SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant |X|
Filed by a Party other than the Registrant |_|
Check the appropriate box:
|_| Preliminary Proxy Statement
|_| Confidential, for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
|_| Definitive Proxy Statement
|X| Definitive Additional Materials
|_| Soliciting Material Pursuant to Sec. 240.14a-12
ALLIANCEBERNSTEIN INTERNATIONAL PREMIER GROWTH FUND, INC.
(Name of Registrant as Specified in Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than Registrant)
Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
1) Title of each class of securities to which transactions applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
|_| Fee paid previously with preliminary materials.
|_| Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
4) Date Filed:
AllianceBernstein Funds
QUESTIONS AND ANSWERS
What is a Shareholders Meeting?
A Shareholders Meeting is an opportunity to evaluate and vote on proposed
actions by the Fund(s) and its Directors. As a practical matter, most
Shareholders do not physically attend a Shareholders Meeting, but are
represented by their Proxies. Shareholder Meetings have been called for
Investors in:
AllianceBernstein International Premier Growth Fund, Inc., and
AllianceBernstein Worldwide Privatization Fund, Inc. on April 21, 2005.
What is a Proxy Statement?
A Proxy Statement is a document required by the Securities and Exchange
Commission for Publicly Owned Companies and Mutual Funds. It is sent to
Shareholders to present proposed changes and material facts for their
consideration. The Shareholders will vote on these issues at the
Shareholders Meeting.
Why does a Shareholder receive Proxy Materials?
A Shareholder receives a Proxy Statement and one or more Proxy Cards
(ballots) because, as an owner of the Fund, he or she has the right and
responsibility to vote on important issues concerning the Fund.
Who can vote at the shareholders meeting?
Shareholders of a Fund on the Record Date are entitled to vote. The Record
Date is a specific calendar date defining ownership and entitlement to
participate in the Shareholders Meeting. The Board of Directors of the
AllianceBernstein International Premier Growth Fund, Inc., and
AllianceBernstein Worldwide Privatization Fund, Inc. has fixed the close
of the business day on February 23, 2005 as the Record Date for the
determination of Shareholders entitled to participate at the Shareholders
Meeting or at any postponement or adjournment.
What is under consideration and subject to a vote?
Proposal: AllianceBernstein International Premier Growth Fund, Inc.
1. To consider amending the investment objective of the Fund;
2. To consider amending or eliminating certain fundamental
investment policies and reclassifying the Fund's investment
objective as non-fundamental; and
3. To transact such other business as may properly come before
the Meeting or any postponement or adjournment.
Proposal: AllianceBernstein Worldwide Privatization Fund, Inc.
1. To consider eliminating the Fund's fundamental investment
policy regarding investing in privatization-related
securities;
2. To consider amending or eliminating certain fundamental
investment policies and reclassifying the Fund's investment
objective as non-fundamental; and
3. To transact such other business as may properly come before
the Meeting or any postponement or adjournment.
AllianceBernstein Funds
What does the Board of Directors recommend?
The Board of Directors recommends that Shareholders vote in favor of all
of the Proposals.
Why participate in the Shareholders Meeting with a vote?
Your vote is important. Vote promptly in order to avoid the additional
expense of further solicitation.
One share is the equivalent of one vote. All shares voted (FOR, AGAINST or
ABSTAIN) will be counted toward establishing a Quorum. The presence, in
person or by proxy, of the holders of 33 1/3% (one-third) of the shares,
entitled to vote, constitutes a Quorum. Each proposal requires the
affirmative vote of "a majority of the outstanding voting securities" of
the Fund, as defined in the 1940 Act. Under the 1940 Act, a vote of a
majority of the outstanding voting securities of a Fund means the vote of
(a) 67% or more of the outstanding shares of the Fund present at the
Meeting, if the holders of more than 50% of the outstanding shares are
present or represented by proxy, or (b) more than 50% of the outstanding
Shares of the Fund, whichever is less.
If a Quorum is not represented at the Shareholders Meeting, the Fund
cannot take action on the proposals at the Meeting. If this happens, the
Directors may propose an adjournment of the meeting to permit further
solicitation of proxies from Shareholders not voting. This will require
scheduling a new Meeting; mailing additional Proxy Statements; and
soliciting additional Shareholder participation. This requires time and
effort and necessitates additional expenditures.
How does one vote?
There are four ways to vote:
1. In person at the Shareholders meeting, which may be
inconvenient
2. By mail
3. By Touch-tone Telephone
4. By Internet
Voting by Touch-tone Telephone or Internet will reduce the time and costs
associated with the proxy solicitation. Voting by either means can be
accomplished prior to the scheduled time of the shareholders meeting.
To vote by Touch-tone Telephone or the Internet:
1. Have the control number handy. It is located in the gray shaded
rectangle on the front of the Proxy Card.
2. Call the toll-free number or log onto the appropriate Internet web
site (both options are described on the Proxy Card).
3. When prompted, enter the control number.
4. Follow the instructions to cast your vote.
To vote by mail:
o Individual Accounts: A shareholder's name should be signed exactly
as it appears on the Proxy Card.
o Joint Accounts: Each party should sign his or her name exactly as it
is shown on the proxy card.
o All other accounts should show the capacity of the individual
signing. This can be shown either in the form of the account
registration itself or by the individual executing the proxy card.
o Place Proxy Card in the enclosed postage - paid envelope and mail it
to arrive in time for the Shareholders Meeting.
After I submit the Proxy Card should I vote by telephone or Internet too?
Only one vote will be counted. If a shareholder votes by more than one
means, only the most recent vote is valid. The only reason to vote again
is to change a vote.
Is it possible to change a vote?
A Shareholder of Record may change a vote at any time prior to or at the
Shareholders Meeting. A change of vote can be submitted on another Proxy
Card, or by Touch-tone telephone or Internet (as described above). In
addition, a change of vote can be executed by giving written notice to:
Secretary of the Fund
AllianceBernstein Funds
1345 Avenue of the Americas
New York, New York 10105
Only the most recent vote is valid.
Are the votes confidential?
Proxy cards and voting tabulation records that identify shareholders are
kept confidential by AllianceBernstein Funds and will not be disclosed
except as necessitated by legal requirements.
Who should be contacted if there are any concerns or questions?
Contact Customer Service at AllianceBernstein Funds:
ALLIANCEBERNSTEIN INTERNATIONAL PREMIER GROWTH FUND, INC.
1345 Avenue of the Americas
New York, New York 10105
Toll Free (800) 221-5672
ALLIANCEBERNSTEIN WORLDWIDE PRIVITIZATION FUND, INC.
1345 Avenue of the Americas
New York, New York 10105
Toll Free (800) 221-5672
AllianceBernstein International Premier Growth Fund, Inc.
AllianceBernstein Worldwide Privatization Fund, Inc.
OUTBOUND SCRIPT
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Introduction
Hello, my name is__________________. I am calling from Computershare Fund
Services on behalf of AllianceBernstein International Premier Growth Fund or
AllianceBernstein Worldwide Privitization Fund. May I please speak
with___________________.
Thank you for taking my call.
I am calling to let you know that a Special Meeting of Shareholders will be held
on April 21, 2005 for your Fund's shareholders to vote on important issues.
Before I continue, I'd like you to know this call is being recorded to ensure we
accurately represent your wishes.
Have you received your package of proxy materials from the Fund? (If no, explain
that the shareholder must request new materials from his or her broker.)
Are you familiar with the proposals? May I assist you with any questions?
If it is convenient for you, I can record your vote over the telephone right
now. Is it convenient? (If the shareholder would prefer to vote at a later time,
provide the appropriate telephone number or web address. If the shareholder is
willing to vote over the phone, continue as follows:)
May I please have your name and street address?
There are a number of proposals, which I will read to you. You may vote "for,"
"against" or "abstain." You should know that your Fund's Board of Directors
approved each proposal and recommends that shareholders vote "for" each
proposal.
The Proposals:
AllianceBernstein International Premier Growth Fund:
Proposal 1. Amendment of the Fund's investment objective;
Proposal 2. The second proposal involves amending or eliminating certain
fundamental investment policies and reclassifying the Fund's investment
objective as non-fundamental. (If the shareholder wishes to review each
amendment or elimination then [click on your voting link] and review each
individual proposal, voting according to the shareholder's instructions.)
Proposal 3. To vote and otherwise represent you on any other matter that may
properly come before the meeting, any postponement or adjournment thereof,
including any matter incidental to the conduct of the Meeting, in the discretion
of the Proxy holder.
AllianceBernstein Worldwide Privitization Fund:
Proposal 1. Elimination of the Fund's fundamental policy to invest at least 65%
of its total assets in equity securities that are issued by enterprises that are
undergoing, or have undergone privatization;
Proposal 2. The second proposal involves amending or eliminating certain
fundamental investment policies and reclassifying the Fund's investment
objective as non-fundamental. (If the shareholder wishes to review each
amendment or elimination then [click on your voting link] and review each
individual proposal, voting according to the shareholder's instructions.)
Proposal 3. To vote and otherwise represent you on any other matter that may
properly come before the meeting, any postponement or adjournment thereof,
including any matter incidental to the conduct of the Meeting, in the discretion
of the Proxy holder.
Your vote has been recorded. You have voted________________, is that correct?
In the next 72 hours a confirmation will be mailed to you. Thank you for your
time.
Answering Machine Message (if needed in campaign)
Hello, Mr./Ms.(shareholder). My name is________. I am calling on behalf of
Alliance Bernstein International Premier Growth Fund or AllianceBernstein
Worldwide Privatization Fund regarding the proxy material you should have
received in the mail. It is very important that we obtain your vote before the
meeting date, which is scheduled for April 21, 2005. Please call us back at our
toll free number 1-866-204-6488 between the hours of 9:00am and 8:00pm eastern
standard time. Thank you