfolio"), formerly Alliance Capital Reserves and AllianceBernstein Money
Reserves, formerly Alliance Money Reserves, each of which is considered to be a
separate entity for financial reporting and tax purposes. The Portfolio pursues
its objectives by maintaining a portfolio of high-quality money market
securities all of which, at the time of investment, have remaining maturities
of 397 days or less. The financial statements have been prepared in conformity
with U.S. generally accepted accounting principles 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 Portfolio's Statement of
Additional Information, which is available upon request. The following is a
summary of significant accounting policies followed by the Portfolio.
1. VALUATION OF SECURITIES
Securities in which the Portfolio invests are traded primarily in the
over-the-counter market and are valued at amortized cost, under which method a
portfolio instrument is valued at cost and any premium or discount is amortized
on a constant basis to maturity. Certain illiquid securities containing
unconditional puts at par value are also valued at amortized cost. The
Portfolio amortizes premiums and accretes market discounts as adjustments to
interest income.
2. TAXES
It is the policy of the Portfolio 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 its
shareholders. Therefore, no provisions for federal income or excise taxes are
required.
3. DIVIDENDS
The Portfolio declares dividends daily from net investment income and
automatically reinvests such dividends in additional shares at net asset value.
Net realized capital gains on investments, if any, are expected to be
distributed near year end.
4. INVESTMENT INCOME AND INVESTMENT TRANSACTIONS
Interest income is accrued as earned. Investment transactions are recorded on a
trade date basis. Realized gain (loss) from investment transactions is recorded
on the identified cost basis.
5. REPURCHASE AGREEMENTS
It is the policy of the Portfolio 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
Portfolio may be delayed or limited.
NOTE B: ADVISORY FEE AND TRANSACTIONS WITH AN AFFILIATE OF THE ADVISER
The Portfolio pays its Adviser, Alliance Capital Management L.P., an advisory
fee at the annual rate of .50% on the first $1.25 billion of average daily net
assets; .49% on the next $.25 billion; .48% on the next $.25 billion; .47% on
the next $.25 billion; .46% on the next $1 billion; and .45% in excess of $3
billion. The Adviser has agreed, persuant to the advisory agreement, to
reimburse the Portfolio to the extent that its annual aggregate expenses
(excluding taxes, brokerage, interest and where permitted, extraordinary
expenses) exceed 1.00% of its average daily net assets for any fiscal year. No
reimbursements was required for the six months ended December 31, 2004.
8
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
The Portfolio 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
Portfolio. Such compensation amounted to $2,154,405 for the six months ended
December 31, 2004.
For the six months ended December 31, 2004, the Portfolio's expenses were
reduced by $145 under an expense offset arrangement with AGIS.
On October 28, 2004, the Adviser announced that it has agreed to sell its cash
management business. The Portfolio will be managed to accommodate related
redemptions. Accordingly, the Adviser expects to make shorter term investments
which may, depending on the yield curve, impact returns. The transaction is
expected to be completed by the third quarter of 2005.
NOTE C: DISTRIBUTION SERVICES AGREEMENT AND ADMINISTRATIVE SERVICES PAYMENTS
Pursuant to the Portfolio's Rule 12b-1 Plan (the "Plan") as contained in its
Distribution Services Agreement, the Portfolio pays AllianceBernstein
Investment Research and Management, Inc. (the "Distributor"), a wholly-owned
subsidiary of the Adviser, a distribution fee at the annual rate of .25% of the
average daily value of the Portfolio's net assets. The Plan provides that the
Distributor will use such payments in their entirety for distribution
assistance and promotional activities. For the six months ended December 31,
2004, the distribution fee amounted to $13,854,408.
In addition, the Portfolio may reimburse certain broker-dealers for
administrative costs incurred in connection with providing shareholder
services, and may reimburse the Adviser for accounting and bookkeeping, and
legal and compliance support. For the six months ended December 31, 2004, such
payments by the Portfolio amounted to $9,197,017, of which $32,334 was paid to
the Adviser.
NOTE D: INVESTMENT TRANSACTIONS, INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
At December 31, 2004, the cost of investments for federal income tax purposes
was the same as the cost for financial reporting purposes. At June 30, 2004,
the Portfolio had a capital loss carryforward of $20,406, of which $887 expires
in 2005, $2,275 expires in 2006, $9,185 expires in 2007 and $8,059 expires in
the year 2012. To the extent that any net capital loss carryforward is used to
offset future capital gains, it is probable that these gains will not be
distributed to shareholders. The dividends paid by the Portfolio for the year
ended June 30, 2004 is deemed to be ordinary income for federal income tax
purposes.
NOTE E: TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
An unlimited number of shares ($.001 par value) are authorized. At December 31,
2004, capital paid-in aggregated $10,944,614,669. Transactions, all at $1.00
per share, were as follows:
SIX MONTHS ENDED YEAR ENDED
DECEMBER 31, 2004 JUNE 30,
(UNAUDITED) 2004
================ ===============
Shares sold 7,910,574,173 17,150,330,593
Shares issued on reinvestment of dividends 38,180,280 16,721,045
Shares redeemed (8,039,716,708) (17,901,155,763)
---------------- ---------------
Net decrease (90,962,255) (734,104,125)
================ ===============
9
FINANCIAL HIGHLIGHTS
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH
PERIOD
SIX MONTHS
ENDED
DECEMBER 31, YEAR ENDED JUNE 30,
2004 ---------------------------------------------------------------
(UNAUDITED) 2004 2003 2002 2001 2000
----------- ----------- ----------- ----------- ----------- -----------
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income .004 .002 .006 .016 .051 .049
LESS: DIVIDENDS
Dividends from net investment income (.004) (.002) (.006) (.016) (.051) (.049)
Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN
Total investment return based on
net asset value (a) 0.35% 0.15% 0.60% 1.58% 5.18% 4.97%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(in millions) $10,945 $11,036 $11,770 $12,998 $13,405 $10,182
Ratio to average net assets of:
Expenses 0.99%(b) 0.97% 0.98% 1.00% 1.00% 1.00%
Net investment income 0.69%(b) 0.15% 0.61% 1.58% 4.99% 4.88%
(a) 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. Total investment return does not
reflect the deduction of taxes that a shareholder would pay on Portfolio
distributions or the redemption of Portfolio shares. Total investment return
calculated for a period of less than one year is not annualized.
(b) Annualized
10
ALLIANCEBERNSTEIN CAPITAL RESERVES
_______________________________________________________________________________
ALLIANCEBERNSTEIN CAPITAL RESERVES
1345 Avenue of the Americas
New York, NY 10105
Toll-free 1(800) 221-5672
TRUSTEES
WILLIAM H. FOULK, JR.(1), Chairman
CHARLES H.P. DUELL (1)
DAVID K. STORRS (1)
SHELBY WHITE (1)
OFFICERS
MARC O. MAYER, Chief Executive Officer
PHILIP L. KIRSTEIN, Senior Vice President and Independent Compliance Officer
PATRICIA ITTNER, Senior Vice President
JOHN J. KELLEY, Senior Vice President
DORIS T. MULLER, Senior Vice President
RAYMOND J. PAPERA, Senior Vice President
JOHN F. CHIODI, JR., Vice President
MARIA R. CONA, Vice President
JOSEPH C. DONA, Vice President
WILLIAM J. FAGAN, Vice President
MARK R. MANLEY, Secretary
MARK D. GERSTEN, Treasurer and Chief Financial Officer
THOMAS R. MANLEY, Controller
CUSTODIAN
STATE STREET BANK AND TRUST COMPANY
225 Franklin Street
Boston, MA 02110
DISTRIBUTOR
ALLIANCEBERNSTEIN INVESTMENT RESEARCH AND MANAGEMENT, INC.
1345 Avenue of the Americas
New York, NY 10105
TRANSFER AGENT
ALLIANCE GLOBAL INVESTOR SERVICES, INC.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-free 1 (800) 221-5672
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP
300 Madison Avenue
New York, NY 10017
LEGAL COUNSEL
SEWARD & KISSEL LLP
One Battery Park Plaza
New York, NY 10004
(1) Member of the Audit Committee and Governance Nominating Committee.
The Fund files its complete schedule of portfolio holdings with the Commission
for the first and third quarters of each fiscal year on Form N-Q. The Fund's
Forms N-Q are available on the Commission's web site at www.sec.gov. The Fund's
Forms N-Q may also be reviewed and copied at the Commission's Public Reference
Room in Washington, DC; information on the operation of the Public Reference
Room may be obtained by calling (800) SEC-0330.
11
AllianceBernstein Capital Reserves
1345 Avenue of the Americas, New York, NY 10105
Toll-free 1 (800) 221-5672
YIELDS. For current recorded yield information on AllianceBernstein Capital
Reserves, call toll-free (800) 221-9513
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.
AllianceBernstein [LOGO](SM)
Investment Research and Management
Distribution of this report other than to shareholders must be preceded or
accompanied by the Fund's current prospectus, which contains further
information about the Fund.
(SM) This service mark used under license from the owner, Alliance Capital
Management L.P.
ABCRSR1204
ALLIANCEBERNSTEIN MONEY RESERVES
AllianceBernstein [LOGO](SM)
Investment Research and Management
SEMI-ANNUAL REPORT
DECEMBER 31, 2004
(UNAUDITED)
FUND EXPENSES
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
As a shareholder of the Fund, you incur two types of costs: (1) transaction
costs, including sales charges (loads) on purchase payments, contingent
deferred sales charges on redemptions and (2) ongoing costs, including
management fees; distribution (12b-1) fees; and other Fund expenses. This
example is intended to help you understand your ongoing costs (in dollars) of
investing in the Fund and to compare these costs with the ongoing costs of
investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of
the period and held for the entire period as indicated below.
ACTUAL EXPENSES
The first line of the table below provides information about actual account
values and actual expenses. You may use the information in this line, together
with the amount you invested, to estimate the expenses that you paid over the
period. Simply divide your account value by $1,000 (for example, an $8,600
account value divided by $1,000 = 8.6), then multiply the result by the number
in the first line under the heading entitled "Expenses Paid During Period" to
estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the table below provides information about hypothetical
account values and hypothetical expenses based on the Fund's actual expense
ratio and an assumed annual rate of return of 5% before expenses, which is not
the Fund's actual return. The hypothetical account values and expenses may not
be used to estimate the actual ending account balance or expenses you paid for
the period. You may use this information to compare the ongoing costs of
investing in the Fund and other funds by comparing this 5% hypothetical example
with the 5% hypothetical examples that appear in the shareholder reports of
other funds.
Please note that the expenses shown in the table are meant to highlight your
ongoing costs only and do not reflect any transactional costs, such as sales
charges (loads), or contingent deferred sales charges on redemptions.
Therefore, the second line of the table is useful in comparing ongoing costs
only, and will not help you determine the relative total costs of owning
different funds. In addition, if these transactional costs were included, your
costs would have been higher.
BEGINNING ENDING
ACCOUNT VALUE ACCOUNT VALUE EXPENSES PAID ANNUALIZED
JULY 1, 2004 DECEMBER 31, 2004 DURING PERIOD* EXPENSE RATIO*
- --------------------------------------------------------------------------------------------------------------------
Actual $1,000 $1,003.47 $5.05 1.00%
Hypothetical (5% return before expenses) $1,000 $1,020.16 $5.09 1.00%
- --------------------------------------------------------------------------------------------------------------------
* Expenses are equal to the Fund's annualized expense ratio, multiplied by the
average account value over the period, multiplied by the number of days in the
most recent fiscal half-year/365 (to reflect the one-half year period).
1
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
PRINCIPAL
AMOUNT
(000) SECURITY(a) YIELD VALUE
- -------------------------------------------------------------------------------
COMMERCIAL PAPER-47.9%
ABBEY NATIONAL NA
$ 10,000 2/09/05 2.21% $ 9,976,058
ALLIANCE & LEICESTER PLC
10,000 2/11/05 2.21 9,974,831
ALLIED IRISH BANKS PLC
20,000 2/10/05 2.21 19,950,889
AMSTEL FUNDING CORP.
23,000 2/23/05 (b) 2.41 22,918,395
ANZ DELAWARE, INC.
6,000 1/20/05 2.02 5,993,603
ANZ NATIONAL
10,000 2/10/05 2.19 9,975,667
3,000 2/09/05 2.22 2,992,785
ASB BANK, LTD.
7,563 1/26/05 (b) 1.90 7,553,021
ATLANTIS ONE FUNDING CORP.
5,000 1/25/05 (b) 1.90 4,993,667
10,000 1/19/05 (b) 2.02 9,989,900
4,000 1/21/05 (b) 2.04 3,995,467
BANK OF AMERICA CORP.
30,000 2/11/05 2.23 29,923,808
BANK OF IRELAND
11,000 1/07/05 (b) 1.89 10,996,544
BANQUE CAISSE D'EPARGNE L'ETAT
10,000 1/28/05 1.96 9,985,300
15,000 2/07/05 2.29 14,964,696
BARCLAYS FUNDING CORP.
20,000 2/22/05 2.34 19,932,400
10,000 2/28/05 2.40 9,961,333
BARTON CAPITAL CORP.
10,000 2/10/05 (b) 2.22 9,975,333
BETA FINANCE, INC.
3,000 2/03/05 (b) 2.12 2,994,170
CAISSE CENTRALE DES JARDIN
4,000 1/05/05 1.96 3,999,129
CBA (FINANCE) DELAWARE, INC.
7,000 1/10/05 1.98 6,996,535
CC USA, INC.
5,000 2/01/05 (b) 2.12 4,990,872
CITIGROUP GLOBAL
MARKETS HOLDINGS, INC.
15,000 1/25/05 2.05 14,979,500
10,000 2/02/05 2.13 9,981,067
5,000 1/06/05 2.20 4,998,472
CRC FUNDING LLC
10,000 1/13/05 (b) 2.01 9,993,317
10,000 3/03/05 (b) 2.42 9,958,994
CS FIRST BOSTON CORP.
7,000 1/31/05 (b) 2.30 6,986,583
DEN NORSKE BANK
8,000 2/09/05 2.20 7,980,933
12,000 1/24/05 2.22 11,982,980
DEPFA BANK PLC
12,000 1/27/05 (b) 2.26 11,980,413
DEXIA BANK
15,000 2/15/05 (b) 2.37 14,955,563
FAIRWAY FINANCE CORP.
4,347 1/18/05 (B) 2.25 4,342,381
FOUNTAIN SQUARE COMMERCE FUNDING
5,000 1/14/05 (b) 2.03 4,996,335
5,000 1/24/05 (b) 2.06 4,993,419
16,812 2/01/05 (b) 2.12 16,781,309
GALAXY FUNDING, INC.
5,000 2/02/05 (b) 2.12 4,990,578
7,000 1/28/05 (b) 2.27 6,988,082
6,000 2/28/05 (b) 2.40 5,976,800
6,000 3/04/05 (b) 2.40 5,975,200
GIRO BALANCED FUNDING
15,000 1/10/05 (b) 2.00 14,992,500
4,081 1/18/05 (b) 2.04 4,077,068
10,000 2/09/05 (b) 2.05 9,977,792
HBOS TREASURY SERVICES PLC
10,000 2/02/05 2.13 9,981,067
5,000 2/01/05 2.32 4,990,011
HSBC BANK PLC
10,000 1/25/05 1.98 9,986,800
KITTY HAWK FUNDING
6,006 2/10/05 (b) 2.21 5,991,252
LLOYDS BANK PLC
19,750 2/01/05 2.08 19,714,626
NEWPORT FUNDING CORP.
10,000 1/04/05 (b) 1.99 9,998,342
NORDEUTSCHE LADESBANK
3,000 1/07/05 (b) 2.01 2,998,995
15,000 2/09/05 (b) 2.23 14,963,763
5,000 2/28/05 (b) 2.34 4,981,150
6,500 3/08/05 (b) 2.38 6,471,638
NORTHERN ROCK PLC
5,000 1/21/05 (b) 2.03 4,994,361
7,500 1/25/05 (b) 2.06 7,489,700
6,000 1/26/05 (b) 2.06 5,991,417
PFIZER, INC.
7,000 2/08/05 (b) 2.24 6,983,449
2
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
PRINCIPAL
AMOUNT
(000) SECURITY(a) YIELD VALUE
- -------------------------------------------------------------------------------
PRIVATE EXPORT FUNDING
$ 6,000 1/06/05 (b) 1.90% $ 5,998,417
SANTANDER CENTRAL HISPANO
8,000 1/03/05 2.20 7,999,022
SCALDIS CAPITAL LLC
10,000 1/18/05 (b) 2.01 9,990,508
10,000 1/25/05 (b) 2.25 9,985,000
SHEFFIELD RECEIVABLES
8,000 1/19/05 (b) 2.25 7,991,000
SIGMA FINANCE, INC.
10,000 2/08/05 (b) 2.20 9,976,778
5,000 3/07/05 (b) 2.44 4,977,972
THE GOLDMAN SACHS GROUP, INC.
15,000 1/27/05 (b) 2.25 14,975,625
TICONDEROGA FUNDING
10,000 2/22/05 (b) 2.41 9,965,189
TOYOTA MOTOR CREDIT CO.
10,000 2/11/05 (b) 2.22 9,974,717
UNICREDITO ITALIANO SPA
4,000 3/08/05 2.39 3,982,473
WESTPAC TRUST
7,000 2/04/05 2.04 6,986,513
5,000 2/02/05 2.17 4,990,356
--------------
Total Commercial Paper
(amortized cost
$644,253,830) 644,253,830
--------------
CERTIFICATES OF
DEPOSIT-28.7%
BANCO BILBAO VIZCAYA
7,500 2.22%, 1/21/05 2.22 7,500,000
BNP PARIBAS
35,000 2.11%, 2/02/05 2.11 35,000,155
12,000 2.20%, 2/10/05 2.20 12,000,000
CAYLON
25,000 2.25%, 2/17/05 2.27 24,999,328
15,000 2.34%, 2/01/05 2.34 15,000,000
10,000 2.41%, 3/02/05 2.41 10,000,000
CHASE BANK USA
23,500 2.33%, 1/19/05 2.33 23,500,000
DANSKE CORP.
7,000 2.00%, 1/18/05 2.00 7,000,000
HSBC BANK PLC
15,000 1.26%, 1/13/05 1.88 14,996,870
10,000 2.23%, 2/10/05 2.23 10,000,000
HSH NORBANK AG
12,500 1.85%, 2/01/05 (b) 1.85 12,500,000
5,000 1.88%, 1/24/05 (b) 1.88 5,000,000
LANDESBANK BADEN-WURTTEMBERG
20,000 2.22%, 2/10/05 2.22 20,000,110
LANDESBANK HESSEN THUERINGEN
20,000 2.34%, 2/02/05 2.34 20,000,000
M & I BANK
5,000 2.02%, 1/18/05 2.02 5,000,000
NATEXIS BANQUE
16,000 2.23%, 2/10/05 2.23 16,000,000
4,700 2.32%, 2/10/05 2.32 4,700,000
NORDEA BANK FINLAND PLC
6,000 1.89%, 1/24/05 1.89 6,000,000
9,000 2.23%, 2/11/05 2.23 9,000,000
REGIONS BANK
7,000 2.13%, 2/11/05 2.13 7,000,000
ROYAL BANK SCOTLAND PLC FRN
7,000 2.34%, 6/20/05 2.37 6,999,011
SOCIETE GENERALE
10,000 2.30%, 2/02/05 2.30 10,000,000
SVENSKA HANDELSBANKEN
24,000 2.25%, 2/09/05 2.25 24,000,000
TORONTO DOMINION BANK
5,000 2.20%, 2/09/05 2.20 5,000,000
UNICREDITO ITALIANO SPA
16,000 2.24%, 2/10/05 2.24 16,000,088
WASHINGTON MUTUAL
17,000 2.28%, 2/09/05 2.28 17,000,000
WELLS FARGO BANK
20,000 2.33%, 1/28/05 2.33 20,000,000
WORLD SAVINGS BANK
15,000 1.97%, 1/03/05 1.99 14,999,984
5,800 2.21%, 2/07/05 2.23 5,799,881
--------------
Total Certificates
of Deposit
(amortized cost
$384,995,427) 384,995,427
--------------
CORPORATE OBLIGATIONS-12.6%
BETA FINANCE, INC. FRN
17,500 2.33%, 2/09/05 (b) 2.33 17,500,093
6,500 2.33%, 1/28/05 (b) 2.33 6,500,000
CENTAURI CORP. FRN
10,000 2.12%, 8/25/05 (b) 2.12 10,000,000
12,500 2.33%, 1/28/05 (b) 2.33 12,499,954
CHASE BANK USA FRN
18,800 2.34%, 5/11/05 2.34 18,800,000
3
PORTFOLIO OF INVESTMENTS (CONTINUED)
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
PRINCIPAL
AMOUNT
(000) SECURITY(a) YIELD VALUE
- -------------------------------------------------------------------------------
DORADA FINANCE, INC. FRN
$ 12,000 2.31%, 8/25/05 (b) 2.31% $ 12,000,000
13,000 2.33%, 1/26/05 (b) 2.33 13,000,000
GREENWICH CAPITAL
HOLDINGS FUNDING CORP. FRN
25,000 2.38%, 2/22/05 (b) 2.38 25,000,000
K2 (USA) LLC FRN
17,000 2.31%, 3/24/05 (b) 2.32 16,999,632
SIGMA FINANCE, INC. FRN MTN
10,000 2.36%, 9/23/05 (b) 2.39 9,997,997
10,000 2.39%, 8/17/05 (b) 2.37 10,001,056
US BANK
17,500 2.27%, 1/04/05 2.29 17,499,976
--------------
Total Corporate
Obligations
(amortized cost
$169,798,708) 169,798,708
--------------
U.S. GOVERNMENT
SPONSORED AGENCY
OBLIGATIONS-8.0%
FEDERAL NATIONAL
MORTGAGE ASSOCIATION
40,000 2.12%, 1/19/05 2.12 39,957,600
68,000 2.18%, 2/11/05 FRN 2.20 67,998,469
--------------
Total U.S. Government
Sponsored Agency
Obligations
(amortized cost
$107,956,069) 107,956,069
--------------
TIME DEPOSIT-2.4%
SUNTRUST BANK
32,000 1.25%, 1/03/05
(cost $32,000,000) 1.75 32,000,000
--------------
TOTAL INVESTMENTS-99.6%
(amortized cost
$1,339,004,034) 1,339,004,034
Other assets less
liabilities-0.4% 5,467,110
--------------
NET ASSETS-100% $1,344,471,144
==============
(a) All securities either mature or their interest rate changes in 397 days or
less.
(b) Securities issued in reliance on section 4(2) or Rule 144A of the
Securities and Exchange Act of 1933. Rule 144A securities are considered
liquid and may be resold in transactions exempt from registration, normally to
qualified institutional buyers. At December 31, 2004, the aggregate market
value of these securities amounted to $522,071,708 or 38.8% of net assets.
Glossary of Terms:
FRN - Floating Rate Note
MTN - Medium Term Note
See notes to financial statements.
4
STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
ASSETS
Investments in securities, at value (cost $1,339,004,034) $1,339,004,034
Cash 5,968,957
Interest receivable 1,624,325
Receivable for capital stock sold 1,329
--------------
Total assets 1,346,598,645
--------------
LIABILITIES
Payable for capital stock redeemed 641,870
Advisory fee payable 520,126
Distribution fee payable 287,300
Administrative fee payable 253,412
Transfer agent fee payable 203,741
Accrued expenses 221,052
--------------
Total liabilities 2,127,501
--------------
NET ASSETS $1,344,471,144
==============
COMPOSITION OF NET ASSETS
Capital stock, at par $ 1,345,617
Additional paid-in capital 1,343,136,878
Accumulated net realized loss on investment transactions (11,351)
--------------
$1,344,471,144
==============
NET ASSET VALUE PER SHARE
(based on 1,345,617,195 shares outstanding) $1.00
=====
See notes to financial statements.
5
STATEMENT OF OPERATIONS
SIX MONTHS ENDED DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
INVESTMENT INCOME
Interest $ 12,032,079
EXPENSES
Advisory fee (Note B) $ 3,582,969
Distribution fee (Note C) 1,795,896
Administrative services (Note C) 1,219,129
Transfer agency (Note B) 631,952
Custodian fees 139,428
Printing 147,514
Registration fees 108,660
Audit fees 12,556
Legal fees 9,110
Trustees' fees 5,000
Miscellaneous 34,611
------------
Total expenses 7,686,825
Less: expense reimbursement (Note B) (503,231)
Less: expense offset arrangement (Note B) (11)
------------
Net expenses 7,183,583
------------
Net investment income 4,848,496
REALIZED LOSS ON INVESTMENT TRANSACTIONS
Net realized loss on investment transactions (2,220)
------------
NET INCREASE IN NET ASSETSFROM OPERATIONS $ 4,846,276
============
See notes to financial statements.
6
STATEMENT OF CHANGES IN NET ASSETS
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
SIX MONTHS ENDED
DECEMBER 31, 2004 YEAR ENDED
(UNAUDITED) JUNE 30, 2004
============== ==============
INCREASE (DECREASE) IN NET ASSETS FROM
OPERATIONS
Net investment income $ 4,848,496 $ 2,805,832
Net realized loss on investment
transactions (2,220) (3,211)
-------------- --------------
Net increase in net assets from
operations 4,846,276 2,802,621
DIVIDENDS TO SHAREHOLDERS FROM
Net investment income (4,848,496) (2,805,832)
TRANSACTIONS IN SHARES OF BENEFICIAL
INTEREST
Net decrease (Note E) (108,324,907) (709,032,131)
-------------- --------------
Total decrease (108,327,127) (709,035,342)
NET ASSETS
Beginning of period 1,452,798,271 2,161,833,613
-------------- --------------
End of period $1,344,471,144 $1,452,798,271
============== ==============
See notes to financial statements.
7
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2004 (UNAUDITED)
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
NOTE A: SIGNIFICANT ACCOUNTING POLICIES
AllianceBernstein Capital Reserves (the "Trust") is an open-end diversified
investment company registered under the Investment Company Act of 1940. The
Trust consists of two portfolios: AllianceBernstein Capital Reserves, and
AllianceBernstein Money Reserves (the "Portfolio") each of which is considered
to be a separate entity for financial reporting and tax purposes. The Portfolio
pursues its objectives by maintaining a portfolio of high-quality money market
securities all of which, at the time of investment, have remaining maturities
of 397 days or less. The financial statements have been prepared in conformity
with U.S. generally accepted accounting principles 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 Portfolio's Statement of
Additional Information, which is available upon request. The following is a
summary of significant accounting policies followed by the Portfolio.
1. VALUATION OF SECURITIES
Securities in which the Portfolio invests are traded primarily in the
over-the-counter market and are valued at amortized cost, under which method a
portfolio instrument is valued at cost and any premium or discount is amortized
on a constant basis to maturity. Certain illiquid securities containing
unconditional puts at par value are also valued at amortized cost. The
Portfolio amortizes premiums and accretes market discounts as adjustments to
interest income.
2. TAXES
It is the policy of the Portfolio 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 its
shareholders. Therefore, no provisions for federal income or excise taxes are
required.
3. DIVIDENDS
The Portfolio declares dividends daily from net investment income and
automatically reinvests such dividends in additional shares at net asset value.
Net realized capital gains on investments, if any, are expected to be
distributed near year end.
4. INVESTMENT INCOME AND INVESTMENT TRANSACTIONS
Interest income is accrued as earned. Investment transactions are recorded on a
trade date basis. Realized gain (loss) from investment transactions is recorded
on the identified cost basis.
5. REPURCHASE AGREEMENTS
It is the Portfolio's policy that its custodian or designated subcustodian take
control of securities as collateral under the 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 the bankruptcy proceedings are commenced
with respect to seller of the security, realization of the collateral by the
Portfolio may be delayed or limited.
NOTE B: ADVISORY FEE AND TRANSACTIONS WITH AN AFFILIATE OF THE ADVISER
The Portfolio pays its Adviser, Alliance Capital Management L.P., an advisory
fee at the annual rate of .50% on the first $1.25 billion of average daily net
assets; .49% on the next $.25 billion; .48% on the next $.25 billion; .47% on
the next $.25 billion; .46% on the next $1 billion; and .45% in excess of $3
billion. The Adviser agreed, pursuant to the advisory agreement, to reimburse
the Portfolio to the extent that its annual aggregate expense (excluding taxes,
brokerage, interest and where permitted, extraordinary expenses) exceed 1.00%
of its average daily net assets for any fiscal year. For the six months ended
December 31, 2004, the reimbursement amounted to $503,231.
8
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
The Portfolio 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
Portfolio. Such compensation amounted to $210,636 for the six months ended
December 31, 2004.
For the six months ended December 31, 2004, the Portfolio's expenses were
reduced by $11 under an expense offset arrangement with AGIS.
On October 28, 2004, the Adviser announced that it has agreed to sell its cash
management business. The Portfolio will be managed to accommodate related
redemptions. Accordingly, the Adviser expects to make shorter term investments
which may, depending on the yield curve, impact returns. The transaction is
expected to be completed by the third quarter of 2005.
NOTE C: DISTRIBUTION SERVICES AGREEMENT AND ADMINISTRATIVE SERVICES PAYMENTS
Pursuant to the Portfolio's Rule 12b-1 Plan (the "Plan") as contained in its
Distribution Services Agreement, the Portfolio pays AllianceBernstein
Investment Research and Management, Inc. (the "Distributor"), a wholly-owned
subsidiary of the Adviser, a distribution fee at the annual rate of .25% of the
average daily value of the Portfolio's net assets. The Plan provides that the
Distributor will use such payments in their entirety for distribution
assistance and promotional activities. For the six months ended December 31,
2004, the distribution fee amounted to $1,795,896. In addition, the Portfolio
may reimburse certain broker-dealers for administrative costs incurred in
connection with providing shareholder services, and may reimburse the Adviser
for accounting and bookkeeping, and legal and compliance support. For the six
months ended December 31, 2004, such payments by the Portfolio amounted to
$1,219,129, of which $32,334 was paid to the Adviser.
NOTE D: INVESTMENT TRANSACTIONS, INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
At December 31, 2004, the cost of investments for federal income tax purposes
was the same as the cost for financial reporting purposes. At June 30, 2004,
the Portfolio had a capital loss carryforward of $9,131 expires in the year
2012. To the extent that any net capital loss carryforward is used to offset
future capital gains, it is probable that these gains will not be distributed
to shareholders. The dividends paid by the Portfolio for the year ended June
30, 2004 is deemed to be ordinary income for federal income tax purposes.
NOTE E: TRANSACTIONS IN SHARES OF BENEFICIAL INTEREST
An unlimited number of shares ($.001 par value) are authorized. At December 31,
2004, capital paid-in aggregated $1,344,482,495. Transactions, all at $1.00 per
share, were as follows:
SIX MONTHS ENDED YEAR ENDED
DECEMBER 31, 2004 JUNE 30,
(UNAUDITED) 2004
============== ==============
Shares sold 1,226,767,535 2,805,926,891
Shares issued on reinvestment of dividends 4,848,496 2,805,832
Shares redeemed (1,339,940,938) (3,517,764.854)
-------------- --------------
Net decrease (108,324,907) (709,032,131)
============== ==============
9
FINANCIAL HIGHLIGHTS
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
SELECTED DATA FOR A SHARE OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH
PERIOD
SIX MONTHS
ENDED
DECEMBER 31, YEAR ENDED JUNE 30,
2004 ---------------------------------------------------------------
(UNAUDITED) 2004 2003 2002 2001 2000
----------- ----------- ----------- ----------- ----------- -----------
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
INCOME FROM INVESTMENT OPERATIONS
Net investment income .003(a) .001(a) .006 .016 .051 .049(a)
LESS: DIVIDENDS
Dividends from net investment income (.003) (.001) (.006) (.016) (.051) (.049)
Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
TOTAL RETURN
Total investment return based on
net asset value (b) 0.35% 0.14% 0.63% 1.58% 5.19% 4.98%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(in millions) $1,344 $1,453 $2,162 $2,571 $1,911 $1,812
Ratio to average net assets of:
Expenses, net of waivers and
reimbursements 1.00%(c) 0.98% 0.96% 0.99% 1.00% 1.00%
Expenses, before waivers and
reimbursements 1.07%(c) 0.99% 0.96% 0.99% 1.00% 1.01%
Net investment income 0.67%(a)(c) 0.14%(a) 0.64% 1.54% 5.06% 4.90%(a)
(a) Net of expenses reimbursed or waived by the Adviser.
(b) Total investment return is calculated assuming an initial investment made
at the net asset value at the beginning of the period, reinvestment of all
dividends and distributions at net asset value during the period, and
redemption on the last day of the period. Total investment return does not
reflect the deduction of taxes that a shareholder would pay on Portfolio
distributions or the redemption of Portfolio shares. Total investment return
calculated for a period of less than one year is not annualized.
(c) Annualized.
10
ALLIANCEBERNSTEIN MONEY RESERVES
_______________________________________________________________________________
ALLIANCEBERNSTEIN MONEY RESERVES
1345 Avenue of the Americas
New York, NY 10105
Toll-free 1(800) 221-5672
TRUSTEES
WILLIAM H. FOULK, JR.(1), Chairman
CHARLES H.P. DUELL (1)
DAVID K. STORRS (1)
SHELBY WHITE (1)
OFFICERS
MARC O. MAYER, Chief Executive Officer
PHILIP L. KIRSTEIN, Senior Vice President and Independent Compliance Officer
PATRICIA ITTNER, Senior Vice President
JOHN J. KELLEY, Senior Vice President
DORIS T. MULLER, Senior Vice President
RAYMOND J. PAPERA, Senior Vice President
JOHN F. CHIODI, JR., Vice President
MARIA R. CONA, Vice President
JOSEPH C. DONA, Vice President
WILLIAM J. FAGAN, Vice President
MARK R. MANLEY, Secretary
MARK D. GERSTEN, Treasurer and Chief Financial Officer
THOMAS R. MANLEY, Controller
CUSTODIAN
STATE STREET BANK AND TRUST COMPANY
225 Franklin Street
Boston, MA 02110
DISTRIBUTOR
ALLIANCEBERNSTEIN INVESTMENT RESEARCH AND MANAGEMENT, INC.
1345 Avenue of the Americas
New York, NY 10105
TRANSFER AGENT
ALLIANCE GLOBAL INVESTOR SERVICES, INC.
P.O. Box 786003
San Antonio, TX 78278-6003
Toll-free 1 (800) 221-5672
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PRICEWATERHOUSECOOPERS LLP
300 Madison Avenue
New York, NY 10017
LEGAL COUNSEL
SEWARD & KISSEL LLP
One Battery Park Plaza
New York, NY 10004
(1) Member of the Audit Committee and Governance Nominating Committee.
The Fund files its complete schedule of portfolio holdings with the Commission
for the first and third quarters of each fiscal year on Form N-Q. The Fund's
Forms N-Q are available on the Commission's web site at www.sec.gov. The Fund's
Forms N-Q may also be reviewed and copied at the Commission's Public Reference
Room in Washington, DC; information on the operation of the Public Reference
Room may be obtained by calling (800) SEC-0330.
11
ALLIANCEBERNSTEIN MONEY RESERVES
1345 Avenue of the Americas, New York, NY 10105
Toll-free 1 (800) 221-5672
YIELDS. For current recorded yield information on AllianceBernstein Money
Reserves, call toll-free (800) 221-9513
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.
AllianceBernstein [LOGO](SM)
Investment Research and Management
Distribution of this report other than to shareholders must be preceded or
accompanied by the Fund's current prospectus, which contains further
information about the Fund.
(SM) This service mark used under license from the owner, Alliance Capital
Management L.P.
ABMRSR1204
ITEM 2. CODE OF ETHICS.
Not applicable when filing a semi-annual report to shareholders.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable when filing a semi-annual report to shareholders.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable when filing a semi-annual report to shareholders.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable to the registrant.
ITEM 6. SCHEDULE OF INVESTMENTS.
Please see Schedule of Investments contained in the Report to Shareholders
included under Item 1 of this Form N-CSR.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable to the registrant.
ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable to the registrant.
ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which shareholders may
recommend nominees to the Fund's Board of Directors since the Fund last
provided disclosure in response to this item.
ITEM 10. 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
over financial reporting 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 11. EXHIBITS.
The following exhibits are attached to this Form N-CSR:
EXHIBIT NO. DESCRIPTION OF EXHIBIT
- ----------- ----------------------
11 (b) (1) Certification of Principal Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
11 (b) (2) Certification of Principal Financial Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
11 (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 Capital Reserves
By: /s/ Marc O. Mayer
-----------------
Marc O. Mayer
Chief Executive Officer
Date: February 28, 2005
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
-----------------
Marc O. Mayer
Chief Executive Officer
Date: February 28, 2005
By: /s/ Mark D. Gersten
-------------------
Mark D. Gersten
Treasurer and Chief Financial Officer
Date: February 28, 2005