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: 811-06251 ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY 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 AllianceBernstein 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: October 31, 2006 Date of reporting period: April 30, 2006 ITEM 1. REPORTS TO STOCKHOLDERS. - ------------------------------------------------------------------------------- SEMI-ANNUAL REPORT - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market Strategy Trust Semi-Annual Report April 30, 2006 [LOGO] ALLIANCEBERNSTEIN INVESTMENTS Investment Products Offered o Are Not FDIC Insured o May Lose Value o Are Not Bank Guaranteed The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. You should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For a free copy of the Fund's prospectus, which contains this and other information, visit our web site at www.alliancebernstein.com or call your financial advisor or AllianceBernstein(R) at (800) 227-4618. Please read the prospectus carefully before you invest. You may obtain performance information current to the most recent month-end by visiting www.alliancebernstein.com. 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, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AllianceBernstein's web site at www.alliancebernstein.com, or go to the Securities and Exchange Commission's (the "Commission") web site at www.sec.gov, or call AllianceBernstein at (800) 227-4618. 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. AllianceBernstein Investments, Inc. is an affiliate of AllianceBernstein L.P., the manager of the funds, and is a member of the NASD. AllianceBernstein(R) and the AB Logo are registered trademarks and service marks used by permission of the owner, AllianceBernstein L.P. June 26, 2006 Semi-Annual Report This report provides management's discussion of fund performance for AllianceBernstein Multi-Market Strategy Trust (the "Fund") for the semi-annual reporting period ended April 30, 2006. Investment Objective and Policies Previously, this open-end fund sought the highest level of current income that is available, consistent with what AllianceBernstein considers to be prudent investment risk, from a portfolio of high-quality debt securities having remaining maturities of not more than five years. Effective April 1, 2006, the Fund's investment objective is to generate current income consistent with preservation of capital. The Fund invests, under normal circumstances, in high-quality debt securities having remaining maturities of not more than five years. The Fund invests in a portfolio of debt securities denominated in the U.S. dollar and selected foreign currencies. The Fund normally expects to maintain at least 70% of its assets in debt securities denominated in currencies of foreign countries whose currencies are considered stable by AllianceBernstein. The Fund limits its investments in a single currency other than the U.S. dollar to 25% of its net assets, except for the euro, in which the Fund may invest up to 50% of its net assets. Investment Results The table on page 4 shows the Fund's performance compared to its benchmark, the Merrill Lynch (ML) 1-5 Year Government Bond Index, for the six- and 12-month periods ended April 30, 2006. Also included in the table are returns for the Fund's peer group, as represented by the Lipper Global Income Funds Average (the "Lipper Average"). Funds in the Lipper Average have generally similar investment objectives to the Fund, although some may have different investment policies and sales and management fees. The Fund underperformed its benchmark, the ML 1-5 Year Government Bond Index, for both the six- and 12-month periods ended April 30, 2006. The primary detractor from performance was the Fund's currency exposure to both the Mexican peso and the New Zealand dollar. The Mexican peso depreciated 2.48% against the U.S. dollar during the six-month period and 0.12% during the 12-month period. The New Zealand dollar lost 8.81% during the six-month period and 12.71% during the 12-month period. During the current reporting period, the Fund held approximately 1% currency exposure to New Zealand and 4% currency exposure to Mexico. Market Review and Investment Strategy The investment-grade fixed-income markets posted weak returns during the semi-annual period, reflecting higher global interest rates. Global yields rose as the U.S. Federal Reserve (the "Fed") and the European Central Bank (ECB) raised their official interest rates. The Fed hiked rates another 100 basis points in quarter-point increments to end the period at 4.75%. The U.S. Treasury yield curve remained relatively flat, with yields in the 1-5 year maturity range rising approximately 47 basis points to yield near 4.9%. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 1 Stronger economic data in the euro area also led the ECB to raise its official rates from 2% to 2.5% in two quarter-point increments. European yields, as represented by German 1-5 year maturities, rose approximately 75 basis points during the reporting period to yield near 3.5%. With inflation holding on target and growth gaining some traction in the U.K., the Bank of England left official rates unchanged at 4.5% for the eighth consecutive quarter. Nevertheless, UK short-term yields climbed approximately 30 basis points. Australia's short-term government bond yields also rose 27 basis points despite the Reserve Bank of Australia holding its cash rate steady at 5.5% since March 2005. Rates climbed in Canada, as well, with short-term rates rising approximately 50 basis points. In March, the Bank of Japan removed its five-year policy of quantitative easing, in which it placed trillions in excess yen into the banking system to spur growth and end deflation. This policy was mandated after near-zero rates failed to provide monetary stimulus. Most short-term developed global government bond markets posted modest positive returns with little variation in returns among the various market sectors. The U.S. Treasury market, as measured by the Merrill Lynch 1-5 Year Treasury Index, posted a return of 1.16%, significantly outperforming longer maturity Treasuries. Hedged global Treasuries, ex-U.S., with 1-5 year maturities posted similar returns of 1.19%. Hedged European government bonds in the 1-5 year maturity range underperformed the U.S., posting only 0.78%, while Japanese governments outperformed, posting 1.59%, according to Merrill Lynch. Short-term corporate bonds also posted modest positive returns with U.S. and European corporates in the 1-5 year maturity range returning 1.19% and 0.64%, respectively. As previously announced, at a meeting of the Board of Directors of the Fund on May 4, 2006, the Board approved the liquidation and dissolution of the Fund. The Fund has suspended sales of its shares to new investors pending the completion of the liquidation and the payment of liquidating distributions to its shareholders. The Fund expects to make the liquidating distributions on or shortly after August 4, 2006. 2 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST HISTORICAL PERFORMANCE An Important Note About the Value of Historical Performance The performance shown on the following pages represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.alliancebernstein.com. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. You should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For a free copy of the Fund's prospectus, which contains this and other information, visit our web site at www.alliancebernstein.com or call your financial advisor or AllianceBernstein Investments at (800) 227-4618. You should read the prospectus carefully before you invest. Returns are annualized for periods longer than one year. All fees and expenses related to the operation of the Fund have been deducted. NAV returns do not reflect sales charges; if sales charges were reflected, the Fund's quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end sales charge for Class A shares; the applicable contingent deferred sales charge for Class B shares (3% year 1, 2% year 2, 1% year 3, 0% year 4); a 1% 1 year contingent deferred sales charge for Class C shares. Performance assumes reinvestment of distributions and does not account for taxes. Benchmark Disclosure The unmanaged Merrill Lynch 1-5 Year Government Bond Index does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The Index consists of short-term U.S. Treasury securities maturing in one to five years and is a standard measure of the performance of a basket of unmanaged short-term Treasury securities. For both the six- and 12-month periods ended April 30, 2006, the Lipper Global Income Funds Average consisted of 107 and 104 funds, respectively. These funds have generally similar investment objectives to AllianceBernstein Multi-Market Strategy Trust, although some may have different investment policies and sales and management fees. An investor cannot invest directly in an index or average, and their results are not indicative of the performance for any specific investment, including the Fund. A Word About Risk The Fund invests a part of its assets in foreign securities which may magnify asset value fluctuations due to changes in foreign exchange rates and the possibility of substantial volatility due to political and economic uncertainties in foreign countries. The Fund can invest a significant portion of its assets in the securities of a single issuer, which may present greater risk than a more diversified portfolio. Price fluctuation may be caused by changes in interest rates or bond credit quality ratings. Please note, as interest rates rise, existing bond prices fall and can cause the value of an investment in the Fund to decline. Changes in interest rates have a greater effect on bonds with longer maturities than on those with shorter maturities. While the Fund invests in bonds and fixed-income securities, the Fund may at times use certain types of investment derivatives, such as options, futures, forwards and swaps. These instruments involve risks different from, and in certain cases, greater than, the risks presented by more traditional investments. These risks are fully discussed in the Fund's prospectus. (Historical Performance continued on next page) ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 3 HISTORICAL PERFORMANCE (continued from previous page) Returns THE FUND VS. ITS BENCHMARK ----------------------------- PERIODS ENDED APRIL 30, 2006 6 Months 12 Months - ----------------------------------------------------------------------------- AllianceBernstein Multi-Market Strategy Trust Class A 0.74% 0.61% Class B 0.38% -0.13% Class C 0.20% -0.12% Class R* 0.54% 0.53% Class K* 0.69% 0.85% Class I* 0.85% 1.19% Merrill Lynch 1-5 Year Government Bond Index 1.16% 1.51% Lipper Global Income Funds Average 2.10% 0.10% * Please note that these share classes are for investors purchasing shares through institutional pension plans. See Historical Performance and Benchmark disclosures on previous page. (Historical Performance continued on next page) 4 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST HISTORICAL PERFORMANCE (continued from previous page) AVERAGE ANNUAL RETURNS AS OF APRIL 30, 2006 - -------------------------------------------------------------- NAV Returns SEC Returns Class A Shares 1 Year 0.61% -3.60% 5 Years 2.99% 2.11% 10 Years 4.75% 4.30% SEC Yield** 2.01% Class B Shares 1 Year -0.13% -2.90% 5 Years 2.22% 2.22% 10 Years(a) 4.27% 4.27% SEC Yield** 1.37% Class C Shares 1 Year -0.12% -1.04% 5 Years 2.19% 2.19% 10 Years 3.96% 3.96% SEC Yield** 1.40% Class R Shares+ 1 Year 0.53% 0.53% Since Inception* 1.06% 1.06% SEC Yield** 2.03% Class K Shares+ 1 Year 0.85% 0.85% Since Inception* 1.37% 1.37% SEC Yield** 2.31% Class I Shares+ 1 Year 1.19% 1.19% Since Inception* 1.70% 1.70% SEC Yield** 2.67% (a) Assumes conversion of Class B shares into Class A shares after six years. * Inception Date: 3/1/05 for Class R, Class K and Class I shares. ** SEC yields are calculated based on SEC guidelines for the 30-day period ended April 30, 2006. + These share classes are offered at net asset value (NAV) to eligible investors and their SEC returns are the same as the NAV returns. Please note that these share classes are for investors purchasing shares through institutional pension plans. The inception dates for these share classes are listed above. See Historical Performance disclosures on page 3. (Historical Performance continued on next page) ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 5 HISTORICAL PERFORMANCE (continued from previous page) SEC AVERAGE ANNUAL RETURNS (WITH ANY APPLICABLE SALES CHARGES) AS OF THE MOST RECENT CALENDAR QUARTER-END (MARCH 31, 2006) - -------------------------------------------------------------- SEC Returns Class A Shares 1 Year -3.50% 5 Years 2.01% 10 Years 4.46% Class B Shares 1 Year -2.77% 5 Years 2.11% 10 Years(a) 4.41% Class C Shares 1 Year -1.07% 5 Years 2.08% 10 Years 4.12% Class R Shares+ 1 Year 0.69% Since Inception* 0.64% Class K Shares+ 1 Year 1.18% Since Inception* 0.95% Class I Shares+ 1 Year 1.52% Since Inception* 1.28% (a) Assumes conversion of Class B shares into Class A shares after six years. * Inception Date: 3/1/05 for Class R, Class K and Class I shares. + Please note that these share classes are for investors purchasing shares through institutional pension plans. The inception dates for these share classes are listed above. See Historical Performance disclosures on page 3. 6 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST FUND EXPENSES 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 table below provides information about actual account values and actual expenses. You may use the information, 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 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 table below also 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 hypothetical example 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 November 1, 2005 April 30, 2006 During Period* ------------------------------- ------------------------------- --------------------------- Actual Hypothetical Actual Hypothetical** Actual Hypothetical ----------- ----------------- ----------- ----------------- ----------- ------------- Class A $1,000 $1,000 $1,007.42 $1,016.56 $ 8.26 $ 8.30 Class B $1,000 $1,000 $1,003.76 $1,012.94 $11.87 $11.93 Class C $1,000 $1,000 $1,002.03 $1,013.04 $11.76 $11.83 Class R $1,000 $1,000 $1,005.37 $1,016.41 $ 8.40 $ 8.45 Class K $1,000 $1,000 $1,006.88 $1,017.90 $ 6.92 $ 6.95 Class I $1,000 $1,000 $1,008.51 $1,019.54 $ 5.28 $ 5.31 * Expenses are equal to the classes' annualized expense ratios of 1.66%, 2.39%, 2.37%, 1.69%, 1.39% and 1.06%, respectively, multiplied by the average account value over the period, multiplied by 181/365 ( to reflect the one-half year period ). ** Assumes 5% return before expenses. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 7 PORTFOLIO SUMMARY April 30, 2006 (unaudited) PORTFOLIO STATISTICS Net Assets ($mil): $143.6 SECURITY TYPE BREAKDOWN* [ ] 43.1% Sovereign Debt Obligations [PIE CHART OMITTED] [ ] 32.2% Corporate Debt Obligations [ ] 23.5% U.S. Government & Government Sponsored Agency Obligations [ ] 1.2% Short-Term * All data are as of April 30, 2006. The Fund's security type breakdown is expressed as a percentage of total investments and may vary over time. 8 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST PORTFOLIO OF INVESTMENTS April 30, 2006 (unaudited) Principal Amount (000) U.S. $ Value - ------------------------------------------------------------------------------- Belgium-2.6% Government Obligation-2.6% Kingdom of Belgium 3.75%, 3/28/09(a) (cost $3,590,838) EUR 2,940 $ 3,733,143 Canada-7.4% Corporate Debt Obligations-7.4% Bank of Nova Scotia 3.93%, 2/18/10(a) CAD 5,000 4,366,128 GE Capital Canada Funding Co. 5.30%, 7/24/07(a) 5,000 4,523,635 Wells Fargo Financial Canada Corp. 3.60%, 6/28/10(a) 2,000 1,718,546 Total Canadian Securities (cost $9,131,737) 10,608,309 Denmark-4.6% Government Obligation-4.6% Kingdom of Denmark 6.00%, 11/15/09(a) (cost $6,513,863) DKK 36,700 6,681,760 France-7.6% Corporate Debt Obligation-3.2% Dexia Credit Local 4.75%, 4/25/09(a) EUR 3,500 4,551,548 Government Obligation-4.4% Government of France 3.00%, 7/25/09 (TIPS)(a) 4,804 6,368,079 Total French Securities (cost $11,489,810) 10,919,627 Germany-6.7% Corporate Debt Obligation-3.1% Kreditanstalt fuer Wiederaufbau 4.50%, 8/03/06(a) 3,500 4,429,315 Government Obligation-3.6% Bundesobligation 3.50%, 10/09/09(a) 4,100 5,154,683 Total German Securities (cost $8,943,726) 9,583,998 ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 9 Principal Amount (000) U.S. $ Value - ------------------------------------------------------------------------------- Ireland-4.4% Government Obligation-4.4% Republic of Ireland 3.25%, 4/18/09 (cost $6,154,342) EUR 5,000 $ 6,256,180 Japan-9.2% Government Obligations-9.2% Government of Japan 0.80%, 12/20/10(a) JPY 789,550 6,780,589 1.40%, 3/21/11 739,100 6,505,943 Total Japanese Securities (cost $13,227,841) 13,286,532 Mexico-3.8% Government Obligations-3.8% Mexican Cetes Zero coupon, 5/11/06(a) MXN 25,000 2,253,897 Zero coupon, 7/06/06(a) 36,812 3,282,887 Total Mexican Securities (cost $5,666,907) 5,536,784 New Zealand-3.1% Government Obligation-3.1% Government of New Zealand 7.00%, 7/15/09 (cost $4,561,301) NZD 6,700 4,406,275 Norway-4.2% Government Obligation-4.2% Kingdom of Norway 5.50%, 5/15/09(a) (cost $5,297,570) NOK 35,094 5,992,990 United Kingdom-8.2% Corporate Debt Obligations-8.2% Halifax, Plc. 4.75%, 3/24/09(a) EUR 2,000 2,590,837 HBOS Treasury Services, Plc. 4.88%, 12/21/07(a) GBP 2,500 4,552,579 UBS London 8.00%, 1/08/07(a) 2,500 4,644,846 Total United Kingdom Securities (cost $12,061,739) 11,788,262 10 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST Principal Amount (000) U.S. $ Value - ------------------------------------------------------------------------------- United States-29.9% Corporate Debt Obligations-8.1% Citigroup, Inc. 4.25%, 7/29/09(a) US$ 5,000 $ 4,835,880 JPMorgan Chase & Co. 3.80%, 10/02/09(a) 5,000 4,744,880 Suntrust Bank 4.54%, 6/02/09(a)(b) 2,000 2,003,000 ------------- 11,583,760 U.S. Government and Government Sponsored Agency Obligations-21.8% Federal Home Loan Bank 3.00%, 4/15/09(a) 4,000 3,765,808 3.75%, 8/18/09(a) 4,500 4,313,754 Federal Home Loan Mortgage Corp. 3.50%, 2/15/08(a) EUR 9,500 11,985,547 Federal National Mortgage Association 1.75%, 3/26/08(a) JPY 730,000 6,542,516 3.25%, 2/15/09(a) US$ 5,000 4,754,615 ------------- 31,362,240 Total United States Securities (cost $42,901,886) 42,946,000 SHORT-TERM INVESTMENT-1.1% Repurchase Agreement-1.1% Deutsche Bank 4.73%, 4/28/06, due 5/01/06 in the amount of $1,600,631 (collateralized by $1,660,000 FHLMC, 2.85%, 4/06/07; value $1,628,625) (cost $1,600,000) 1,600 1,600,000 Total Investments-92.8% (cost $131,141,560) 133,339,860 Other assets less liabilities-7.2% 10,296,961 Net Assets-100% $ 143,636,821 ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 11 FORWARD EXCHANGE CURRENCY CONTRACTS (see Note D) U.S. $ U.S. $ Contract Value on Value at Unrealized Amount Origination April 30, Appreciation/ (000) Date 2006 (Depreciation) - ------------------------------------------------------------------------------- Buy Contracts: Australian Dollar, settling 5/12/06 1,803 $ 1,330,266 $ 1,369,343 $ 39,077 Japanese Yen, settling 5/31/06 174,492 1,483,300 1,538,811 55,511 Swedish Krona, settling 6/26/06 14,481 1,928,919 1,976,908 47,989 Sale Contracts: British Pound, settling 6/16/06 4,401 7,874,315 8,030,775 (156,460) Canadian Dollar, settling 5/10/06 13,915 12,146,385 12,448,326 (301,941) Danish Krona, settling 5/30/06 41,795 6,758,611 7,080,831 (322,220) Euro Dollar, settling 5/18/06-6/19/06 37,523 45,438,661 47,418,626 (1,979,965) Japanese Yen, settling 5/31/06 2,030,808 17,364,844 17,909,310 (544,466) New Zealand Dollar, settling 5/12/06 4,500 2,859,414 2,871,752 (12,338) Norwegian Kroner, settling 5/31/06 39,554 6,316,561 6,429,521 (112,960) (a) Positions, or a portion thereof, with an aggregate market value of $114,571,462 have been segregated to collateralize forward exchange currency contracts. (b) Coupon rate adjusts on a predetermined schedule to a rate based on a specific Index. Stated interest rate was in effect at April 30, 2006. Glossary of Terms: FHLMC - Federal Home Loan Mortgage Corporation TIPS - Treasury Inflation Protected Security Currency Abbreviations: CAD - Canadian Dollar DKK - Danish Krona EUR - Euro Dollar GBP - Great British Pound JPY - Japanese Yen MXN - Mexican Peso NOK - Norwegian Kroner NZD - New Zealand Dollar US$ - United States Dollar See notes to financial statements. 12 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST STATEMENT OF ASSETS & LIABILITIES April 30, 2006 (unaudited) Assets Investments in securities, at value (cost $131,141,560) $ 133,339,860 Cash 452,972 Foreign cash, at value (cost $4,616,216) 4,946,578 Receivable for investment securities sold and foreign currency contracts 7,293,770 Interest receivable 1,834,972 Unrealized appreciation of forward exchange currency contracts 142,577 Receivable for capital stock sold 49,890 Total assets 148,060,619 Liabilities Unrealized depreciation of forward exchange currency contracts 3,430,350 Dividends payable 314,792 Payable for capital stock redeemed 272,508 Transfer Agent fee payable 64,163 Advisory fee payable 59,385 Distribution fee payable 42,383 Accrued expenses and other liabilities 240,217 Total liabilities 4,423,798 Net Assets $ 143,636,821 Composition of Net Assets Capital stock, at par $ 27,170 Additional paid-in capital 167,278,903 Undistributed net investment income 7,065,816 Accumulated net realized loss on investments and foreign currency transactions (30,173,899) Net unrealized depreciation of investments and foreign currency denominated assets and liabilities (561,169) $ 143,636,821 Net Asset Value Per Share-18 billion shares of capital stock authorized, $0.001 par value Shares Net Asset Class Net Assets Outstanding Value - ------------------------------------------------------------------------ A $ 132,033,276 24,979,972 $5.29* B $ 4,050,199 764,891 $5.30 C $ 7,525,360 1,420,165 $5.30 R $ 9,374 1,772 $5.29 K $ 9,329 1,763 $5.29 I $ 9,283 1,754 $5.29 * The maximum offering price per share for Class A shares was $5.52 which reflects a sales charge of 4.25%. See notes to financial statements. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 13 STATEMENT OF OPERATIONS Six Months Ended April 30, 2006 (unaudited) Investment Income Interest (net of foreign taxes withheld of $1,485) $ 2,679,308 Expenses Advisory fee $ 380,140 Distribution fee--Class A 208,940 Distribution fee--Class B 23,784 Distribution fee--Class C 39,887 Distribution fee--Class R 24 Distribution fee--Class K 12 Transfer agency--Class A 274,867 Transfer agency--Class B 10,219 Transfer agency--Class C 16,243 Transfer agency--Class R 12 Transfer agency--Class K 9 Transfer agency--Class I 6 Custodian 89,527 Registration 59,825 Legal 54,632 Administrative 48,000 Printing 42,015 Audit 39,848 Directors' fees 15,412 Miscellaneous 7,685 Total expenses 1,311,087 Less: expense offset arrangement (see Note B) (5,980) Net expenses 1,305,107 Net investment income 1,374,201 Realized and Unrealized Gain (Loss) on Investments and Foreign Currency Transactions Net realized gain on: Investment transactions 29,339 Foreign currency transactions 2,850,088 Net change in unrealized appreciation/depreciation of: Investments 221,559 Foreign currency denominated assets and liabilities (3,606,286) Net loss on investments and foreign currency transactions (505,300) Net Increase in Net Assets from Operations $ 868,901 See notes to financial statements. 14 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST STATEMENT OF CHANGES IN NET ASSETS Six Months Ended Year Ended April 30, 2006 October 31, (unaudited) 2005 -------------- -------------- Increase (Decrease) in Net Assets from Operations Net investment income $ 1,374,201 $ 3,430,608 Net realized gain on investments and foreign currency transactions 2,879,427 13,008,868 Net change in unrealized appreciation/depreciation of investments and foreign currency denominated assets and liabilities (3,384,727) (13,428,564) Net increase in net assets from operations 868,901 3,010,912 Dividends and Distributions to Shareholders from Net investment income Class A (1,289,911) (3,193,233) Class B (26,319) (75,467) Class C (45,997) (114,019) Class R (86) (123) Class K (100) (143) Class I (116) (164) Net realized gain on investment and foreign currency transactions Class A (9,312,726) -0- Class B (331,416) -0- Class C (532,792) -0- Class R (638) -0- Class K (635) -0- Class I (631) -0- Capital Stock Transactions Net decrease (11,794,772) (40,657,357) Total decrease (22,467,238) (41,029,594) Net Assets Beginning of period 166,104,059 207,133,653 End of period (including undistributed net investment income of $7,065,816 and $7,054,144, respectively) $ 143,636,821 $ 166,104,059 See notes to financial statements. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 15 NOTES TO FINANCIAL STATEMENTS April 30, 2006 (unaudited) NOTE A Significant Accounting Policies AllianceBernstein Multi-Market Strategy Trust, Inc. (the "Fund") was incorporated in the State of Maryland as a non-diversified, open-end management investment company. The Fund offers Class A, Class B, Class C, Class R, Class K and Class I 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 currently with a contingent deferred sales charge which declines from 3.0% 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. Class R and Class K shares are sold without an initial or contingent deferred sales charge. Class I shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. All six classes of shares have identical voting, dividend, liquidation and other rights, except that each class bears different distribution expenses and has exclusive voting rights with respect to its distribution plan. 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 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 Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at "fair value" as determined in accordance with procedures established by and under the general supervision of the Fund's Board of Directors. In general, the market value of securities which are readily available and deemed reliable are 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. 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") 16 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST are valued in accordance with the 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 valuation, the last available closing settlement price is used; securities traded in the over-the-counter market, ("OTC") (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, AllianceBernstein L.P. (prior to February 24, 2006 known as Alliance Capital Management L.P.) (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 (including restricted securities) or are deemed unreliable are valued at fair value. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer's financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. 2. Currency Translation Assets 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 rates of exchange prevailing when accrued. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 17 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 and depreciation of investments and foreign currency denominated assets and liabilities. 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. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/depreciation as such income and/or gains are earned. 4. Investment Income and Investment Transactions Interest income is accrued daily. Investment transactions are accounted for on the date the securities are purchased or sold. Investment gains and losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income. 5. Class Allocations 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 net assets of such class, except for class specific expenses which are allocated to the respective class. Realized and unrealized gains and losses are allocated among the various share classes based on their relative net assets. 6. Dividends and Distributions Dividends and distributions to shareholders are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. generally accepted accounting principles. 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. 18 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST 7. Repurchase Agreements The Fund's custodian or designated subcustodian will take control of securities as collateral under repurchase agreements and 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 collateral declines, or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of collateral by the Fund may be delayed or limited. NOTE B Advisory Fee and Other Transactions with Affiliates Under the terms of the investment advisory agreement, the Fund pays the Adviser an advisory fee at an annual rate of .50% of the first $2.5 billion, .45% of the next $2.5 billion and .40% in excess of $5 billion, of the Fund's average daily net assets. Prior to September 7, 2004, the Fund paid the Adviser an advisory fee at an annual rate of .60% of the Fund's average daily net assets. The fee is accrued daily and paid monthly. Pursuant to the advisory agreement, the Adviser provides certain legal and accounting services provided to the Fund by the Adviser. For the six months ended April 30, 2006, such fees amounted to $48,000. The Fund compensates AllianceBernstein Investor Services, Inc. (prior to February 24, 2006 known as Alliance Global Investor Services, Inc.) ("ABIS"), 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. ABISmay make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. Such compensation retained by ABIS amounted to $164,687 for the six months ended April 30, 2006. For the six months ended April 30, 2006, the Fund's expenses were reduced by $5,980 under an expense offset arrangement with ABIS. AllianceBernstein Investments, Inc. (prior to February 24, 2006 known as AllianceBernstein Investment Research and Management, Inc.) (the "Distributor"), 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 $462 from the sale of Class A shares and received $2, $1,805 and $457 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A, Class B and Class C shares, respectively, for the six months ended April 30, 2006. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 19 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 the Fund's average daily net assets attributable to the Class A shares, 1% of the average daily net assets attributable to both Class B and Class C shares, .50% of the Fund's average daily net assets attributable to Class R shares and .25% of the Fund's average daily net assets attributable to Class K shares. There are no distribution and servicing fees on the Class I shares. The fees are 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 incurred expenses in excess of the distribution costs reimbursed by the Fund in the amounts of $10,863,976, $2,024,205, $1,009 and $1,038 for Class B, Class C, Class R and Class K shares, respectively. Such costs may be recovered from the Fund in future periods 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 fiscal 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 six months ended April 30, 2006, were as follows: Purchases Sales -------------- -------------- Investment securities (excluding U.S. government securities) $ 46,808,250 $ 70,968,056 U.S. government securities -0- 5,766,647 At April 30, 2006, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation (excluding foreign currency contracts) are as follows: Gross unrealized appreciation $ 4,392,073 Gross unrealized depreciation (2,193,773) Net unrealized appreciation $ 2,198,300 1. 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 and to hedge certain firm purchase and sales commitments 20 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST denominated in foreign currencies. 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 net unrealized appreciation or 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. 2. 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 option is exercised, the premium received is added to the proceeds from the sale ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 21 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's selling or buying a security or currency at a price different from the current market value. For the six months ended April 30, 2006, the Fund had no transactions in written options. 3. Swap Agreements The Fund may enter into swaps to hedge its exposure to foreign currency interest rates and credit risk or for investment purposes. 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 interim 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 underlying securities or currencies. As of November 1, 2003, the Fund has adopted the method of accounting for interim payments on swap contracts in accordance with Financial Accounting Standards Board Statement No. 133. The Fund accrues for the interim payments on swap contracts on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swap contracts on the statement of assets and liabilities. Once the interim payments are settled in cash, the net amount is recorded as realized gain/loss on swaps, in addition to realized gain/loss recorded upon the termination of swaps contracts on the statements of operations. Prior to November 1, 2003, these interim payments were reflected within interest income/expense in the statement of operations. Fluctuations in the value of swap contracts are recorded as a component of net change in unrealized appreciation/depreciation of investments. The Fund may enter into credit default swaps. The Fund may purchase credit protection on the referenced obligation of the credit default swap ("Buy Contract") or provide credit protection on the referenced obligation of the credit default swap ("Sale Contract"). A sale/(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 the notional amount 22 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST (the "Notional Amount") and receive/(deliver) the principal amount of the referenced obligation. If a credit event occurs, the maximum payout amount for a Sale Contract is limited to the Notional Amount of the swap contract ("Maximum Payout Amount"). During the term of the swap agreement, the Fund receives/(pays) semi-annual fixed payments from/(to) the respective counterparty, calculated at the agreed upon interest rate applied to the Notional Amount. These interim payments are recorded within unrealized appreciation/depreciation of swap contracts on the statement of assets and liabilities. 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, counterparty risk and credit risk. If the Fund is a buyer and no credit event occurs, it will lose its investment. In addition, if the Fund is a seller and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received, may be less than the Maximum Payout Amount it pays to the buyer, resulting in a loss to the Fund. At April 30, 2006, the Fund had no Sale Contracts outstanding. In certain circumstances, the Fund may hold Sale Contracts on the same referenced obligation and with the same counterparty it has purchased credit protection, which may reduce its obligation to make payments on Sale Contracts, if a credit event occurs. The Fund had no Buy Contracts outstanding as of April 30, 2006. NOTE E Capital Stock Each class consists of 3,000,000,000 authorized shares. Transactions in capital shares for each class were as follows: Shares Amount -------------------------- ------------------------------ Six Months Six Months Ended Ended April 30, Year Ended April 30, Year Ended 2006 October 31, 2006 October 31, (unaudited) 2005 (unaudited) 2005 ------------ ------------ -------------- -------------- Class A Shares sold 304,186 454,864 $ 1,197,297 $ 2,595,274 Shares issued in reinvestment of dividends and distributions 1,346,029 350,831 7,959,517 2,001,872 Shares converted from Class B 50,442 92,613 267,761 528,301 Shares redeemed (3,534,073) (7,229,621) (19,472,409) (41,246,376) Net decrease (1,833,416) (6,331,313) $ (10,047,834) $ (36,120,929) ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 23 Shares Amount -------------------------- ------------------------------ Six Months Six Months Ended Ended April 30, Year Ended April 30, Year Ended 2006 October 31, 2006 October 31, (unaudited) 2005 (unaudited) 2005 ------------ ------------ -------------- -------------- Class B Shares sold 40,160 156,247 $ 214,600 $ 892,989 Shares issued in reinvestment of dividends and distributions 54,956 10,242 291,727 58,542 Shares converted to Class A (49,468) (92,451) (267,761) (528,301) Shares redeemed (242,250) (488,797) (1,295,598) (2,794,515) Net decrease (196,602) (414,759) $ (1,057,032) $ (2,371,285) Class C Shares sold 35,396 114,618 $ 187,710 $ 654,383 Shares issued in reinvestment of dividends and distributions 85,330 15,077 453,828 86,224 Shares redeemed (246,267) (513,709) (1,331,444) (2,935,900) Net decrease (125,541) (384,014) $ (689,906) $ (2,195,293) Six Months Six Months Ended March 1, Ended March 1, April 30, 2005(a) to April 30, 2005(a) to 2006 October 31, 2006 October 31, (unaudited) 2005 (unaudited) 2005 ------------ ------------ -------------- -------------- Class R Shares sold -0- 1,772 $ -0- $ 10,100 Shares issued in reinvestment of dividends and distributions 1 -0- 3 -0- Shares redeemed (1) -0- (3) -0- Net increase -0- 1,772 $ -0- $ 10,100 Class K Shares sold -0- 1,763 $ -0- $ 10,050 Shares redeemed -0- -0- -0- -0- Net increase -0- 1,763 $ -0- $ 10,050 Class I Shares sold -0- 1,754 $ -0- $ 10,000 Shares redeemed -0- -0- -0- -0- Net increase -0- 1,754 $ -0- $ 10,000 (a) Commencement of distribution. 24 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST NOTE F Joint Credit Facility A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $250 million revolving credit facility (the "Facility") intended to provide short-term financing if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expense in the statement of operations. The Fund did not utilize the Facility during the six months ended April 30, 2006. NOTE G Risks Involved in Investing in the Fund Interest Rate Risk and Credit Risk--Interest rate risk is the risk that changes in interest rates will affect the value of the Fund's investments in fixed-income debt securities such as bonds or notes. Increases in interest rates may cause the value of the Fund's investments to decline. Credit risk is the risk that the issuer or guarantor of a debt security, or the counterparty to a derivative contract, will be unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. The degree of risk for a particular security may be reflected in its credit risk rating. Credit risk is greater for medium quality and lower-rated securities. Lower-rated debt securities and similar unrated securities (commonly known as "junk bonds") have speculative elements or are predominantly speculative risks. Concentration of Risk--Investing in securities of foreign companies or 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 companies or foreign governments and their markets may be less liquid and their prices more volatile than those of comparable U.S. companies or of the U.S. Government. Indemnification Risk--In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. NOTE H Distribution to Shareholders The tax character of distributions to be paid for the fiscal year ending October 31, 2006 will be determined at the end of the current fiscal year. The tax char- ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 25 acter of distributions paid for the fiscal years ended October 31, 2005 and October 31, 2004 were as follows: 2005 2004 -------------- -------------- Distributions paid from: Ordinary income $ 3,383,149 $ 3,526,372 Total taxable distributions 3,383,149 3,526,372 Tax return of capital -0- 4,029,104 Total distributions paid $ 3,383,149 $ 7,555,476 As of October 31, 2005, the components of accumulated earnings/(deficit) on a tax basis were as follows: Undistributed ordinary income $ 10,076,048 Accumulated capital and other losses (23,655,569)(a) Unrealized appreciation/(depreciation) 686,824(b) Total accumulated earnings/(deficit) $ (12,892,697)(c) (a) On October 31, 2005, the Fund had a net capital loss carryforward of $22,874,488 of which $6,799,602 expires in the year 2007, $9,788,373 expires in the year 2008, $3,634,196 expires in the year 2009, $303,013 expires in the year 2010 and $2,349,304 expires in the year 2013. To the extent future capital gains are offset by capital loss carryforwards, such gains will not be distributed. During the fiscal year, $572,902 of capital loss carryforwards expired. For the year ended October 31, 2005, the cumulative deferred loss on straddles was $781,081. (b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the realization for tax purposes of gains/losses on certain derivative instruments and the difference between book and tax amortization methods for premium. (c) The difference between book-basis and tax-basis components of accumulated earnings/(deficit) is attributable primarily to dividends payable. NOTE I Legal Proceedings As has been previously reported, the staff of the U.S. Securities and Exchange Commission ("SEC") and the NYAG have been investigating practices in the mutual fund industry identified as "market timing" and "late trading" of mutual fund shares. Certain other regulatory authorities have also been conducting investigations into these practices within the industry and have requested that the Adviser provide information to them. The Adviser has been cooperating and will continue to cooperate with all of these authorities. On December 18, 2003, the Adviser confirmed that it had reached terms with the SEC and the NYAG for the resolution of regulatory claims relating to the practice of "market timing" mutual fund shares in some of the AllianceBernstein Mutual Funds. The agreement with the SEC is reflected in an Order of the Commission ("SEC Order"). The agreement with the NYAG is memorialized 26 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST in an Assurance of Discontinuance dated September 1, 2004 ("NYAG Order"). Among the key provisions of these agreements are the following: (i) The Adviser agreed to establish a $250 million fund (the "Reimbursement Fund") to compensate mutual fund shareholders for the adverse effects of market timing attributable to market timing relationships described in the SEC Order. According to the SEC Order, the Reimbursement Fund is to be paid, in order of priority, to fund investors based on (i) their aliquot share of losses suffered by the fund due to market timing, and (ii) a proportionate share of advisory fees paid by such fund during the period of such market timing; (ii) The Adviser agreed to reduce the advisory fees it receives from some of the AllianceBernstein long-term, open-end retail funds until December 31, 2008; and (iii) The Adviser agreed to implement changes to its governance and compliance procedures. Additionally, the SEC Order and the NYAG Order contemplate that the Adviser's registered investment company clients, including the Fund, will introduce governance and compliance changes. In anticipation of final, definitive documentation of the NYAG Order and effective January 1, 2004, the Adviser began waiving a portion of its advisory fee. On September 7, 2004, the Fund's investment advisory agreement was amended to reflect the reduced advisory fee. For more information on this waiver and amendment to the Fund's investment advisory agreement, please see "Advisory Fee and Other Transactions with Affiliates" above. A special committee of the Adviser's Board of Directors, comprised of the members of the Adviser's Audit Committee and the other independent member of the Adviser's Board, directed and oversaw an internal investigation and a comprehensive review of the facts and circumstances relevant to the SEC's and the NYAG's investigations. In addition, the Independent Directors of the Fund ("the Independent Directors") have initiated an investigation of the above-mentioned matters with the advice of an independent economic consultant and independent counsel. The Independent Directors have formed a special committee to supervise the investigation. On October 2, 2003, a purported class action complaint entitled Hindo, et al. v. AllianceBernstein Growth & Income Fund, et al. ("Hindo Complaint") was filed against the Adviser, Alliance Capital Management Holding L.P. ("Alliance Holding"), Alliance Capital Management Corporation, AXA Financial, Inc., the AllianceBernstein Funds, certain officers of the Adviser ("Alliance defendants"), ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 27 and certain other defendants not affiliated with the Adviser, as well as unnamed Doe defendants. 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 Funds. The Hindo Complaint alleges that certain of the Alliance 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 the Adviser, including recovery of all fees paid to the Adviser pursuant to such contracts. Since October 2, 2003, 43 additional lawsuits making factual allegations generally similar to those in the Hindo Complaint were filed in various federal and state courts against the Adviser and certain other defendants. The plaintiffs in such lawsuits have asserted a variety of theories for recovery including, but not limited to, violations of the Securities Act, the Exchange Act, the Advisers Act, the Investment Company Act, the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), certain state securities laws and common law. All state court actions against the Adviser either were voluntarily dismissed or removed to federal court. On February 20, 2004, the Judicial Panel on Multidistrict Litigation transferred all actions to the United States District Court for the District of Maryland (the "Mutual Fund MDL"). On September 29, 2004, plaintiffs filed consolidated amended complaints with respect to four claim types: mutual fund shareholder claims; mutual fund derivative claims; derivative claims brought on behalf of Alliance Holding; and claims brought under ERISA by participants in the Profit Sharing Plan for Employees of the Adviser. All four complaints include substantially identical factual allegations, which appear to be based in large part on the SEC Order and the NYAG Order. The claims in the mutual fund derivative consolidated amended complaint are generally based on the theory that all fund advisory agreements, distribution agreements and 12b-1 plans between the Adviser and the AllianceBernstein Funds should be invalidated, regardless of whether market timing occurred in each individual fund, because each was approved by fund trustees on the basis of materially misleading information with respect to the level of market timing permitted in funds managed by the Adviser. The claims asserted in the other three consolidated amended complaints are similar to those that the respective plaintiffs asserted in their previous federal lawsuits. All of these lawsuits seek an unspecified amount of damages. On April 21, 2006, the Adviser and attorneys for the plaintiffs in the mutual fund shareholder claims, mutual fund derivative claims, and ERISA claims entered into a confidential memorandum of understanding ("MOU") containing their 28 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST agreement to settle these claims. The agreement will be documented by a stipulation of settlement and will be submitted for court approval at a later date. On February 10, 2004, the Adviser received (i) a subpoena duces tecum from the Office of the Attorney General of the State of West Virginia and (ii) a request for information from West Virginia's Office of the State Auditor, Securities Commission (the "West Virginia Securities Commissioner") (together, the "Information Requests"). Both Information Requests require the Adviser to produce documents concerning, among other things, any market timing or late trading in the Adviser's sponsored mutual funds. The Adviser responded to the Information Requests and has been cooperating fully with the investigation. On April 11, 2005, a complaint entitled The Attorney General of the State of West Virginia v. AIM Advisors, Inc., et al. ("WVAG Complaint") was filed against the Adviser, Alliance Holding, and various other defendants not affiliated with the Adviser. The WVAG Complaint was filed in the Circuit Court of Marshall County, West Virginia by the Attorney General of the State of West Virginia. The WVAG Complaint makes factual allegations generally similar to those in the Hindo Complaint. On October 19, 2005, the WVAG Complaint was transferred to the Mutual Fund MDL. On August 30, 2005, the deputy commissioner of securities of the West Virginia Securities Commissioner signed a Summary Order to Cease and Desist, and Notice of Right to Hearing addressed to the Adviser and Alliance Holding. The Summary Order claims that the Adviser and Alliance Holding violated the West Virginia Uniform Securities Act, and makes factual allegations generally similar to those in the Commission Order and the NYAGOrder. On January 26, 2006, the Adviser, Alliance Holding, and various unaffiliated defendants filed a Petition for Writ of Prohibition and Order Suspending Proceedings in West Virginia state court seeking to vacate the Summary Order and for other relief. On April 12, 2006, respondents' petition was denied. On May 4, 2006, respondents appealed the court's determination. On June 22, 2004, a purported class action complaint entitled Aucoin, et al. v. Alliance Capital Management L.P., et al. ("Aucoin Complaint") was filed against the Adviser, Alliance Holding, Alliance Capital Management Corporation, AXA Financial, Inc., AllianceBernstein Investment Research & Management, Inc., certain current and former directors of the AllianceBernstein Mutual Funds, and unnamed Doe defendants. The Aucoin Complaint names certain of the AllianceBernstein mutual funds as nominal defendants. The Aucoin Complaint was filed in the United States District Court for the Southern District of New York by alleged shareholders of an AllianceBernstein mutual fund. The Aucoin Complaint alleges, among other things, (i) that certain of the defendants improperly authorized the payment of excessive commissions and other fees from fund assets to broker-dealers in exchange for preferential marketing services, ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 29 (ii) that certain of the defendants misrepresented and omitted from registration statements and other reports material facts concerning such payments, and (iii) that certain defendants caused such conduct as control persons of other defendants. The Aucoin Complaint asserts claims for violation of Sections 34(b), 36(b) and 48(a) of the Investment Company Act, Sections 206 and 215 of the Advisers Act, breach of common law fiduciary duties, and aiding and abetting breaches of common law fiduciary duties. Plaintiffs seek an unspecified amount of compensatory damages and punitive damages, rescission of their contracts with the Adviser, including recovery of all fees paid to the Adviser pursuant to such contracts, an accounting of all fund-related fees, commissions and soft dollar payments, and restitution of all unlawfully or discriminatorily obtained fees and expenses. Since June 22, 2004, nine additional lawsuits making factual allegations substantially similar to those in the Aucoin Complaint were filed against the Adviser and certain other defendants. All nine of the lawsuits (i) were brought as class actions filed in the United States District Court for the Southern District of New York, (ii) assert claims substantially identical to the Aucoin Complaint, and (iii) are brought on behalf of shareholders of the Funds. On February 2, 2005, plaintiffs filed a consolidated amended class action complaint ("Aucoin Consolidated Amended Complaint") that asserts claims substantially similar to the Aucoin Complaint and the nine additional lawsuits referenced above. On October 19, 2005, the District Court dismissed each of the claims set forth in the Aucoin Consolidated Amended Complaint, except for plaintiffs' claim under Section 36(b) of the Investment Company Act. On January 11, 2006, the District Court granted defendants' motion for reconsideration and dismissed the remaining Section 36(b) claim. On May 31, 2006 the District Court denied plaintiffs' motion for leave to file an amended complaint. It is possible that these matters and/or other developments resulting from these matters could result in increased redemptions of the AllianceBernstein Mutual Funds' shares or other adverse consequences to the AllianceBernstein Mutual Funds. 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. However, the Adviser believes that these matters are not likely to have a material adverse effect on its ability to perform advisory services relating to the AllianceBernstein Mutual Funds. NOTE J Subsequent Event On May 4, 2006, the Board of Directors of the Fund approved the liquidation and dissolution of the Fund. As of June 5, 2006, the Fund has suspended all sales of its shares pending the completion of the liquidation and the payment of liquid- 30 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST dating distributions to its shareholders. The Fund expects to make the liquidating distributions on or shortly after August 4, 2006. In connection with the liquidation, the Board approved the immediate suspension of the Fund's distribution and / or service (Rule 12b-1) fees. The Board also approved the waiver of contingent deferred sales charges ("CDSCs") upon redemptions of the Fund's shares on or after May 5, 2006. This CDSC waiver also applies to redemptions of shares of other Alliance Bernstein Mutual Funds that are acquired through exchange of the Fund's shares on or after May 5, 2006. Shareholders may redeem shares of the Fund, and may exchange shares of the Fund for shares of the same class of other AllianceBernstein Mutual Funds, until August 4, 2006. Shareholders should be aware that the Fund is no longer pursuing its stated investment objective or engaging in any business activities except for the purposes of winding up its businesses and affairs, preserving the value of its assets, paying its liabilities, and distributing its remaining assets to shareholders. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 31 FINANCIAL HIGHLIGHTS Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period Class A ---------------------------------------------------------------------------- Six Months Ended April 30, Year Ended October 31, 2006 --------------------------------------------------------------- (unaudited) 2005 2004 2003 2002(a) 2001 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $5.66 $5.68 $5.70 $5.89 $5.99 $6.08 Income From Investment Operations Net investment income(b) .05 .11 .14(c) .17 .19 .35 Net realized and unrealized gain (loss) on investment and foreign currency transactions (.01) (.02) .03 (.06) .02 .13 Net increase in net asset value from operations .04 .09 .17 .11 .21 .48 Less: Dividends and Distributions Dividends from net investment income (.05) (.11) (.09) (.03) -0- (.32) Distributions from net realized gain on investment and foreign currency transactions (.36) -0- -0- -0- -0- -0- Tax return of capital -0- -0- (.10) (.27) (.31) (.25) Total dividends and distributions (.41) (.11) (.19) (.30) (.31) (.57) Net asset value, end of period $5.29 $5.66 $5.68 $5.70 $5.89 $5.99 Total Return Total investment return based on net asset value(d) .74% 1.53% 3.11% 1.88% 3.74% 8.27% Ratios/Supplemental Data Net assets, end of period (000's omitted) $132,033 $151,845 $188,312 $224,504 $264,978 $289,265 Ratio to average net assets of: Expenses, net of waivers/ reimbursements 1.66%(e) 1.55% 1.46% 1.49% 1.49% 1.48% Expenses, before waivers/ reimbursements 1.66%(e) 1.55% 1.52% 1.49% 1.49% 1.48% Net investment income 1.87%(e) 1.90% 2.39%(c) 2.87% 3.22% 5.87% Portfolio turnover rate 34% 46% 62% 113% 115% 79% See footnote summary on page 37. 32 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period Class B ---------------------------------------------------------------------------- Six Months Ended April 30, Year Ended October 31, 2006 --------------------------------------------------------------- (unaudited) 2005 2004 2003 2002(a) 2001 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $5.67 $5.69 $5.71 $5.90 $6.01 $6.10 Income From Investment Operations Net investment income(b) .03 .07 .09(c) .12 .14 .30 Net realized and unrealized gain (loss) on investment and foreign currency transactions (.01) (.03) .04 (.05) .02 .13 Net increase in net asset value from operations .02 .04 .13 .07 .16 .43 Less: Dividends and Distributions Dividends from net investment income (.03) (.06) (.07) (.02) -0- (.29) Distributions from net realized gain on investment and foreign currency transactions (.36) -0- -0- -0- -0- -0- Tax return of capital -0- -0- (.08) (.24) (.27) (.23) Total dividends and distributions (.39) (.06) (.15) (.26) (.27) (.52) Net asset value, end of period $5.30 $5.67 $5.69 $5.71 $5.90 $6.01 Total Return Total investment return based on net asset value(d) .38% .78% 2.39% 1.17% 2.84% 7.49% Ratios/Supplemental Data Net assets, end of period (000's omitted) $4,050 $5,454 $7,831 $12,904 $13,150 $11,311 Ratio to average net assets of: Expenses, net of waivers/ reimbursements 2.39%(e) 2.28% 2.21% 2.23% 2.24% 2.24% Expenses, before waivers/ reimbursements 2.39%(e) 2.28% 2.28% 2.23% 2.24% 2.24% Net investment income 1.13%(e) 1.16% 1.63%(c) 2.13% 2.44% 5.05% Portfolio turnover rate 34% 46% 62% 113% 115% 79% See footnote summary on page 37. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 33 Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period Class C ---------------------------------------------------------------------------- Six Months Ended April 30, Year Ended October 31, 2006 --------------------------------------------------------------- (unaudited) 2005 2004 2003 2002(a) 2001 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $5.68 $5.70 $5.71 $5.90 $6.01 $6.10 Income From Investment Operations Net investment income(b) .03 .07 .10(c) .13 .14 .30 Net realized and unrealized gain (loss) on investment and foreign currency transactions (.02) (.02) .04 (.06) .02 .13 Net increase in net asset value from operations .01 .05 .14 .07 .16 .43 Less: Dividends and Distributions Dividends from net investment income (.03) (.07) (.07) (.02) -0- (.29) Distributions from net realized gain on investment and foreign currency transactions (.36) -0- -0- -0- -0- -0- Tax return of capital -0- -0- (.08) (.24) (.27) (.23) Total dividends and distributions (.39) (.07) (.15) (.26) (.27) (.52) Net asset value, end of period $5.30 $5.68 $5.70 $5.71 $5.90 $6.01 Total Return Total investment return based on net asset value(d) .20% .81% 2.57% 1.17% 2.83% 7.48% Ratios/Supplemental Data Net assets, end of period (000's omitted) $7,526 $8,775 $10,991 $14,480 $17,592 $15,208 Ratio to average net assets of: Expenses, net of waivers/ reimbursements 2.37%(e) 2.26% 2.17% 2.20% 2.20% 2.19% Expenses, before waivers/ reimbursements 2.37%(e) 2.26% 2.24% 2.20% 2.20% 2.19% Net investment income 1.16%(e) 1.18% 1.67%(c) 2.15% 2.48% 5.10% Portfolio turnover rate 34% 46% 62% 113% 115% 79% See footnote summary on page 37. 34 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period Class R ------------------------- Six Months Ended March 1, April 30, 2005(f) to 2006 October 31, (unaudited) 2005 ----------- ----------- Net asset value, beginning of period $5.67 $5.70 Income From Investment Operations Net investment income(b) .05 .07 Net realized and unrealized loss on investment and foreign currency transactions (.02) (.03) Net increase in net asset value from operations .03 .04 Less: Dividends and Distributions Dividends from net investment income (.05) (.07) Distributions from net realized gain on investment and foreign currency transactions (.36) -0- Total dividends and distributions (.41) (.07) Net asset value, end of period $5.29 $5.67 Total Return Total investment return based on net asset value(d) .54% .69% Ratios/Supplemental Data Net assets, end of period (000's omitted) $10 $10 Ratio to average net assets of: Expenses, net of waivers/reimbursements(e) 1.69% 1.70% Expenses, before waivers/reimbursements(e) 1.69% 1.70% Net investment income(e) 1.83% 1.79% Portfolio turnover rate 34% 46% See footnote summary on page 37. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 35 Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period Class K ------------------------- Six Months Ended March 1, April 30, 2005(f) to 2006 October 31, (unaudited) 2005 ----------- ----------- Net asset value, beginning of period $5.67 $5.70 Income From Investment Operations Net investment income(b) .06 .08 Net realized and unrealized loss on investment and foreign currency transactions (.02) (.03) Net increase in net asset value from operations .04 .05 Less: Dividends and Distributions Dividends from net investment income (.06) (.08) Distributions from net realized gain on investment and foreign currency transactions (.36) -0- Total dividends and distributions (.42) (.08) Net asset value, end of period $5.29 $5.67 Total Return Total investment return based on net asset value(d) .69% .90% Ratios/Supplemental Data Net assets, end of period (000's omitted) $9 $10 Ratio to average net assets of: Expenses, net of waivers/reimbursements(e) 1.39% 1.39% Expenses, before waivers/reimbursements(e) 1.39% 1.39% Net investment income(e) 2.14% 2.11% Portfolio turnover rate 34% 46% See footnote summary on page 37. 36 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period Class I ------------------------- Six Months Ended March 1, April 30, 2005(f) to 2006 October 31, (unaudited) 2005 ----------- ----------- Net asset value, beginning of period $5.67 $5.70 Income From Investment Operations Net investment income(b) .07 .09 Net realized and unrealized loss on investment and foreign currency transactions (.02) (.03) Net increase in net asset value from operations .05 .06 Less: Dividends and Distributions Dividends from net investment income (.07) (.09) Distributions from net realized gain on investment and foreign currency transactions (.36) -0- Total dividends and distributions (.43) (.09) Net asset value, end of period $5.29 $5.67 Total Return Total investment return based on net asset value(d) .85% 1.12% Ratios/Supplemental Data Net assets, end of period (000's omitted) $9 $10 Ratio to average net assets of: Expenses, net of waivers/reimbursements(e) 1.06% 1.05% Expenses, before waivers/reimbursements(e) 1.06% 1.05% Net investment income(e) 2.46% 2.43% Portfolio turnover rate 34% 46% (a) As required, effective November 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 October 31, 2002 was to decrease net investment income per share by $.14, decrease net realized and unrealized loss on investments per share by $.14 for Class A, B and C, respectively, and decrease the ratio of net investment income to average net assets from 5.56% to 3.22% for Class A, from 4.79% to 2.44% for Class B and from 4.83% to 2.48% for Class C. Per share, ratios and supplemental data for periods prior to November 1, 2001 have not been restated to reflect this change in presentation. (b) Based on average shares outstanding. (c) Net of waivers/reimbursements by the Adivser. (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 charge or contingent deferred sales charge is not reflected in the calculation of the 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. (f) Commencement of distribution. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 37 RESULTS OF SHAREHOLDERS MEETING (unaudited) A Special Meeting of AllianceBernstein Multi-Market Strategy Trust (the "Fund") was held on November 15, 2005 and adjourned until December 6, 2005 and December 19, 2005. At the November 15, 2005 Meeting, with respect to the first item of business, the election of Directors, the third item of business, the amendment, elimination, or reclassification as non-fundamental of the fundamental investment restrictions, and the fourth item of business, the reclassification of the Fund's fundamental investment objective as non-fundamental with changes to the Fund's investment objective, the required number of outstanding shares were voted in favor of each proposal, and each proposal was approved. At the December 19, 2005 Meeting, with respect to the second item of business, the approval to amend and restate the Charter of the Fund, the required number of outstanding shares were voted in favor of the proposal, and the proposal was approved. A description of each proposal and number of shares voted at the Meetings are as follows (the proposal numbers shown below correspond to the proposal numbers in the Fund's proxy statement): 1. The election of the Directors, each such Director to serve a term of an indefinite duration and until his or her successor is duly elected and qualifies. Withheld Voted For Authority -------------------------------------------- Ruth Block 18,344,046 870,327 David H. Dievler 18,341,896 872,477 John H. Dobkin 18,351,034 863,339 Michael J. Downey 18,345,670 868,703 William H. Foulk, Jr. 18,340,886 873,488 D. James Guzy 18,142,080 1,072,293 Marc O. Mayer 18,315,434 898,939 Marshall C. Turner, Jr. 18,349,842 864,531 Voted Broker Voted For Against Abstained Non-Votes - ------------------------------------------------------------------------------------------ 2. The amendment and restatement of the Fund's charter, which repealed in its entirety all currently existing charter provisions and substituted in lieu thereof new provisions set forth in the Form of Articles of Amendment and Restatement attached to the Fund's Proxy Statement as Appendix D. 15,528,914 626,268 1,049,976 0 38 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST 3. The amendment, elimination, or reclassification as non-fundamental, of the fundamental investment restrictions regarding: Voted Broker Voted For Against Abstained Non-Votes - ------------------------------------------------------------------------------------------ 3.B. Issuing Senior Securities and Borrowing Money 13,524,498 780,449 596,324 4,313,103 3.D. Concentration of Investments 13,651,551 686,080 563,640 4,313,103 3.E. Real Estate and Companies that Deal in Real Estate 13,618,807 729,215 553,249 4,313,103 3.F. Commodity Contracts and Futures Contracts 13,559,661 772,717 568,892 4,313,103 3.G. Loans 13,531,210 802,090 567,071 4,313,103 3.H. Joint Securities Trading Accounts 13,610,028 726,534 564,708 4,313,103 3.I. Exercising Control 13,636,062 695,939 569,268 4,313,103 3.J. Other Investment Companies 13,594,299 719,274 587,697 4,313,103 3.K. Oil, Gas and Other Types of Minerals or Mineral Leases 13,689,688 697,586 513,997 4,313,103 3.L. Purchases of Securities on Margin 13,484,472 851,797 565,001 4,313,103 3.M. Short Sales 13,496,689 815,701 588,880 4,313,103 3.N. Pledging, Hypothecating, Mortgaging, or Otherwise Encumbering Assets 13,438,549 892,778 569,943 4,313,103 3.P. Warrants 13,537,361 770,184 593,726 4,313,103 4.a Approval of the reclassification of the Fund's fundamental investment objective as non-fundamental with changes to the Fund's investment objective. 13,219,353 829,021 852,896 4,313,103 ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 39 BOARD OF DIRECTORS William H. Foulk, Jr.(1), Chairman Marc O. Mayer, President Ruth Block(1) David H. Dievler(1) John H. Dobkin(1) Michael J. Downey(1) D. James Guzy(1) Marshall C. Turner, Jr.(1) OFFICERS(2) Philip L. Kirstein, Senior Vice President and Independent Compliance Officer Michael L. Mon, Vice President Douglas J. Peebles, Vice President Emilie D. Wrapp, Secretary Mark D. Gersten, Treasurer and Chief Financial Officer Vincent S. Noto, Controller Principal Underwriter AllianceBernstein Investments, Inc. 1345 Avenue of the Americas New York, NY 10105 Custodian Brown Brothers Harriman & Co. 40 Water Street Boston, MA 02109 Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004 Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free (800) 221-5672 Independent Registered Public Accounting Firm Ernst & Young LLP 5 Times Square New York, NY 10036 (1) Member of the Audit Committee, the Governance and Nominating Committee and Independent Directors Committee. (2) The management of and investment decisions for the Fund's portfolio are made by the Global Fixed Income Investment Team. Messrs. Mon and Peebles are the investment professionals with the most significant responsibility for the day-to-day management of the Fund's portfolio. 40 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST 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 Funds - -------------------------------------------- U.S. Large Cap Portfolio International Portfolio Tax-Managed International Portfolio - -------------------------------------------- Growth Funds - -------------------------------------------- Domestic Growth Fund Mid-Cap Growth Fund Large Cap Growth Fund Small Cap Growth Portfolio Global & International Global Health Care Fund Global Research Growth Fund Global Technology Fund Greater China '97 Fund International Growth Fund International Research Growth Fund* - -------------------------------------------- Value Funds - -------------------------------------------- Domestic Balanced Shares Focused Growth & Income Fund Growth & Income Fund Real Estate Investment Fund Small/Mid-Cap Value Fund Utility Income Fund Value Fund Global & International Global Value Fund International Value Fund - -------------------------------------------- Taxable Bond Funds - -------------------------------------------- Global Government Income Trust* Corporate Bond Portfolio Emerging Market Debt Fund Global Strategic Income Trust High Yield Fund Multi-Market Strategy Trust Intermediate Bond Portfolio* Short Duration Portfolio U.S. Government Portfolio - -------------------------------------------- Municipal Bond Funds - -------------------------------------------- National Michigan Insured National Minnesota Arizona New Jersey California New York Insured California Ohio Florida Pennsylvania Massachusetts Virginia - -------------------------------------------- Intermediate Municipal Bond Funds - -------------------------------------------- Intermediate California Intermediate Diversified Intermediate New York - -------------------------------------------- Closed-End Funds - -------------------------------------------- All-Market Advantage Fund ACM Income Fund ACM Government Opportunity Fund ACM Managed 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 - -------------------------------------------- Retirement Strategies Funds - -------------------------------------------- 2000 Retirement Strategy 2005 Retirement Strategy 2010 Retirement Strategy 2015 Retirement Strategy 2020 Retirement Strategy 2025 Retirement Strategy 2030 Retirement Strategy 2035 Retirement Strategy 2040 Retirement Strategy 2045 Retirement Strategy 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 website at www.alliancebernstein.com or call us at (800) 227-4618 for a current prospectus. You should read the prospectus carefully before you invest. * On July 8, 2005, New Europe Fund merged into International Research Growth Fund. Prior to February 1, 2006, Global Government Income Trust was named Americas Government Income Trust and Intermediate Bond Portfolio was named Quality Bond Portfolio. ** 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 MULTI-MARKET STRATEGY TRUST o 41 THE FOLLOWING IS NOT PART OF THE SHAREHOLDER REPORT OR THE FINANCIAL STATEMENTS. SUMMARY OF SENIOR OFFICER'S EVALUATION OF INVESTMENT ADVISORY AGREEMENT(1) The following is a summary of the evaluation of the investment advisory agreement between Alliance Capital Management L.P. (the "Adviser") and AllianceBernstein Multi-Market Strategy Trust, Inc. (the "Fund"), prepared by Philip L. Kirstein, the Senior Officer, for the independent directors of the Fund, as required by the Assurance of Discontinuance between the New York State Attorney General and the Adviser. The Senior Officer's evaluation of the investment advisory agreement is not meant to diminish the responsibility or authority of the Board of Directors to perform its duties pursuant to Section 15 of the Investment Company Act of 1940 (the "40 Act") and applicable state law. The purpose of the summary is to provide shareholders with a synopsis of the independent evaluation of the reasonableness of the advisory fees which was provided to the independent directors in connection with their review of the proposed continuance of the investment advisory agreement. The Senior Officer's evaluation considered the following factors: 1. Management fees charged to institutional and other clients of the Adviser for like services. 2. Management fees charged by other mutual fund companies for like services. 3. Costs to the Adviser and its affiliates of supplying services pursuant to the advisory agreement, excluding any intra-corporate profit. 4. Profit margins of the Adviser and its affiliates from supplying such services. 5. Possible economies of scale as the Fund grows larger. 6. Nature and quality of the Adviser's services including the performance of the Fund. (1) It should be noted that the information in the fee summary was completed on September 2, 2005 and presented to the Board of Directors on September 14, 2005 in accordance with the Assurance of Discontinuance between the New York State Attorney General and the Adviser. It also should be noted that references in the fee summary pertaining to performance and expense ratios refer to Class A shares of the Fund. 42 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST FUND ADVISORY FEES, EXPENSE REIMBURSEMENTS & RATIOS The table below describes the Fund's advisory fee pursuant to the Investment Advisory Agreement. This is the fee schedule the Adviser implemented in January 2004 as a result of the settlement with the New York State Attorney General.(2) Advisory Fee Based on % of Fund Average Daily Net Assets - ---------------------------------------------------------------------------- AllianceBernstein Multi-Market First $2.5 billion 0.50% Strategy Trust, Inc. Next $2.5 billion 0.45% Excess of $5 billion 0.40% The Adviser is reimbursed as specified in the Investment Advisory Agreement for certain clerical, legal, accounting, administrative and other services provided to the Fund as indicated below: As a % of Fund Amount average daily net assets - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market $98,000 0.04 Strategy Trust, Inc. The table below shows the Fund's expense ratio calculated from the beginning of the Fund's current fiscal year through May 31, 2005. Fund Expense Ratio(3),(4),(5),(6) Fiscal Year End - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market Class A 1.47% October 31 Strategy Trust, Inc. Class B 2.20% Class C 2.18% Class R 1.57% Class K 1.28% Class I 1.03% I. MANAGEMENT FEES CHARGED TO INSTITUTIONAL AND OTHER CLIENTS The management fees charged to investment companies which the Adviser manages and sponsors is normally higher than those charged to similar sized institutional accounts, including pension plans and sub-advised investment companies. The fee differential reflects, among other things, different services provided to such clients, and different liabilities assumed. Services provided by the Adviser to (2) The advisory fee schedule implemented in January 2004 contemplates eight categories of the AllianceBernstein Mutual Funds with all AllianceBernstein Funds in each category having the same advisory fee schedule. (3) This is the expense ratio calculated from the beginning of the Fund's current fiscal year through May 31, 2005. (4) The expense ratios assume that the new Class R, K and I fee schedule had been in place since the beginning of the Fund's fiscal year. (5) For Class K and Class I shares the expense ratios do not reflect the administrative services fee for third party record keeping services of 0.15% and 0.10% respectively. (6) For Class R shares the expense ratios do not reflect the administrative services fee for third party record keeping services of 0.20%. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 43 the Fund that are not provided to non-investment company clients include providing office space and personnel to serve as Fund Officers, who among other responsibilities make the certifications required under the Sarbanes-Oxley Act of 2002, and coordinating with and monitoring the Fund's third party service providers such as Fund counsel, auditors, custodians, transfer agents and pricing services. The accounting, administrative, legal and compliance requirements for the Fund are more costly than those for institutional assets due to the greater complexities and time required for investment companies, although as previously noted, a portion of these expenses are reimbursed by the Fund to the Adviser. In addition, managing the cash flow of an investment company may be more difficult than that of a stable pool of assets, such as an institutional account with little cash movement in either direction, particularly, if the Fund is in net redemption and the Adviser is frequently forced to sell securities to raise cash for redemptions. However, managing a fund with positive cash flow may be easier at times than managing a stable pool of assets. Finally, in recent years, investment advisers have been sued by institutional clients and have suffered reputational damage both by the attendant publicity and outcomes other than complete victories. Accordingly, the legal and reputational risks associated with institutional accounts are greater than previously thought, although still not equal to those related to the mutual fund industry. Notwithstanding the Adviser's view that managing an investment company is not comparable to managing other institutional accounts because the services provided are different, it is worth considering information regarding the advisory fees charged to institutional accounts with substantially similar investment styles as the Fund. However, with respect to the Fund the Adviser represented that there are no institutional products which have a substantially similar investment style as the Fund. The Adviser also manages and sponsors retail mutual funds which are organized in jurisdictions outside the United States, generally Luxembourg, and sold to non-United States resident investors. The Adviser charges the following fee for an offshore mutual fund that invests in fixed income securities: Asset Class Fee(7) - --------------------------------------------- Fixed Income 0.65% The Adviser represented that it does not sub-advise any registered investment companies with a similar investment style as the Fund. II. MANAGEMENT FEES CHARGED BY OTHER MUTUAL FUND COMPANIES FOR LIKE SERVICES. Lipper, Inc., an analytical service that is not affiliated with the Adviser, compared the fees charged to the Fund with fees charged to other investment companies (7) The fee charged to the fund includes a 0.10% fee for administrative services. 44 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST for similar services by other investment advisers. Lipper's analysis included the Fund's ranking with respect to the effective management fees relative to the Lipper group median at the approximate current asset level of the Fund.(8) Effective Lipper Fund Management Fee(9) Group Median Rank - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market 0.500 0.440 2/2 Strategy Trust, Inc. Lipper also analyzed the expense ratio of the Fund in comparison to its Lipper Expense Group(10). Lipper describes a Lipper Expense Group as a representative sample of comparable funds, consisting of all funds in the investment classification/objective with a similar load type as the subject Fund. The Lipper Expense Universe is a broader collection of. The results of that analysis are set forth below: Lipper Lipper Expense Group Group Fund Ratio(11) Median Rank - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market 1.453 1.018 2/2 Strategy Trust, Inc. Based on this analysis the Fund's effective management fee and total expense ratio are higher than the respective Lipper Expense Group medians although it should be noted that the Lipper Expense Group consisted of only two funds. III. COSTS TO THE ADVISER AND ITS AFFILIATES OF SUPPLYING SERVICES PURSUANT TO THE MANAGEMENT FEE ARRANGEMENT, EXCLUDING ANY INTRA-CORPORATE PROFIT. The profitability information for the Fund prepared by the Adviser for the Board of Directors was reviewed by the Senior Officer. An independent consultant is working with the Adviser's personnel on a new system to produce profitability information at the Fund level which will reflect the Adviser's management re- (8) It should be noted that "effective management fee" is calculated by Lipper using the Fund's contractual management fee rate at a hypothetical asset level. The hypothetical asset level is based on the combined net assets of all classes of the Fund, rounded up to the next $25 million. Lipper's total expense ratio information is based on the most recent annual report except as otherwise noted. A ranking of "1" means that the AllianceBernstein Fund has the lowest effective fee rate in the Lipper peer group. (9) It should be noted that the "effective management fee" rate for the Fund does not reflect the payments by the Fund to the Adviser for certain clerical, legal, accounting, administrative and other services. The dollar amount and basis point impact of such payments on the Fund is discussed in Section I. (10) Lipper uses the following criteria in screening funds to be included in each Fund's Expense Group: fund type, investment classification/objective, load type and similar 12b-1/non-12b-1 service fees, asset (size) comparability, and expense components and attributes. An Expense Group will typically consist of seven to twenty funds. (11) Most recent fiscal year end Class A share expense ratio. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 45 porting approach. It is possible that future Fund profitability information may differ from previously reviewed information due to changes in methodologies and allocations. See Section IV for additional discussion. IV. PROFIT MARGINS OF THE ADVISER AND ITS AFFILIATES FOR SUPPLYING SUCH SERVICES. The Adviser's profitability from providing investment advisory services to the Fund decreased during calendar 2004 relative to 2003 primarily as a result of the reduction in the advisory fee schedule implemented early in 2004. In addition to the Adviser's direct profits from managing the Fund, certain of the Adviser's affiliates have business relationships with the Fund and may earn a profit from providing other services to the Fund. The courts have referred to this type of business opportunity as "fall-out benefits" to the Adviser and and indicated that they should be factored into the evaluation of the total relationship between the Funds and the Adviser. Neither case law nor common business practice precludes the Adviser's affiliates from earning a reasonable profit on this type of relationship. These affiliates provide transfer agent and distribution services to the Fund and receive transfer agent fees, Rule 12b-1 payments, front-end sales loads and contingent deferred sales charges ("CDSC"). Additional information regarding distribution related fees can be found in the prospectus of the Fund. The Adviser's affiliate, AllianceBernstein Investment Research and Management, Inc. ("ABIRM"), is the Fund's principal underwriter. ABIRM and the Adviser have disclosed in the Fund's prospectus that they may make payments(12) from their own resources, in addition to resources derived from sales loads and Rule 12b-1 fees, to firms that sell shares of the Fund. In 2004, ABIRM paid approximately 0.04% of the average monthly assets of the AllianceBernstein Mutual Funds for distribution services and educational support. For 2005, it is anticipated, ABIRM will pay approximately 0.04% of the average monthly assets of each of the Fund for such purposes. After payments to third party intermediaries, ABIRM retained the following amount in Class A front-end load sales charge from sales of the Fund's shares in the Fund's most recent fiscal year. Fund Amount Received - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market Strategy Trust, Inc. $2,783 (12) The total amount paid to the financial intermediary in connection with the sale of shares will generally not exceed the sum of (a) 0.25% of the current year's Fund sales by that firm and (b) 0.10% of the average daily net assets attributable to that firm over the year. 46 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST ABIRM received the amounts set forth below in Rule 12b-1 fees and CDSC for the Fund during the Fund's most recent fiscal year. A significant percentage of such amounts were paid out to third party intermediaries by ABIRM. Fund 12b-1 Fees Received CDSC Received - ------------------------------------------------------------------------------ AllianceBernstein Multi-Market $831,756 $19,143 Strategy Trust, Inc. Fees and reimbursements for out of pocket expenses charged by Alliance Global Investor Services, Inc. ("AGIS"), the affiliated transfer agent, are based on the level of the network account and the class of share held by the account. AGIS also receives a fee per shareholder sub-account for each account maintained by an intermediary on an omnibus basis. AGIS' after-tax profitability decreased in 2004 in comparison to 2003. AGIS received the following fee from the Fund in the most recent fiscal year: Fund AGIS Fee - ----------------------------------------------------------------------------- AllianceBernstein Multi-Market Strategy Trust, Inc. $459,203 V. POSSIBLE ECONOMIES OF SCALE The Adviser has indicated that the breakpoints in the fee schedule in the Investment Advisory Agreement reflect a sharing of economies of scale to the extent the breakpoints are reached. Based on some of the professional literature that has considered economies of scale in the mutual fund industry it is thought that to the extent economies of scale exist, they may more often exist across a fund family as opposed to a specific fund. This is because the costs incurred by the Adviser, such as investment research or technology for trading or compliance systems can be spread across a greater asset base as the fund family increases in size. It is also possible that as the level of services required to operate a successful investment company has increased over time, and advisory firms have made such investments in their business to provide improved services, there may be a sharing of economies of scale without a reduction in advisory fees. An independent consultant made a presentation to the Board of Directors and the Senior Officer regarding possible economies of scale or scope in the mutual fund industry. Based on the presentation, it was evident that fund management companies benefit from economies of scale. However, due to lack of cost data, researchers had to infer facts about the costs from the behavior of fund expenses; there was a lack of consensus among researchers as to whether economies of scale were being passed on to the shareholders. It is contemplated that additional work will be performed to determine if the benefits of economies of scale or scope are being passed to shareholders by the Adviser. In the meantime, it is clear that to the extent the Fund's assets exceed the initial breakpoint its shareholders benefit from a lower fee rate. ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST o 47 VI. NATURE AND QUALITY OF THE ADVISER'S SERVICES INCLUDING THE PERFORMANCE OF THE FUND. With assets under management of $516 billion as of June 30, 2005, the Adviser has the investment experience to manage and provide non-investment services (described in Section II) to the Fund. The information prepared by Lipper showed the 1, 3, 5 and 10 year performance ranking of the Fund(13) relative to its Lipper group for the periods ended May 31, 2005: AllianceBernstein Multi- Market Strategy Trust, Inc.(14) Group 1 year 1/2 3 year 2/2 5 year 2/2 10 year 1/1 Set forth below are the 1, 3, 5, 10 year and since inception performance returns of the Fund (in bold)(15) versus its benchmarks(16). Periods Ending May 31, 2005 Annualized Performance - ------------------------------------------------------------------------------- 1 3 5 10 Since Funds Year Year Year Year Inception - ------------------------------------------------------------------------------- AllianceBernstein Multi-Market Strategy Trust, Inc. 3.63 3.42 4.04 6.04 3.92 Merrill Lynch 1-5 Yr. Gov't Bond Index 2.32 3.20 5.32 5.50 5.99 CONCLUSION: Based on the factors discussed above the Senior Officer's conclusion is that the proposed fee for the Fund is reasonable and within the range of what would have been negotiated at arms-length in light of all the surrounding circumstances. This conclusion in respect of the Fund is based on an evaluation of all of these factors and no single factor was dispositive. Dated: October 12, 2005 (13) The performance rankings are for the Class A shares of the Fund. (14) Lipper was unable to provide a universe suitable to the Fund. (15) The Fund's performance returns are for the Class A shares of the Fund. 48 o ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST ALLIANCEBERNSTEIN MULTI-MARKET STRATEGY TRUST 1345 Avenue of the Americas New York, NY 10105 (800) 221-5672 [LOGO] ALLIANCEBERNSTEIN INVESTMENTS MMST-0152-0406 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. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to the registrant. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable to the registrant. ITEM 10. 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 11. 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 changes in the registrant's internal controls over financial reporting that occurred during the second fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. The following exhibits are attached to this Form N-CSR: EXHIBIT NO. DESCRIPTION OF EXHIBIT - ----------- ---------------------- 12 (b) (1) Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 12 (b) (2) Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 12 (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 Multi-Market Strategy Trust, Inc. By: /s/ Marc O. Mayer ----------------- Marc O. Mayer President Date: June 28, 2006 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 President Date: June 28, 2006 By: /s/ Mark D. Gersten ------------------- Mark D. Gersten Treasurer and Chief Financial Officer Date: June 28, 2006