ALLIANCEBERNSTEIN INVESTMENTS, INC.
1345 Avenue of the Americas
New York, NY 10105
212-969-1000
March 31, 2008
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Filing Pursuant to Rule 17g-1 under the Investment Company
Act of 1940 with Respect to Registered Investment
Companies Managed by AllianceBernstein L.P.
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Dear Sirs:
Enclosed, on behalf of each of the registered investment companies (the
"Funds") managed by AllianceBernstein L.P. (see Schedule A, attached hereto),
and pursuant to Rule 17g-1 under the Investment Company Act of 1940, as amended,
are copies of the following documents:
(i) The Investment Company Blanket Bond (the "Bond") for the period March
6, 2008 to March 6, 2009, on which AllianceBernstein L.P. and the Funds are the
named insureds, together with proof of payment of the premium therefor;
(ii) The Joint Fidelity Bond Agreement entered into by AllianceBernstein
L.P. and the Funds; and
(iii) The resolutions of the Boards of Directors or Trustees of the Funds,
including a majority of the Directors or Trustees who are not interested persons
of the Funds, approving the amount, type, form and coverage of the Bond.
Sincerely,
/s/ Marie Vogel
--------------------------
Marie Vogel
Vice President
Enclosures
SCHEDULE A
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ACM MANAGED DOLLAR INCOME FUND, INC.
ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND, INC.
ALLIANCE NEW YORK MUNICIPAL INCOME FUND, INC.
ALLIANCEBERNSTEIN BALANCED SHARES, INC.
ALLIANCEBERNSTEIN BLENDED STYLE SERIES, INC.
ALLIANCEBERNSTEIN BOND FUND, INC.
ALLIANCEBERNSTEIN CAP FUND, INC.
ALLIANCEBERNSTEIN CORPORATE SHARES
ALLIANCEBERNSTEIN DIVERSIFIED YIELD FUND, INC.
ALLIANCEBERNSTEIN EXCHANGE RESERVES
ALLIANCEBERNSTEIN FIXED-INCOME SHARES, INC.
ALLIANCEBERNSTEIN FOCUSED GROWTH & INCOME FUND, INC.
ALLIANCEBERNSTEIN GLOBAL BOND FUND, INC.
ALLIANCEBERNSTEIN GLOBAL HEALTH CARE FUND, INC.
ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.
ALLIANCEBERNSTEIN GLOBAL REAL ESTATE INVESTMENT FUND, INC.
ALLIANCEBERNSTEIN GLOBAL RESEARCH GROWTH FUND, INC.
ALLIANCEBERNSTEIN GLOBAL TECHNOLOGY FUND, INC.
ALLIANCEBERNSTEIN GREATER CHINA '97 FUND, INC.
ALLIANCEBERNSTEIN GROWTH AND INCOME FUND, INC.
ALLIANCEBERNSTEIN HIGH INCOME FUND, INC.
ALLIANCEBERNSTEIN INCOME FUND, INC.
ALLIANCEBERNSTEIN INSTITUTIONAL FUNDS, INC.
ALLIANCEBERNSTEIN INTERNATIONAL GROWTH FUND, INC.
ALLIANCEBERNSTEIN INTERNATIONAL RESEARCH GROWTH FUND, INC.
ALLIANCEBERNSTEIN LARGE CAP GROWTH FUND, INC.
ALLIANCEBERNSTEIN MID-CAP GROWTH FUND, INC.
ALLIANCEBERNSTEIN MUNICIPAL INCOME FUND, INC.
ALLIANCEBERNSTEIN MUNICIPAL INCOME FUND II
ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
ALLIANCEBERNSTEIN TRUST
ALLIANCEBERNSTEIN UTILITY INCOME FUND, INC.
ALLIANCEBERNSTEIN VARIABLE PRODUCTS SERIES FUND, INC.
SANFORD C. BERNSTEIN FUND, INC.
SANFORD C. BERNSTEIN FUND II, INC.
THE ALLIANCEBERNSTEIN POOLING PORTFOLIOS
THE ALLIANCEBERNSTEIN PORTFOLIOS
THE SPAIN FUND, INC.
[Letterhead of AON Financial Services Group]
STRICTLY PRIVATE AND CONFIDENTIAL
March 27, 2008
Mr. David Lesser
Vice President
AllianceBernstein, L.P.
1345 Avenue of the Americas
New York, NY 10105
Re: AllianceBernstein Complex of Registered Companies
Investment Company Blanket Bond Co-Surety
March 6, 2008 to March 6, 2009
Dear David:
This letter confirms that we have received full payment in the amount of
$291,109.00 which represents the premium due to various underwriters for the
Investment Company Blanket Bond effective 03/06/08 - 03/06/09.
Very truly yours,
/s/
------------------------
Assistant Vice President
Enclosures
|LOGO|AIG EXECUTIVE LIABILITY SM
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Insurance provided by the following member of American International Group, Inc.
National Union Fire Insurance Company of Pittsburgh, Pa.
A capital stock company
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INVESTMENT COMPANY BLANKET BOND
Bond No. 341-01-73
DECLARATIONS
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Item 1. Name of Insured (herein called Insured): AllianceBernstein Complex
of Registered Investment
Companies
Principal Address 1345 Avenue of the Americas
New York, NY 10105
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Item 2. Bond Period: from 12:01a.m. March 06, 2008 to 12:01a.m. March 06, 2009
the effective date of the termination or cancellation of this bond,
standard time at the Principal Address as to each of said dates.
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Item 3. Limit of Liability--Subject to Sections 9, 10 and 12 hereof,
Amount applicable to
Limit of Liability Deductible
------------------ ----------
Insuring Agreement (A)-FIDELITY $50,000,000 $100,000
Insuring Agreement (B)-AUDIT EXPENSE $50,000 $10,000
Insuring Agreement (C)-ON PREMISES $50,000,000 $100,000
Insuring Agreement (D)-IN TRANSIT $50,000,000 $100,000
Insuring Agreement (E)-FORGERY OR ALTERATION $50,000,000 $100,000
Insuring Agreement (F)-SECURITIES $50,000,000 $100,000
Insuring Agreement (G)-COUNTERFEIT CURRENCY $50,000,000 $100,000
Insuring Agreement (H)-STOP PAYMENT $25,000 $5,000
Insuring Agreement (I)-UNCOLLECTIBLE ITEMS OF DEPOSIT $25,000 $5,000
Insuring Agreement (J)-COMPUTER SYSTEMS $50,000,000 $100,000
Insuring Agreement (K)-TELEFACSIMILE TRANSFER FRAUD $50,000,000 $100,000
Insuring Agreement (L)-AUTOMATED PHONE SYSTEMS $50,000,000 $100,000
If "Not Covered" is inserted above opposite any specified Insuring
Agreement or Coverage, such Insuring Agreement or Coverage and any
other reference thereto in this bond shall be deemed to be deleted
therefrom.
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Item 4. Offices or Premises Covered--Offices acquired or established
subsequent to the effective date of this bond are covered according to
the terms of General Agreement A. All the Insured's offices or
premises in existence at the time this bond becomes effective are
covered under this bond except the offices or premises located as
follows: No Exceptions.
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Item 5. The liability of the Underwriter is subject to the terms of the
following riders attached hereto:
Riders # 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12
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Item 6. The Insured by the acceptance of this bond gives to the Underwriter
terminating or cancelling prior bond(s) or policy(ies) No.(s)
966-76-13 such termination or cancellation to be effective as of the
time this bond becomes effective.
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PREMIUM $235,736
/s/ /s/
SECRETARY PRESIDENT
/s/
-------------------------
AUTHORIZED REPRESENTATIVE
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COUNTERSIGNATURE DATE COUNTERSIGNED AT
AON RISK SERVICES INC OF NY
199 WATER STREEET
NEW YORK, NY 10038
|LOGO|AIG EXECUTIVE LIABILITY (SM)
Insurance provided by the following member of American International Group, Inc.
--------------------------------------------------------------------------------
National Union Fire Insurance Company of Pittsburgh, Pa.
A capital stock company
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INVESTMENT COMPANY BLANKET BOND
The Underwriter, in consideration of an agreed premium, and subject to the
Declarations made a part hereof, the General Agreements, Conditions and
Limitations and other terms of this bond, agrees with the Insured, in accordance
with the Insuring Agreements hereof to which an amount of insurance is
applicable as set forth in Item 3 of the Declarations and with respect to loss
sustained by the Insured at any time but discovered during the Bond Period, to
indemnify and hold harmless the Insured for:
INSURING AGREEMENTS
(A) FIDELITY
Loss resulting from any dishonest or fraudulent act(s), including Larceny
or Embezzlement committed by an Employee, committed anywhere and whether
committed alone or in collusion with others, including loss of Property
resulting from such acts of an Employee, which Property is held by the Insured
for any purpose or in any capacity and whether so held gratuitously or not and
whether or not the Insured is liable therefor.
Dishonest or fraudulent act(s) as used in this Insuring Agreement shall
mean only dishonest or fraudulent act(s) committed by such Employee with the
manifest intent:
(a) to cause the Insured to sustain such loss; and
(b) to obtain financial benefit for the Employee, or for any other person
or organization intended by the Employee to receive such benefit,
other than salaries, commissions, fees, bonuses, promotions, awards,
profit sharing, pensions or other employee benefits earned in the
normal course of employment.
(B) AUDIT EXPENSE
Expense incurred by the Insured for that part of the costs of audits or
examinations required by any governmental regulatory authority to be conducted
either by such authority or by an independent accountant by reason of the
discovery of loss sustained by the Insured through any dishonest or fraudulent
act(s), including Larceny or Embezzlement of any of the Employees. The total
liability of the Underwriter for such expense by reason of such acts of any
Employee or in which such Employee is concerned or implicated or with respect to
any one audit or examination is limited to the amount stated opposite Audit
Expense in Item 3 of the Declarations; it being understood, however, that such
expense shall be deemed to be a loss sustained by the Insured through any
dishonest or fraudulent act(s), including Larceny or Embezzlement of one or more
of the Employees and the liability under this paragraph shall be in addition to
the Limit of liability stated in Insuring Agreement (A) in Item 3 of the
Declarations.
(C) ON PREMISES
Loss of Property (occurring with or without negligence or violence) through
robbery, burglary, Larceny, theft, holdup, or other fraudulent means,
misplacement, mysterious unexplainable disappearance, damage thereto or
destruction thereof, abstraction or removal from the possession, custody or
control of the Insured, and loss of subscription, conversion, redemption or
deposit privileges through the misplacement or loss of Property, while the
Property is (or is supposed or believed by the Insured to be) lodged or
deposited within any offices or premises located anywhere, except in an office
listed in Item 4 of the Declarations or amendment thereof or in the mail or with
a carrier for hire other than an armored motor vehicle company, for the purpose
of transportation.
Offices and Equipment
(1) Loss of or damage to, furnishings, fixtures, stationery, supplies or
equipment, within any of the Insured's offices covered under this bond
caused by Larceny or theft in, or by burglary, robbery or holdup of
such office, or attempt thereat, or by vandalism or malicious
mischief; or
(2) loss through damage to any such office by Larceny or theft in, or by
burglary, robbery or holdup of such office or attempt thereat, or to
the interior of any such office by vandalism or malicious mischief
provided, in any event, that the Insured is the owner of such offices,
furnishings, fixtures, stationery, supplies or equipment or is legally
liable for such loss or damage, always excepting, however, all loss or
damage through fire.
(D) IN TRANSIT
Loss of Property (occurring with or without negligence or violence) through
robbery, Larceny, theft, holdup, misplacement, mysterious unexplainable
disappearance, being lost or otherwise made away with, damage thereto or
destruction thereof, and loss of subscription, conversion, redemption or deposit
privileges through the misplacement or loss of Property, while the Property is
in transit anywhere in the custody of any person or persons acting as messenger,
except while in the mail or with a carrier for hire, other than an armored motor
vehicle company, for the purpose of transportation, such transit to begin
immediately upon receipt of such Property by the transporting person or persons,
and to end immediately upon delivery thereof at destination.
(E) FORGERY OR ALTERATION
Loss through FORGERY or ALTERATION of, on or in any bills of exchange,
checks, drafts, acceptances, certificates of deposit. promissory notes, or other
written promises, orders or directions to pay sums certain in money, due bills,
money orders, warrants, orders upon public treasuries, letters of credit,
written instructions, advices or applications directed to the Insured,
authorizing or acknowledging the transfer, payment, delivery or receipt of funds
or Property, which instructions or advices or applications purport to have been
signed or endorsed by any customer of the Insured, shareholder or subscriber to
shares, whether certificated or uncertificated, of any Investment Company or by
any financial or banking institution or stockbroker but which instructions,
advices or applications either bear the forged signature or endorsement or have
been altered without the knowledge and consent of such customer, shareholder or
subscriber to shares, whether certificated or uncertificated, of an Investment
Company, financial or banking institution or stockbroker, withdrawal orders or
receipts for the withdrawal of funds or Property, or receipts or certificates of
deposit for Property and bearing the name of the Insured as issuer, or of
another Investment Company for which the Insured acts as agent, excluding,
however, any loss covered under Insuring Agreement (F) hereof whether or not
coverage for Insuring Agreement (F) is provided for in the Declarations of this
bond.
Any check or draft (a) made payable to a fictitious payee and endorsed in
the name of such fictitious payee or (b) procured in a transaction with the
maker or drawer thereof or with one acting as an agent of such maker or drawer
or anyone impersonating another and made or drawn payable to the one so
impersonated and endorsed by anyone other than the one impersonated, shall be
deemed to be forged as to such endorsement.
Mechanically reproduced facsimile signatures are treated the same as
handwritten signatures.
(F) SECURITIES
Loss sustained by the Insured, including loss sustained by reason of a
violation of the constitution, by-laws, rules or regulations of any Self
Regulatory Organization of which the Insured is a member or which would have
been imposed upon the Insured by the constitution, by-laws, rules or regulations
of any Self Regulatory Organization if the Insured had been a member thereof,
(1) through the Insured's having, in good faith and in the course of
business, whether for its own account or for the account of others, in
any representative, fiduciary, agency or any other capacity, either
gratuitously or otherwise, purchased or otherwise acquired, accepted
or received, or sold or delivered, or given any value, extended any
credit or assumed any liability, on the faith of, or otherwise acted
upon, any securities, documents or other written instruments which
prove to have been
(a) counterfeited, or
(b) forged as to the signature of any maker, drawer, issuer,
endorser, assignor, lessee, transfer agent or registrar,
acceptor, surety or guarantor or as to the signature of any
person signing in any other capacity, or
(c) raised or otherwise altered, or lost, or stolen, or
(2) through the Insured's having, in good faith and in the course of
business, guaranteed in writing or witnessed any signatures whether
for valuable consideration or not and whether or not such guaranteeing
or witnessing is ultra vires the Insured, upon any transfers,
assignments, bills of sale, powers of attorney, guarantees,
endorsements or other obligations upon or in connection with any
securities, documents or other written instruments and which pass or
purport to pass title to such securities, documents or other written
instruments; EXCLUDING, losses caused by FORGERY or ALTERATION of, on
or in those instruments covered under Insuring Agreement (E) hereof.
Securities, documents or other written instruments shall be deemed to
mean original (including original counterparts) negotiable or
non-negotiable agreements which in and of themselves represent an
equitable interest, ownership, or debt, including an assignment
thereof which instruments are in the ordinary course of business,
transferable by delivery of such agreements with any necessary
endorsement or assignment.
The word "counterfeited" as used in this Insuring Agreement shall be
deemed to mean any security, document or other written instrument
which is intended to deceive and to be taken for an original.
Mechanically produced facsimile signatures are treated the same as
handwritten signatures.
(G) COUNTERFEIT CURRENCY
Loss through the receipt by the Insured, in good faith, of any
counterfeited money orders or altered paper currencies or coin of the United
States of America or Canada issued or purporting to have been issued by the
United States of America or Canada or issued pursuant to a United States of
America or Canadian statute for use as currency.
(H) STOP PAYMENT
Loss against any and all sums which the Insured shall become obligated to
pay by reason of the Liability imposed upon the Insured by law for damages:
For having either complied with or failed to comply with any written notice
of any customer, shareholder or subscriber of the Insured or any Authorized
Representative of such customer, shareholder or subscriber to stop payment
of any check or draft made or drawn by such customer, shareholder or
subscriber or any Authorized Representative of such customer, shareholder
or subscriber, or
For having refused to pay any check or draft made or drawn by any customer,
shareholder or subscriber of the Insured or any Authorized Representative
of such customer, shareholder or subscriber.
(I) UNCOLLECTIBLE ITEMS OF DEPOSIT
Loss resulting from payments of dividends or fund shares, or withdrawals
permitted from any customer's, shareholder's or subscriber's account based upon
Uncollectible Items of Deposit of a customer, shareholder or subscriber credited
by the Insured or the Insured's agent to such customer's, shareholder's or
subscriber's Mutual Fund Account; or
Loss resulting from any Item of Deposit processed through an Automated
Clearing House which is reversed by the customer, shareholder or subscriber and
deemed uncollectible by the Insured.
Loss includes dividends and interest accrued not to exceed 15% of the
Uncollectible Items which are deposited.
This Insuring Agreement applies to all Mutual Funds with "exchange
privileges" if all Fund(s) in the exchange program are insured by a National
Union Fire Insurance Company of Pittsburgh, PA for Uncollectible Items of
Deposit. Regardless of the number of transactions between Fund(s), the minimum
number of days of deposit within the Fund(s) before withdrawal as declared in
the Fund(s) prospectus shall begin from the date a deposit was first credited to
any Insured Fund(s).
GENERAL AGREEMENTS
A. ADDITIONAL OFFICES OR EMPLOYEES-CONSOLIDATION OR MERGER-NOTICE
1. If the Insured shall, while this bond is in force, establish any
additional office or offices, such office or offices shall be
automatically covered hereunder from the dates of their establishment,
respectively. No notice to the Underwriter of an increase during any
premium period in the number of offices or in the number of Employees
at any of the offices covered hereunder need be given and no
additional premium need be paid for the remainder of such premium
period.
2. If an Investment Company, named as Insured herein, shall, while this
bond is in force, merge or consolidate with, or purchase the assets of
another institution, coverage for such acquisition shall apply
automatically from the date of acquisition. The Insured shall notify
the Underwriter of such acquisition within 60 days of said date, and
an additional premium shall be computed only if such acquisition
involves additional offices or employees.
B. WARRANTY
No statement made by or on behalf of the Insured, whether contained in the
application or otherwise, shall be deemed to be a warranty of anything except
that it is true to the best of the knowledge and belief of the person making the
statement.
C. COURT COSTS AND ATTORNEYS' FEES
(Applicable to all Insuring Agreements or Coverages now or hereafter
forming part of this bond)
The Underwriter will indemnify the Insured against court costs and
reasonable attorneys' fees incurred and paid by the Insured in defense, whether
or not successful, whether or not fully litigated on the merits and whether or
not settled of any suit or legal proceeding brought against the Insured to
enforce the Insured's liability or alleged liability on account of any loss,
claim or damage which, if established against the Insured, would constitute a
loss sustained by the Insured covered under the terms of this bond provided,
however, that with respect to Insuring Agreement (A) this indemnity shall apply
only in the event that
(1) an Employee admits to being guilty of any dishonest or fraudulent
act(s), including Larceny or Embezzlement; or
(2) an Employee is adjudicated to be guilty of any dishonest or fraudulent
act(s), including Larceny or Embezzlement;
(3) in the absence of (1) or (2) above an arbitration panel agrees, after
a review of an agreed statement of facts, that an Employee would be
found guilty of dishonesty if such Employee were prosecuted.
The Insured shall promptly give notice to the Underwriter of any such suit
or legal proceeding and at the request of the Underwriter shall furnish it with
copies of all pleadings and other papers therein. At the Underwriter's election
the Insured shall permit the Underwriter to conduct the defense of such suit or
legal proceeding, in the Insured's name, through attorneys of the Underwriter's
selection. In such event, the Insured shall give all reasonable information and
assistance which the Underwriter shall deem necessary to the proper defense of
such suit or legal proceeding.
If the amount of the Insured's liability or alleged liability is greater
than the amount recoverable under this bond, or if a Deductible Amount is
applicable, or both, the liability of the Underwriter under this General
Agreement is limited to the proportion of court costs and attorneys' fees
incurred and paid by the Insured or by the Underwriter that the amount
recoverable under this bond bears to the total of such amount plus the amount
which is not so recoverable. Such indemnity shall be in addition to the Limit of
Liability for the applicable Insuring Agreement or Coverage.
D. FORMER EMPLOYEE
Acts of an Employee, as defined in this bond, are covered under Insuring
Agreement (A) only while the Employee is in the Insured's employ. Should loss
involving a former Employee of the Insured be discovered subsequent to the
termination of employment, coverage would still apply under Insuring Agreement
(A) if the direct proximate cause of the loss occurred while the former Employee
performed duties within the scope of his/her employment.
THE FOREGOING INSURING AGREEMENTS AND
GENERAL AGREEMENTS ARE SUBJECT TO
THE FOLLOWING CONDITIONS
AND LIMITATIONS:
SECTION 1. DEFINITIONS
The following terms, as used in this bond, shall have the respective
meanings stated in this Section:
(a) "Employee" means:
(1) any of the Insured's officers, partners, or employees, and
(2) any of the officers or employees of any predecessor of the
Insured whose principal assets are acquired by the Insured by
consolidation or merger with, or purchase of assets or capital
stock of such predecessor. and
(3) attorneys retained by the Insured to perform legal services for
the Insured and the employees of such attorneys while such
attorneys or the employees of such attorneys are performing such
services for the Insured, and
(4) guest students pursuing their studies or duties in any of the
Insured's offices, and
(5) directors or trustees of the Insured, the investment advisor,
underwriter (distributor), transfer agent, or shareholder
accounting record keeper, or administrator authorized by written
agreement to keep financial and/or other required records, but
only while performing acts coming within the scope of the usual
duties of an officer or employee or while acting as a member of
any committee duly elected or appointed to examine or audit or
have custody of or access to the Property of the Insured, and
(6) any individual or individuals assigned to perform the usual
duties of an employee within the premises of the Insured, by
contract, or by any agency furnishing temporary personnel on a
contingent or part-time basis, and
(7) each natural person, partnership or corporation authorized by
written agreement with the Insured to perform services as
electronic data processor of checks or other accounting records
of the Insured, but excluding any such processor who acts as
transfer agent or in any other agency capacity in issuing checks,
drafts or securities for the Insured, unless included under
Sub-section (9) hereof, and
(8) those persons so designated in Section 15, Central Handling of
Securities, and
(9) any officer, partner or Employee of
a) an investment advisor,
b) an underwriter (distributor),
c) a transfer agent or shareholder accounting record-keeper, or
d) an administrator authorized by written agreement to keep
financial and/or other required records,
for an Investment Company named as Insured while performing acts
coming within the scope of the usual duties of an officer or
Employee of any Investment Company named as Insured herein, or
while acting as a member of any committee duly elected or
appointed to examine or audit or have custody of or access to the
Property of any such Investment Company, provided that only
Employees or partners of a transfer agent, shareholder accounting
record-keeper or administrator which is an affiliated person as
defined in the Investment Company Act of 1940, of an Investment
Company named as Insured or is an affiliated person of the
adviser, underwriter or administrator of such Investment Company,
and which is not a bank, shall be included within the definition
of Employee.
Each employer of temporary personnel or processors as set forth
in Sub-Sections (6) and of Section 1(a) and their partners,
officers and employees shall collectively be deemed to be one
person for all the purposes of this bond, excepting, however, the
last paragraph of Section 13.
Brokers, or other agents under contract or representatives of the same
general character shall not be considered Employees.
(b) "Property" means money (i.e.. currency, coin, bank notes, Federal
Reserve notes), postage and revenue stamps, U.S. Savings Stamps,
bullion, precious metals of all kinds and in any form and articles
made therefrom, jewelry, watches, necklaces, bracelets, gems, precious
and semi-precious stones, bonds, securities, evidences of debts,
debentures, scrip, certificates, interim receipts, warrants, rights,
puts, calls, straddles, spreads, transfers, coupons, drafts, bills of
exchange, acceptances, notes, checks, withdrawal orders, money orders,
warehouse receipts, bills of lading, conditional sales contracts,
abstracts of title, insurance policies, deeds, mortgages under real
estate and/or chattels and upon interests therein, and assignments of
such policies, mortgages and instruments, and other valuable papers,
including books of account and other records used by the Insured in
the conduct of its business, and all other instruments similar to or
in the nature of the foregoing including Electronic Representations of
such instruments enumerated above (but excluding all data processing
records) in which the Insured has an interest or in which the Insured
acquired or should have acquired an interest by reason of a
predecessor's declared financial condition at the time of the
Insured's consolidation or merger with, or purchase of the principal
assets of, such predecessor or which are held by the Insured for any
purpose or in any capacity and whether so held by the Insured for any
purpose or in any capacity and whether so held gratuitously or not and
whether or not the Insured is liable therefor.
(c) "Forgery" means the signing of the name of another with intent to
deceive; it does not include the signing of one's own name with or
without authority, in any capacity, for any purpose.
(d) "Larceny and Embezzlement" as it applies to any named Insured means
those acts as set forth in Section 37 of the Investment Company Act of
1940.
(e) "Items of Deposit" means any one or more checks and drafts. Items of
Deposit shall not be deemed uncollectible until the Insured's
collection procedures have failed.
SECTION 2. EXCLUSIONS
THIS BOND DOES NOT COVER:
(a) loss effected directly or indirectly by means of forgery or alteration
of, on or in any instrument, except when covered by Insuring Agreement
(A), (E), (F) or (G).
(b) loss due to riot or civil commotion outside the United States of
America and Canada; or loss due to military, naval or usurped power,
war or insurrection unless such loss occurs in transit in the
circumstances recited in Insuring Agreement (D), and unless, when such
transit was initiated, there was no knowledge of such riot, civil
commotion, military, naval or usurped power, war or insurrection on
the part of any person acting for the Insured in initiating such
transit.
(c) loss, in time of peace or war, directly or indirectly caused by or
resulting from the effects of nuclear fission or fusion or
radioactivity; provided, however, that this paragraph shall not apply
to loss resulting from industrial uses of nuclear energy.
(d) loss resulting from any wrongful act or acts of any person who is a
member of the Board of Directors of the Insured or a member of any
equivalent body by whatsoever name known unless such person is also an
Employee or an elected official, partial owner or partner of the
Insured in some other capacity, nor, in any event, loss resulting from
the act or acts of any person while acting in the capacity of a member
of such Board or equivalent body.
(e) loss resulting from the complete or partial non-payment of, or default
upon, any loan or transaction in the nature of, or amounting to, a
loan made by or obtained from the Insured or any of its partners,
directors or Employees, whether authorized or unauthorized and whether
procured in good faith or through trick, artifice, fraud or false
pretenses. unless such loss is covered under Insuring Agreement (A),
(E) or (F).
(f) loss resulting from any violation by the Insured or by any Employee
(1) of law regulating (a) the issuance, purchase or sale of
securities, (b) securities transactions upon Security Exchanges
or over the counter market, (c) Investment Companies, or (d)
Investment Advisors, or
(2) of any rule or regulation made pursuant to any such law, unless
such loss, in the absence of such laws, rules or regulations,
would be covered under Insuring Agreements (A) or (E).
(g) loss of Property or loss of privileges through the misplacement or
loss of Property as set forth in Insuring Agreement (C) or (D) while
the Property is in the custody of any armored motor vehicle company,
unless such loss shall be in excess of the amount recovered or
received by the Insured under (a) the Insured's contract with said
armored motor vehicle company, (b) insurance carried by said armored
motor vehicle company for the benefit of users of its service, and (c)
all other insurance and indemnity in force in whatsoever form carried
by or for the benefit of users of said armored motor vehicle company's
service, and then this bond shall cover only such excess.
(h) potential income, including but not limited to interest and dividends,
not realized by the Insured because of a loss covered under this bond,
except as included under Insuring Agreement (I).
(i) all damages of any type for which the Insured is legally liable,
except direct compensatory damages arising from a loss covered under
this bond.
(j) loss through the surrender of Property away from an office of the
Insured as a result of a threat
(1) to do bodily harm to any person, except loss of Property in
transit in the custody of any person acting as messenger provided
that when such transit was initiated there was no knowledge by
the Insured of any such threat, or
(2) to do damage to the premises or Property of the Insured, except
when covered under Insuring Agreement (A).
(k) all costs, fees and other expenses incurred by the Insured in
establishing the existence of or amount of loss covered under this
bond unless such indemnity is provided for under Insuring Agreement
(B).
(l) loss resulting from payments made or withdrawals from the account of a
customer of the Insured, shareholder or subscriber to shares involving
funds erroneously credited to such account, unless such payments are
made to or withdrawn by such depositor or representative of such
person, who is within the premises of the drawee bank of the Insured
or within the office of the Insured at the time of such payment or
withdrawal or unless such payment is covered under Insuring Agreement
(A).
(m) any loss resulting from Uncollectible Items of Deposit which are drawn
from a financial institution outside the fifty states of the United
States of America, District of Columbia, and territories and
possessions of the United States of America, and Canada.
SECTION 3. ASSIGNMENT OF RIGHTS
This bond does not afford coverage in favor of any Employers of temporary
personnel or of processors as set forth in sub-sections (6) and (7) of Section
1(a) of this bond, as aforesaid, and upon payment to the Insured by the
Underwriter on account of any loss through dishonest or fraudulent act(s)
including Larceny or Embezzlement committed by any of the partners, officers or
employees of such Employers, whether acting alone or in collusion with others,
an assignment of such of the Insured's rights and causes of action as it may
have against such Employers by reason of such acts so committed shall, to the
extent of such payment, be given by the Insured to the Underwriter, and the
Insured shall execute all papers necessary to secure to the Underwriter the
rights herein provided for.
SECTION 4. LOSS -NOTICE -PROOF-LEGAL PROCEEDINGS
This bond is for the use and benefit only of the Insured named in the
Declarations and the Underwriter shall not be liable hereunder for loss
sustained by anyone other than the Insured unless the Insured, in its sole
discretion and at its option, shall include such loss in the Insured's proof of
loss. At the earliest practicable moment after discovery of any loss hereunder
the Insured shall give the Underwriter written notice thereof and shall also
within six months after such discovery furnish to the Underwriter affirmative
proof of loss with full particulars. If claim is made under this bond for loss
of securities or shares, the Underwriter shall not be liable unless each of such
securities or shares is identified in such proof of loss by a certificate or
bond number or, where such securities or shares are uncertificated, by such
identification means as agreed to by the Underwriter. The Underwriter shall have
thirty days after notice and proof of loss within which to investigate the
claim, but where the loss is clear and undisputed, settlement shall be made
within forty-eight hours; and this shall apply notwithstanding the loss is made
up wholly or in part of securities of which duplicates may be obtained. Legal
proceedings for recovery of any loss hereunder shall not be brought prior to the
expiration of sixty days after such proof of loss is filed with the Underwriter
nor after the expiration of twenty-four months from the discovery of such loss,
except that any action or proceeding to recover hereunder on account of any
judgment against the Insured in any suit mentioned in General Agreement C or to
recover attorneys' fees paid in any such suit, shall be begun within twenty-four
months from the date upon which the judgment in such suit shall become final. If
any limitation embodied in this bond is prohibited by any law controlling the
construction hereof, such limitation shall be deemed to be amended so as to be
equal to the minimum period of limitation permitted by such law.
Discovery occurs when the Insured
(a) becomes aware of facts, or
(b) receives written notice of an actual or potential claim by a third
party which alleges that the Insured is liable under circumstance
which would cause a reasonable person to assume that a loss covered by the bond
has been or will be incurred even though the exact amount or details of loss may
not be then known.
SECTION 5. VALUATION OF PROPERTY
The value of any Property, except books of accounts or other records used
by the Insured in the conduct of its business, for the loss of which a claim
shall be made hereunder, shall be determined by the average market value of such
Property on the business day next preceding the discovery of such loss;
provided, however, that the value of any Property replaced by the Insured prior
to the payment of claim therefor shall be the actual market value at the time of
replacement; and further provided that in case of a loss or misplacement of
interim certificates, warrants, rights, or other securities, the production
which is necessary to the exercise of subscription, conversion, redemption or
deposit privileges, the value thereof shall be the market value of such
privileges immediately preceding the expiration thereof if said loss or
misplacement is not discovered until after their expiration. If no market price
is quoted for such Property or for such privileges, the value shall be fixed by
agreement between the parties or by arbitration.
In case of any loss or damage to Property consisting of books of accounts
or other records used by the Insured in the conduct of its business, the
Underwriter shall be liable under this bond only if such books or records are
actually reproduced and then for not more than the cost of blank books, blank
pages or other materials plus the cost of labor for the actual transcription or
copying of data which shall have been furnished by the Insured in order to
reproduce such books and other records.
SECTION 6. VALUATION OF PREMISES AND FURNISHINGS
In case of damage to any office of the Insured, or loss of or damage to the
furnishings, fixtures, stationery, supplies, equipment, safes or vaults therein,
the Underwriter shall not be liable for more than the actual cash value thereof,
or for more than the actual cost of their replacement or repair. The Underwriter
may, at its election, pay such actual cash value or make such replacement or
repair. If the Underwriter and the Insured cannot agree upon such cash value or
such cost of replacement or repair, such shall be determined by arbitration.
SECTION 7. LOST SECURITIES
If the Insured shall sustain a loss of securities the total value of which
is in excess of the limit stated in Item 3 of the Declarations of this bond, the
liability of the Underwriter shall be limited to payment for, or duplication of,
securities having value equal to the limit stated in Item 3 of the Declarations
of this bond.
If the Underwriter shall make payment to the Insured for any loss of
securities, the Insured shall thereupon assign to the Underwriter all of the
Insured's rights, title and interests in and to said securities.
With respect to securities the value of which do not exceed the Deductible
Amount (at the time of the discovery of the loss) and for which the Underwriter
may at its sole discretion and option and at the request of the Insured issue a
Lost Instrument Bond or Bonds to effect replacement thereof, the Insured will
pay the usual premium charged therefor and will indemnify the Underwriter
against all loss or expense that the Underwriter may sustain because of the
issuance of such Lost Instrument Bond or Bonds.
With respect to securities the value of which exceeds the Deductible Amount
(at the time of discovery of the loss) and for which the Underwriter may issue
or arrange for the issuance of a Lost Instrument Bond or Bonds to effect
replacement thereof, the Insured agrees that it will pay as premium therefor a
proportion of the usual premium charged therefor, said proportion being equal to
the percentage that the Deductible Amount bears to the value of the securities
upon discovery of the loss, and that it will indemnify the issuer of said Lost
Instrument Bond or Bonds against all loss and expense that is not recoverable
from the Underwriter under the terms and conditions of this INVESTMENT COMPANY
BLANKET BOND subject to the Limit of Liability hereunder.
SECTION 8. SALVAGE
In case of recovery, whether made by the Insured or by the Underwriter, on
account of any loss in excess of the Limit of Liability hereunder plus the
Deductible Amount applicable to such loss from any source other than suretyship,
insurance, reinsurance, security or indemnity taken by or for the benefit of the
Underwriter, the net amount of such recovery, less the actual costs and expenses
of making same, shall be applied to reimburse the Insured in full for the excess
portion of such loss, and the remainder, if any, shall be paid first in
reimbursement of the Underwriter and thereafter in reimbursement of the Insured
for that part of such loss within the Deductible Amount. The Insured shall
execute all necessary papers to secure to the Underwriter the rights provided
for herein.
SECTION 9. NON-REDUCTION AND NON-ACCUMULATION OF LIABILITY AND TOTAL LIABILITY
At all times prior to termination hereof this bond shall continue in force
for the limit stated in the applicable sections of Item 3 of the Declarations of
this bond notwithstanding any previous loss for which the Underwriter may have
paid or be liable to pay hereunder; PROVIDED, however, that regardless of the
number of years this bond shall continue in force and the number of premiums
which shall be payable or paid, the liability of the Underwriter under this bond
with respect to all loss resulting from
(a) any one act of burglary, robbery or holdup, or attempt thereat, in
which no Partner or Employee is concerned or implicated shall be
deemed to be one loss, or
(b) any one unintentional or negligent act on the part of any one person
resulting in damage to or destruction or misplacement of Property,
shall be deemed to be one loss, or
(c) all wrongful acts, other than those specified in (a) above, of any one
person shall be deemed to be one loss, or
(d) all wrongful acts, other than those specified in (a) above, of one or
more persons (which dishonest act(s) or act(s) of Larceny or
Embezzlement include, but are not limited to, the failure of an
Employee to report such acts of others) whose dishonest act or acts
intentionally or unintentionally, knowingly or unknowingly, directly
or indirectly, aid or aids in any way, or permits the continuation of,
the dishonest act or acts of any other person or persons shall be
deemed to be one loss with the act or acts of the persons aided, or
(e) any one casualty or event other than those specified in (a), (b), (c)
or (d) preceding, shall be deemed to be one loss, and
shall be limited to the applicable Limit of Liability stated in Item 3 of the
Declarations of this bond irrespective of the total amount of such loss or
losses and shall not be cumulative in amounts from year to year or from period
to period.
Sub-section (c) is not applicable to any situation to which the language of
sub-section (d) applies.
SECTION 10. LIMIT OF LIABILITY
With respect to any loss set forth in the PROVIDED clause of Section 9 of
this bond which is recoverable or recovered in whole or in part under any other
bonds or policies issued by the Underwriter to the Insured or to any predecessor
in interest of the Insured and terminated or cancelled or allowed to expire and
in which the period for discovery has not expired at the time any such loss
thereunder is discovered, the total liability of the Underwriter under this bond
and under other bonds or policies shall not exceed, in the aggregate, the amount
carried hereunder on such loss or the amount available to the Insured under such
other bonds or policies, as limited by the terms and conditions thereof, for any
such loss if the latter amount be the larger.
SECTION 11. OTHER INSURANCE
If the Insured shall hold, as indemnity against any loss covered hereunder,
any valid and enforceable insurance or suretyship, the Underwriter shall be
liable hereunder only for such amount of such loss which is in excess of the
amount of such other insurance or suretyship, not exceeding, however, the Limit
of Liability of this bond applicable to such loss.
SECTION 12. DEDUCTIBLE
The Underwriter shall not be liable under any of the Insuring Agreements of
this bond on account of loss as specified, respectively, in sub-sections (a),
(b), (c), (d) and (e) of Section 9, NON-REDUCTION AND NON- ACCUMULATION OF
LIABILITY AND TOTAL LIABILITY, unless the amount of such loss, after deducting
the net amount of all reimbursement and/or recovery obtained or made by the
Insured, other than from any bond or policy of insurance issued by an insurance
company and covering such loss, or by the Underwriter on account thereof prior
to payment by the Underwriter of such loss, shall exceed the Deductible Amount
set forth in Item 3 of the Declarations hereof (herein called Deductible Amount)
and then for such excess only, but in no event for more than the applicable
Limit of Liability stated in Item 3 of the Declarations.
The Insured will bear, in addition to the Deductible Amount, premiums on
Lost Instrument Bonds as set forth in Section 7.
There shall be no deductible applicable to any loss under Insuring
Agreement A sustained by any Investment Company named as Insured herein.
SECTION 13. TERMINATION
The Underwriter may terminate this bond as an entirety by furnishing
written notice specifying the termination date which cannot be prior to 60 days
after the receipt of such written notice by each Investment Company named as
Insured and the Securities and Exchange Commission, Washington, D.C. The Insured
may terminate this bond as an entirety by furnishing written notice to the
Underwriter. When the Insured cancels, the Insured shall furnish written notice
to the Securities and Exchange Commission, Washington. D.C. prior to 60 days
before the effective date of the termination. The Underwriter shall notify all
other Investment Companies named as Insured of the receipt of such termination
notice and the termination cannot be effective prior to 60 days after receipt of
written notice by all other Investment Companies. Premiums are earned until the
termination date as set forth herein.
This Bond will terminate as to any one Insured immediately upon taking over
of such Insured by a receiver or other liquidator or by State or Federal
officials, or immediately upon the filing of a petition under any State or
Federal statute relative to bankruptcy or reorganization of the Insured, or
assignment for the benefit of creditors of the Insured. or immediately upon such
Insured ceasing to exist, whether through merger into another entity, or by
disposition of all of its assets.
The Underwriter shall refund the unearned premium computed at short rates
in accordance with the standard short rate cancellation tables if terminated by
the Insured or pro rata if terminated for any other reason.
This Bond shall terminate
(a) as to any Employee as soon as any partner, officer or supervisory
Employee of the Insured, who is not in collusion with such Employee,
shall learn of any dishonest or fraudulent act(s), including Larceny
or Embezzlement on the part of such Employee without prejudice to the
loss of any Property then in transit in the custody of such Employee
(See Section 16[d]), or
(b) as to any Employee 60 days after receipt by each Insured and by the
Securities and Exchange Commission of a written notice from the
Underwriter of its desire to terminate this bond as to such Employee,
or
(c) as to any person, who is a partner, officer or employee of any
Electronic Data Processor covered under this bond, from and after the
time that the Insured or any partner or officer thereof not in
collusion with such person shall have knowledge or information that
such person has committed any dishonest or fraudulent act(s),
including Larceny or Embezzlement in the service of the Insured or
otherwise, whether such act be committed before or after the time this
bond is effective.
SECTION 14. RIGHTS AFTER TERMINATION OR CANCELLATION
At any time prior to the termination or cancellation of this bond as an
entirety, whether by the Insured or the Underwriter, the Insured may give to the
Underwriter notice that it desires under this bond an additional period of 12
months within which to discover loss sustained by the Insured prior to the
effective date of such termination or cancellation and shall pay an additional
premium therefor.
Upon receipt of such notice from the Insured, the Underwriter shall give
its written consent thereto; provided, however, that such additional period of
time shall terminate immediately;
(a) on the effective date of any other insurance obtained by the Insured,
its successor in business or any other party, replacing in whole or in
part the insurance afforded by this bond, whether or not such other
insurance provides coverage for loss sustained prior to its effective
date, or
(b) upon takeover of the Insured's business by any State or Federal
official or agency, or by any receiver or liquidator, acting or
appointed for this purpose
without the necessity of the Underwriter giving notice of such termination. In
the event that such additional period of time is terminated, as provided above,
the Underwriter shall refund any unearned premium.
The right to purchase such additional period for the discovery of loss may
not be exercised by any State or Federal official or agency, or by any receiver
or liquidator, acting or appointed to take over the Insured's business for the
operation or for the liquidation thereof or for any other purpose.
SECTION 15. CENTRAL HANDLING OF SECURITIES
Securities included in the systems for the central handling of securities
established and maintained by Depository Trust Company, Midwest Depository Trust
Company, Pacific Securities Depository Trust Company, and Philadelphia
Depository Trust Company, hereinafter called Corporations, to the extent of the
Insured's interest therein as effective by the making of appropriate entries on
the books and records of such Corporations shall be deemed to be Property.
The words "Employee" and "Employees" shall be deemed to include the
officers, partners, clerks and other employees of the New York Stock Exchange,
Boston Stock Exchange, Midwest Stock Exchange, Pacific Stock Ex- change and
Philadelphia Stock Exchange, hereinafter called Exchanges, and of the above
named Corporations, and of any nominee in whose name is registered any security
included within the systems for the central handling of securities established
and maintained by such Corporations, and any employee of any recognized service
company, while such officers, partners, clerks and other employees and employees
of service companies perform services for such Corporations in the operation of
such systems. For the purpose of the above definition a recognized service
company shall be any company providing clerks or other personnel to said
Exchanges or Corporation on a contract basis.
The Underwriter shall not be liable on account of any loss(es) in
connection with the central handling of securities within the systems
established and maintained by such Corporations, unless such loss(es) shall be
in excess of the amount(s) recoverable or recovered under any bond or policy of
insurance indemnifying such Corporations, against such loss(es), and then the
Underwriter shall be liable hereunder only for the Insured's share of such
excess loss(es), but in no event for more than the Limit of Liability applicable
hereunder.
For the purpose of determining the Insured's share of excess loss(es) it
shall be deemed that the Insured has an interest in any certificate representing
any security included within such systems equivalent to the interest the Insured
then has in all certificates representing the same security included within such
systems and that such Corporations shall use their best judgement in
apportioning the amount(s) recoverable or recovered under any bond or policy of
insurance indemnifying such Corporations against such loss(es) in connection
with the central handling of securities within such systems among all those
having an interest as recorded by appropriate entries in the books and records
of such Corporations in Property involved in such loss(es) on the basis that
each such interest shall share in the amount(s) so recoverable or recovered in
the ratio that the value of each such interest bears to the total value of all
such interests and that the Insured's share of such excess loss(es) shall be the
amount of the Insured's interest in such Property in excess of the amount(s) so
apportioned to the Insured by such Corporations.
This bond does not afford coverage in favor of such Corporations or
Exchanges or any nominee in whose name is registered any security included
within the systems for the central handling of securities established and
maintained by such Corporations, and upon payment to the Insured by the
Underwriter on account of any loss(es) within the systems, an assignment of such
of the Insured's rights and causes of action as it may have against such
Corporations or Exchanges shall to the extent of such payment, be given by the
Insured to the Underwriter, and the Insured shall execute all papers necessary
to secure to the Underwriter the rights provided for herein.
SECTION 16. ADDITIONAL COMPANIES INCLUDED AS INSURED
If more than one corporation, co-partnership or person or any combination
of them be included as the Insured herein:
(a) the total liability of the Underwriter hereunder for loss or losses
sustained by any one or more or all of them shall not exceed the limit
for which the Underwriter would be liable hereunder if all such loss
were sustained by any one of them,
(b) the one first named herein shall be deemed authorized to make, adjust
and receive and enforce payment of all claims hereunder and shall be
deemed to be the agent of the others for such purposes and for the
giving or receiving of any notice required or permitted to be given by
the terms hereof, provided that the Underwriter shall furnish each
named Investment Company with a copy of the bond and with any
amendment thereto, together with a copy of each formal filing of the
settlement of each such claim prior to the execution of such
settlement,
(c) the Underwriter shall not be responsible for the proper application of
any payment made hereunder to said first named Insured,
(d) knowledge possessed or discovery made by any partner, officer or
supervisory Employee of any Insured shall for the purposes of Section
4 and Section 13 of this bond constitute knowledge or discovery by all
the Insured, and
(e) if the first named Insured ceases for any reason to be covered under
this bond, then the Insured next named shall thereafter be considered
as the first named Insured for the purposes of this bond.
SECTION 17. NOTICE AND CHANGE OF CONTROL
Upon the Insured's obtaining knowledge of a transfer of its outstanding
voting securities which results in a change in control (as set forth in Section
2(a) (9) of the Investment Company Act of 1940) of the Insured, the Insured
shall within thirty (30) days of such knowledge give written notice to the
Underwriter setting forth:
(a) the names of the transferors and transferees (or the names of the
beneficial owners if the voting securities are requested in another
name), and
(b) the total number of voting securities owned by the transferors and the
transferees (or the beneficial owners), both immediately before and
after the transfer, and
(c) the total number of outstanding voting securities.
As used in this section, control means the power to exercise a controlling
influence over the management or policies of the Insured.
Failure to give the required notice shall result in termination of coverage
of this bond, effective upon the date of stock transfer for any loss in which
any transferee is concerned or implicated.
Such notice is not required to be given in the case of an Insured which is
an Investment Company.
SECTION 18. CHANGE OR MODIFICATION
This bond or any instrument amending or effecting same may not be changed
or modified orally. No changes in or modification thereof shall be effective
unless made by written endorsement issued to form a part hereof over the
signature of the Underwriter's Authorized Representative. When a bond covers
only one Investment Company no change or modification which would adversely
affect the rights of the Investment Company shall be effective prior to 60 days
after written notification has been furnished to the Securities and Exchange
Commission, Washington, D.C. by the Insured or by the Underwriter. If more than
one Investment Company is named as the Insured herein, the Underwriter shall
give written notice to each Investment Company and to the Securities and
Exchange Commission, Washington, D.C. not less than 60 days prior to the
effective date of any change or modification which would adversely affect the
rights of such Investment Company.
IN WITNESS WHEREOF, the Underwriter has caused this bond to be executed on the
Declarations Page.
RIDER #1
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
Named Insureds
It is agreed that:
1. Item 1. of the Declaration Page, Name of Insured, shall include the
following:
ACM Income Fund, Inc.
ACM Managed Dollar Income Fund, Inc.
AllianceBernstein Global High Income Fund
The Spain Fund, Inc.
Alliance All-Market Advantage Fund, Inc.
Alliance California Municipal Income Fund, Inc.
Alliance New York Municipal Income Fund, Inc.
Alliance National Municipal Income Fund, Inc.
AllianceBernstein Bond Fund, Inc.
- AllianceBernstein Corporate Bond Portfolio
- AllianceBernstein Intermediate Bond Portfolio
AllianceBernstein Emerging Market Debt Fund, Inc.
AllianceBernstein Exchange Reserves
AllianceBernstein Fixed-Income Shares, Inc.
- AllianceBernstein Prime STIF Portfolio
- AllianceBernstein Government STIF Portfolio
AllianceBernstein Corporate Shares
- AllianceBernstein Corporate Income Shares
AllianceBernstein Global Bond
AllianceBernstein Diversified Yield
AllianceBernstein High Yield Fund, Inc.
AllianceBernstein Municipal Income Fund, Inc.
- California Portfolio
- Insured California Portfolio
- Insured National Portfolio
- National Portfolio
- New York Portfolio
AllianceBernstein Municipal Income Fund II
- Arizona Portfolio
- Florida Portfolio
- Massachusetts Portfolio
- Michigan Portfolio
- Minnesota Portfolio
- New Jersey Portfolio
- Ohio Portfolio
- Pennsylvania Portfolio
- Virginia Portfolio
AllianceBernstein Balanced Shares, Inc.
AllianceBernstein Cap Fund, Inc.
- AllianceBernstein Small Cap Growth Portfolio
AllianceBernstein Focused Growth & Income Fund, Inc.
AllianceBernstein Global Health Care Fund, Inc.
AllianceBernstein Global Research Growth Fund, Inc.
AllianceBernstein Global Technology Fund, Inc.
AllianceBernstein Greater China '97 Fund, Inc.
AllianceBernstein Growth & Income Fund, Inc.
AllianceBernstein Institutional Funds, Inc.
- AllianceBernstein Real Estate Investment Institutional Fund
AllianceBernstein International Growth Fund, Inc.
AllianceBernstein International Research Growth Fund, Inc.
AllianceBernstein Large-Cap Growth Fund, Inc.
AllianceBernstein Mid-Cap Growth Fund, Inc.
AllianceBernstein Real Estate Investment Fund, Inc.
AllianceBernstein Trust
- AllianceBernstein Global Value Fund
- AllianceBernstein International Value Fund
- AllianceBernstein Small-Mid Cap Value Fund
- AllianceBernstein Value Fund
AllianceBernstein Utility Income Fund, Inc.
The AllianceBernstein Portfolios
- AllianceBernstein Growth Fund
- AllianceBernstein Balanced Wealth Strategy
- AllianceBernstein Wealth Appreciation Strategy
- AllianceBernstein Wealth Preservation Strategy
- AllianceBernstein Tax-Managed Balanced Wealth Strategy
- AllianceBernstein Tax-Managed Wealth Appreciation Strategy
- AllianceBernstein Tax-Managed Wealth Preservation Strategy
AllianceBernstein Blended Style Series, Inc.:
- U.S. Large Cap Portfolio
- AllianceBernstein Global Blend Portfolio
- AllianceBernstein 2000 Retirement Strategy
- AllianceBernstein 2005 Retirement Strategy
- AllianceBernstein 2010 Retirement Strategy
- AllianceBernstein 2015 Retirement Strategy
- AllianceBernstein 2020 Retirement Strategy
- AllianceBernstein 2025 Retirement Strategy
- AllianceBernstein 2030 Retirement Strategy
- AllianceBernstein 2035 Retirement Strategy
- AllianceBernstein 2040 Retirement Strategy
- AllianceBernstein 2045 Retirement Strategy
- AllianceBernstein 2050 Retirement Strategy
- AllianceBernstein 2055 Retirement Strategy
Sanford C. Bernstein Fund, Inc.:
- California Municipal Portfolio
- Diversified Municipal Portfolio
- New York Municipal Portfolio
- U.S. Government Short Duration Portfolio
- Short Duration Plus Portfolio
- Intermediate Duration Portfolio
- Short Duration New York Municipal Portfolio
- Short Duration California Municipal Portfolio
- Short Duration Diversified Municipal Portfolio
- International Portfolio
- Tax-Managed International Portfolio
- Emerging Markets Portfolio
Sanford C. Bernstein Fund II, Inc.
- Bernstein Intermediate Duration Institutional Portfolio
AllianceBernstein Variable Products Series Fund, Inc.:
- AllianceBernstein Americas Government Income Portfolio
- AllianceBernstein Balanced Shares Portfolio
- AllianceBernstein Balanced Wealth Strategy Portfolio
- AllianceBernstein Global Bond Portfolio
- AllianceBernstein Global Dollar Government Portfolio
- AllianceBernstein Global Research Growth Portfolio
- AllianceBernstein Global Technology Portfolio
- AllianceBernstein Growth Portfolio
- AllianceBernstein Growth and Income Portfolio
- AllianceBernstein High Yield Portfolio
- AllianceBernstein International Growth Portfolio
- AllianceBernstein International Value Portfolio
- AllianceBernstein Large Cap Growth Portfolio
- AllianceBernstein Money Market Portfolio
- AllianceBernstein Real Estate Investment Portfolio
- AllianceBernstein Small Cap Growth Portfolio
- AllianceBernstein Small-Mid Cap Value Portfolio
- AllianceBernstein U.S. Government/High Grade Securities Portfolio
- AllianceBernstein U.S. Large Cap Blended Style Portfolio
- AllianceBernstein Utility Income Portfolio
- AllianceBernstein Value Portfolio
- AllianceBernstein Wealth Appreciation Strategy Portfolio
The AllianceBernstein Pooling Portfolios:
- AllianceBernstein U.S. Value Portfolio
- AllianceBernstein U.S. Large Cap Growth Portfolio
- AllianceBernstein Global Real Estate Investment Portfolio
- AllianceBernstein Global Research Growth Portfolio
- AllianceBernstein Global Value Portfolio
- AllianceBernstein International Value Portfolio
- AllianceBernstein International Growth Portfolio
- AllianceBernstein Short Duration Bond Portfolio
- AllianceBernstein Intermediate Duration Bond Portfolio
- AllianceBernstein Inflation Protected Securities Portfolio
- AllianceBernstein High Yield Portfolio
- AllianceBernstein Small-Mid Cap Value Portfolio
- AllianceBernstein Small-Mid Cap Growth Portfolio
and any other fund(s) now existing in the AllianceBernstein Complex of
Registered Investment Companies mutual fund program;
and
AllianceBernstein L.P.
AllianceBernstein Holding L.P.
AllianceBernstein Corporation
AllianceBernstein Investments, Inc.
AllianceBernstein Global Derivatives Corporation
AllianceBernstein Investor Services, Inc.
Sanford C. Bernstein & Co., LLC
2. Nothing herein contained shall be held to vary, alter, waive or extend any of
the terms, limitations, conditions or agreements of the attached bond other than
as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #2
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
Amended Insuring Agreement (A) FIDELITY
It is agreed that:
1. Insuring Agreement (A) FIDELITY is hereby deleted in its entirety and the
following is substituted therefor:
(A) Loss resulting directly from dishonest or fraudulent acts, including
Larceny and Embezzlement, committed by an Employee anywhere and
whether committed alone or in collusion with others, including loss of
Property resulting from such acts of an Employee, which Property is
held by the Insured for any purpose or in any capacity and whether so
held gratuitously or not and whether or not the Insured is liable
therefor.
Such dishonest or fraudulent acts must be committed by the Employee
with the manifest intent:
(a) to cause the Insured to sustain such loss; or
(b) to obtain financial benefit for the Employee, or for any other
person or organization intended by the Employee to receive such
benefit.
Notwithstanding the foregoing, however, it is agreed that with regard
to Loans and/or Trading, this bond covers only loss resulting directly
from dishonest or fraudulent acts committed by an Employee with the
intent to cause the Insured to sustain such loss and which results in
a financial benefit for the Employee.
The term "Loans" as used in this Insuring Agreement shall be deemed to
mean all extensions of credit by the Insured and all transactions
creating a creditor relationship in favor of the Insured and all
transactions by which the Insured assumes an existing creditor
relationship.
The term "Trading" as used in this Insuring Agreement shall be deemed
to mean trading or other dealings in securities, commodities, futures,
options, swaps, foreign or Federal Funds, currencies, foreign exchange
and the like.
As used throughout this Insuring Agreement, financial benefit does not
include any salaries, commissions, fees, bonuses, promotions, awards,
profit sharing, pensions or other employee benefits earned in the
normal course of employment.
2. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #3
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
Amended Insuring Agreement (B) AUDIT EXPENSE
It is agreed that:
1. Insuring Agreement (B), AUDIT EXPENSE, applies to the discovery of any loss
sustained by the Insured and covered by this Bond.
2. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #4
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
Amended Insuring Agreement (G) COUNTERFEIT CURRENCY
It is agreed that:
3. Insuring Agreement (G), COUNTERFEIT CURRENCY, is amended so that coverage
applies to any counterfeited money orders or altered paper currencies or
coin of any country.
4. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #5
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
COMPUTER SYSTEMS
It is agreed that:
1. The attached bond is amended by adding an Insuring Agreement (J) as
follows:
COMPUTER SYSTEMS
Loss resulting directly from a fraudulent
(1) entry of data into, or
(2) change of data or programs within
a Computer System; provided the fraudulent entry or change causes
(a) Property to be transferred, paid or delivered;
(b) an account of the Insured, or of its customer, to be added,
deleted, debited or credited;
(c) an unauthorized account or a fictitious account to be debited or
credited;
(3) voice instructions or advices having been transmitted to the Insured
or its agent(s) by telephone;
and provided further, the fraudulent entry or change is made or caused
by an individual acting with the intent to:
(i) cause the Insured or its agent(s) to sustain a loss; and
(ii) obtain financial benefit for that individual or for other persons
intended by that individual to receive financial benefit; and
(iii) further provided such voice instructions or advices:
(a) were made by a person who purported to represent an
individual authorized to make such voice instruction or
advices; and
(b) were electronically recorded by the Insured or its agent(s).
(4) It shall be a condition to recovery under the Computer Systems
Insuring Agreement that the Insured or its agent(s) shall, to the best
of their ability, electronically record all voice instructions or
advices received over the telephone. The Insured or its agent(s)
warrant that they shall make their best efforts to maintain the
electronic recording system on a continuous basis. Nothing, however,
in this Insuring Agreement shall bar the Insured from recovery where
no recording is available because of mechanical failure of the device
used in making such recording, or because of failure of the media used
to record conversation from any cause, or error or omission of any
Employee(s) or agent(s) of the Insured.
SCHEDULE OF SYSTEMS
All computer systems utilized by the Insured
--------------------------------------------
2. As used in this Insuring Agreement, Computer System means:
(a) computers with related peripheral equipment, including storage
components, wherever located;
(b) systems and application software;
(c) terminal devices;
(d) related communication networks or customer communication systems; and
(e) related electronic funds transfer systems;
by which data are electronically collected, transmitted, processed, stored
and retrieved.
3. In addition to the Exclusions in the attached Bond, the following
exclusions are applicable to this Insuring Agreement:
(a) loss resulting directly or indirectly from the theft of confidential
information, material or data; and
(b) loss resulting directly or indirectly from entries or changes made by
an individual authorized to have access to a Computer System who acts
in good faith on instructions, unless such instructions are given to
that individual by a software contractor (or by a partner, officer or
employee thereof) authorized by the Insured to design, develop,
prepare, supply, service, write or implement programs for the
Insured's Computer System.
4. All loss or series of losses involving the fraudulent activity of one
individual, or involving fraudulent activity in which one individual is
implicated, whether or not that individual is specifically identified,
shall be treated as one loss. A series of losses involving unidentified
individuals but arising from the same method of operation may be deemed by
the Underwriter to involve the same individual and, in that event, shall be
treated as one loss.
5. The Limit of Liability for the coverage provided by this Insuring Agreement
shall be as shown on the Declaration Page of this Bond.
6. The Underwriter shall be liable hereunder for the amount by which one loss
shall be in excess of the Deductible Amount as shown on the Declaration
Page of this Bond.
7. If any loss is covered under this Insuring Agreement and any other Insuring
Agreement or Coverage, the maximum amount payable for such loss shall not
exceed the largest amount available under any one Insuring Agreement or
Coverage.
8. Coverage under this Insuring Agreement shall terminate upon termination or
cancellation of the bond to which this Insuring Agreement is attached.
Coverage under this Insuring Agreement may also be terminated or cancelled
without cancelling the Bond as an entirety:
(a) 60 days after receipt by the Insured of written notice from the
Underwriter of its desire to terminate or cancel coverage under this
Insuring Agreement; or
(b) immediately upon receipt by the Underwriter of a written request from
the Insured to terminate or cancel coverage under this Insuring
Agreement.
The Underwriter shall refund to the Insured the unearned premium for this
coverage under this Insuring Agreement. The refund shall be computed at
short rates if this Insuring Agreement is terminated or cancelled or
reduced by notice from, or at the instance of, the Insured.
9. Section 4, LOSS-NOTICE-PROOF-LEGAL PROCEEDINGS of the Conditions and
Limitations of this Bond is amended by adding the following sentence:
"Proof of loss resulting from voice instructions or advices covered under
this Insuring Agreement shall include electronic recording of such voice
instructions or advices."
10. Notwithstanding the foregoing, however, coverage afforded by this Insuring
Agreement is not designed to provide protection against loss covered under
a separate Electronic and Computer Crime Policy by whatever title assigned
or by whatever Underwriter written. Any loss which is covered under such
separate policy is excluded from coverage under this Bond and the Insured
agrees to make claim for such loss under its separate policy.
11. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #6
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
TELEFACSIMILE TRANSFER FRAUD
It is agreed that:
1. The attached bond is amended by adding an Insuring Agreement (K) as
follows:
TELEFACSIMILE TRANSFER FRAUD
Loss resulting by reason of the Insured having transferred, paid or
delivered any funds or Property, established any credit, debited any
account, or given any value relying on any fraudulent instructions sent by
a customer or financial institution by Telefacsimile transmission directed
to the Insured, authorizing or acknowledging the transfer, payment or
delivery of funds or Property, the establishment of a credit, debiting of
any account, or the giving of value by the Insured, but only if such
Telefacsimile instructions:
i) bear a valid test key exchanged between the Insured and a customer or
another financial institution with authority to use such test key for
Telefacsimile instructions in the ordinary course of business, but
which test key has been wrongfully obtained by a person who was not
authorized to initiate, make, validate or authenticate a test key
arrangement; and
ii) fraudulently purport to have been sent by such customer or financial
institution, but which Telefacsimile instructions were transmitted
without the knowledge or consent of such customer or financial
institution by a person other than such customer or financial
institution and which bear a forged signature.
"Telefacsimile" means a system of transmitting written documents by
electronic signals over telephone lines to equipment maintained by the
Insured within its communication room for the purposes of reproducing
a copy of said document. It does not mean an electronic communication
sent by telex, TWC, electronic mail or an Automated Clearing House.
2. The Limit of Liability for the coverage provided by this Insuring Agreement
shall be as shown on the Declaration Page of this Bond.
3. The Underwriter shall be liable hereunder for the amount by which one loss
shall be in excess of the Deductible Amount as shown on the Declaration
Page of this Bond.
4. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #7
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AUTOMATED PHONE SYSTEMS
It is agreed that:
1. The attached bond is amended by adding an Insuring Agreement (L) as
follows:
AUTOMATED PHONE SYSTEMS
I. Loss caused by an Automated Phone System ("APS") Transaction, where
the request for such APS Transaction is unauthorized or fraudulent and
is made with the manifest intent to deceive; provided, that the entity
which receives such request generally maintains and follows during the
bond Period all APS Designated Procedures with respect to APS
Transactions. The unintentional isolated failure of such entity to
maintain and follow a particular APS Designated Procedure in a
particular instance shall not preclude coverage under this Insuring
Agreement, subject to the exclusions herein and in the Bond.
1. Definitions. The following terms used in this Insuring Agreement
shall have the following meanings:
a. "APS Transaction" means any APS Redemption, APS Exchange or
APS Election.
b. "APS Redemption" means any redemption of shares issued by an
Investment Company which is requested over the telephone by
means of information transmitted by an individual caller
through use of a telephone keypad.
c. "APS Election" means any election concerning dividend
options available to fund shareholders which is made over
the telephone by means of information transmitted by an
individual caller through use of a telephone keypad.
d. "APS Exchange" means any exchange of shares in a registered
account of one fund into shares in an identically registered
account of another fund in the same complex pursuant to
exchange privileges of the two funds, which exchange is
requested over the telephone by means of information
transmitted by an individual caller through use of a
telephone keypad.
e. "APS Designated Procedures" means all of the following
procedures:
(1) Election in Application: No APS Redemption shall be
executed unless the shareholder to whose account such
an APS Redemption relates has previously elected by
official designation to permit such APS Redemption.
(2) Logging: All APS Transaction requests shall be logged
or otherwise recorded, so as to preserve all of the
information transmitted by an individual caller through
use of a telephone keypad in the course of such a
request, and the records shall be retained for at least
six months.
(a) Information contained in the records shall be
capable of being retrieved through the following
methods:
Procedures normally used by the Insured
(b) Information contained in the records shall be
capable of being retrieved and produced within a
reasonable time after retrieval of specific
information is requested, at a success rate of no
less than 85 percent.
(3) Identity Test: The identity of the caller in any
request for an APS Transaction shall be tested before
execution of that APS Transaction by requiring the
entry by the caller of a confidential personal
identification number ("PIN")
(a) Limited attempts to enter PIN: If the caller fails
to enter a correct PIN within three attempts, the
caller must not be allowed additional attempts
during the same (telephone call/twenty-four hour
day) to enter the PIN
(4) Written Confirmation: A written confirmation of any APS
Transaction shall be mailed to the shareholder(s) to
whose account such APS Transaction relates, at the
original record address, by the end of the Insured's
next regular processing cycle, but in no event later
than five business days following such APS Transaction.
(5) Access to APS Equipment: Access to the equipment which
permits the entity receiving the APS Transaction
request to process and effect the transaction shall be
limited in the following manner:
Procedures normally used by the Insured
2. Exclusions. It is further understood and agreed that this
extension shall not cover:
a. any loss covered under Insuring Agreement (A), FIDELITY, of
this Bond;
b. any loss resulting from:
(1) the redemption of shares, where the proceeds of such
redemption are made payable to other than
(i) the shareholder of record; or
(ii) a person officially Designated to receive
redemption proceeds; or
(iii) a bank account officially designated to receive
redemption proceeds; or
(2) the redemption of shares, where the proceeds of such
redemption are paid by check mailed to any address,
unless such address has either been
(i) designated by voice over the telephone or in
writing without a signature guarantee, in either
case at least thirty (30) days prior to such
redemption; or
(ii) officially designated; or
(iii) verified by any other procedures which may be
normally used by the Insured; or
(3) the redemption of shares, where the proceeds of such
redemption are paid by wire transfer to other than the
shareholder's officially Designated bank account; or
(4) the intentional failure to adhere to one or more APS
Designated Procedures.
2. Nothing herein contained shall be held to vary, alter, waive, or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #8
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AUTOMATIC COVERAGE
It is agreed that:
1. If the Insured shall, while this bond is in force, establish any new funds
other than by consolidation or merger with, purchase or acquisition of
assets or liabilities of, another institution, such funds shall
automatically be covered hereunder from the date of such establishment
without the payment of additional premium for the remainder of the premium
period.
2. If the Insured shall, while this bond is in force, require an increase in
limits to comply with SEC Reg. 17g-1, due to an increase in asset size of
current funds insured under this bond or by the addition of new funds, such
increase in limits shall automatically be covered hereunder from the date
of such increase without the payment of additional premium for the
remainder of the premium period.
3. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #9
--------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AMEND SECTION 13., TERMINATION
It is agreed that:
1. The attached bond is hereby amended by deleting Section 13., TERMINATION,
in its entirety and substituting the following:
The Underwriter may terminate this bond as an entirety by furnishing
written notice specifying the termination date which cannot be prior to 90
days after the receipt of such written notice by each Investment Company
named as Insured and the Securities and Exchange Commission, Washington,
DC. The Insured may terminate this bond as an entirety by furnishing
written notice to the Underwriter. When the Insured cancels, the Insured
shall furnish written notice to the Securities and Exchange Commission,
Washington, DC prior to 90 days before the effective date of termination.
The Underwriter shall notify all other Investment Companies named as
Insured of the receipt of such termination notice and the termination
cannot be effective prior to 90 days after receipt of written notice by all
other Investment Companies. Premiums are earned until the termination date
as set forth herein.
This bond will terminate as to any one Insured, (other than a registered
management investment company), immediately upon taking over of such
Insured by a receiver or other liquidator or by State or Federal officials,
or immediately upon the filing of a petition under any State or Federal
statute relative to bankruptcy or reorganization of the Insured, or
assignment for the benefit of creditors of the Insured, or immediately upon
such Insured ceasing to exist, whether through merger into another entity,
or by disposition of all of its assets.
This bond will terminate as to any registered management investment company
upon the expiration of 90 days after written notice has been given to the
Securities and Exchange Commission, Washington, DC.
The Underwriter shall refund the unearned premium computed at short rates
in accordance with the standard short rate cancellation tables if
terminated by the Insured or pro rata if terminated for any other reason.
This bond shall terminate:
a. as to any Employee as soon as any partner, officer or supervisory
Employee of the Insured, who is not in collusion with such Employee,
shall learn of any dishonest or fraudulent act(s), including Larceny
or Embezzlement, on the part of such Employee without prejudice to the
loss of any Property then in transit in the custody of such Employee
and upon the expiration of 90 days after written notice has been given
to the Securities and Exchange Commission, Washington, DC (see Section
16(d)) and to the Insured Investment Company; or
b. as to any Employee 90 days after receipt by each Insured and by the
Securities and Exchange Commission of a written notice from the
Underwriter of its desire to terminate this bond as to such Employee;
or
c. as to any person, who is a partner, officer or employee of any
electronic data processor covered under this bond, from and after the
time that the Insured or any partner or officer thereof not in
collusion with such person shall have knowledge or information that
such person has committed any dishonest or fraudulent act(s),
including Larceny or Embezzlement, in the service of the Insured or
otherwise, whether such act be committed before or after the time this
bond is effective and upon the expiration of 90 days after written
notice has been given by the Underwriter to the Securities and
Exchange Commission, Washington, DC and to the insured Investment
Company.
2. Upon the detection by any Insured that an Employee has committed any
dishonest or fraudulent act(s) or theft, the Insured shall immediately
remove such Employee from a position that may enable such Employee to cause
the Insured to suffer a loss by any subsequent dishonest or fraudulent
act(s) or theft. The Insured, within forty-eight (48) hours of such
detection, shall notify the Underwriter with full and complete particulars
of the detected dishonest or fraudulent act(s) or theft.
3. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #10
---------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
COSURETY RIDER
It is agreed that:
1. The term "Underwriter" as used in the attached bond shall be construed to
mean, unless otherwise specified in this rider, all the Companies executing
the attached bond.
2. Each of said Companies shall be liable only for such proportion of any
Single Loss under the attached bond as the amount underwritten by such
Company, as specified in the Schedule forming a part hereof, bears to the
Aggregate Limit of Liability of the attached bond, but in no event shall
any of said Companies be liable for an amount greater than that
underwritten by it.
3. In the absence of a request from any of said Companies to pay premiums
directly to it, premiums for the attached bond may be paid to the
Controlling Company for the account of all of said Companies.
4. In the absence of a request from any of said Companies that notice of claim
and proof of loss be given to or filed directly with it, the giving of such
notice to and the filing of such proof with, the Controlling Company shall
be deemed to be in compliance with the conditions of the attached bond for
the giving of notice of loss and the filing of proof of loss, if given and
filed in accordance with said conditions.
5. The Controlling Company may give notice in accordance with the terms of the
attached bond, terminating or canceling the attached bond as an entirety or
as to any Employee, and any notice so given shall terminate or cancel the
liability of all of said Companies as an entirety or as to such Employee,
as the case may be.
6. Any Company other than the Controlling Company may give notice in
accordance with the terms of the attached bond, terminating or canceling
the entire liability of such other Company under the attached bond or as to
any Employee.
7. In the absence of a request from any of said Companies that notice of
termination or cancellation by the Insured of the attached bond in its
entirety be given to or filed directly with it, the giving of such notice
in accordance with the terms of the attached bond to the Controlling
Company shall terminate or cancel the liability of all of said Companies as
an entirety. The Insured may terminate or cancel the entire liability of
any Company, other than the Controlling Company, under the attached bond by
giving notice of such termination or cancellation to such other Company,
and shall send copy of such notice to the Controlling Company.
8. In the event of the termination or cancellation of the attached bond as an
entirety, no Company shall be liable to the Insured for a greater
proportion of any return premium due the Insured than the amount
underwritten by such Company bears to the Aggregate Limit of Liability of
the attached bond.
9. In the event of termination or cancellation of the attached bond as to any
Company, such Company alone shall be liable to the Insured for any return
premium due the Insured on account of such termination or cancellation. The
termination or cancellation of the attached bond as to any Company other
than the Controlling Company shall not terminate, cancel or otherwise
affect the liability of the other Companies under the attached bond.
Underwritten for the sum of
$20,000,000, part of $50,000,000
By: /s/
-------------------------------------
National Union Fire Insurance Company
of Pittsburgh, Pa.
Controlling Company
Underwritten for the sum of
$15,000,000, part of $50,000,000
By: /s/
-------------------------------------
Continental Insurance Company
Underwritten for the sum of
$10,000,000, part of $50,000,000
By: /s/
-------------------------------------
Zurich American Insurance Company
Underwritten for the sum of
$5,000,000, part of $50,000,000
By: /s/
-------------------------------------
The Fidelity & Deposit Company of MD
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #11
---------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
COVERAGE TERRITORY ENDORSEMENT
Payment of loss under this policy shall only be made in full compliance with all
United States of America economic or trade sanction laws or regulations,
including, but not limited to, sanctions, laws and regulations administered and
enforced by the U.S. Treasury Department's Office of Foreign Assets Control
("OFAC").
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
RIDER #12
---------
This endorsement, effective 12:01 A.M. March 6, 2008 forms a part of policy
number 341-01-73
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
FORMS INDEX ENDORSEMENT
The contents of the Policy is comprised of the following forms:
--------------------------------------------------------------------------------
FORM NUMBER EDITION DATE FORM TITLE
--------------------------------------------------------------------------------
MNSCPT INVESTMENT COMPANY BLANKET BOND-DEC-PAGE
--------------------------------------------------------------------------------
41206 09/84 INVESTMENT COMPANY BLANKET BOND-GUTS
--------------------------------------------------------------------------------
MNSCPT NAMED INSURED
--------------------------------------------------------------------------------
MNSCPT AMENDED INSURING AGREEMENT (A) FIDELITY
--------------------------------------------------------------------------------
MNSCPT AMENDED INSURING AGREEMENT (B) AUDIT EXPENSE
--------------------------------------------------------------------------------
MNSCPT AMENDED INSURING AGREEMENT (G) COUNTERFEIT CURRENCY
--------------------------------------------------------------------------------
MNSCPT COMPUTER SYSTEMS
--------------------------------------------------------------------------------
MNSCPT TELEFACSIMILE TRANSFER FRAUD
--------------------------------------------------------------------------------
MNSCPT AUTOMOMATED PHONE SYSTEMS
--------------------------------------------------------------------------------
MNSCPT AUTOMATIC COVERAGE
--------------------------------------------------------------------------------
MNSCPT AMEND SETION 13., TERMINATION
--------------------------------------------------------------------------------
MNSCPT COSURETY RIDER
--------------------------------------------------------------------------------
MNSCPT COVERAGE TERRITORY ENDORSEMENT (OFAC)
--------------------------------------------------------------------------------
MNSCPT FORMS INDEX ENDORSEMENT
--------------------------------------------------------------------------------
ALL OTHER TERMS, CONDITION AND EXCLUSIONS REMAIN UNCHANGED.
/s/
--------------------------
AUTHORIZED REPRESENTATIVE
Registered Investment Companies
Joint Fidelity Bond Agreement
AGREEMENT made as of March 5, 2008, by and among ACM Managed Dollar Income
Fund, Inc., Alliance California Municipal Income Fund, Inc., Alliance New York
Municipal Income Fund, Inc., AllianceBernstein Balanced Shares, Inc.,
AllianceBernstein Blended Style Series, Inc., AllianceBernstein Bond Fund, Inc.,
AllianceBernstein Cap Fund, Inc., AllianceBernstein Corporate Shares,
AllianceBernstein Diversified Yield Fund, Inc., AllianceBernstein Exchange
Reserves, AllianceBernstein Fixed-Income Shares, Inc., AllianceBernstein Focused
Growth & Income Fund, Inc., AllianceBernstein Global Bond Fund, Inc.,
AllianceBernstein Global Health Care Fund, Inc., AllianceBernstein Global High
Income Fund, Inc., AllianceBernstein Global Real Estate Investment Fund, Inc.,
AllianceBernstein Global Research Growth Fund, Inc., AllianceBernstein Global
Technology Fund, Inc., AllianceBernstein Greater China '97 Fund, Inc.,
AllianceBernstein Growth and Income Fund, Inc., AllianceBernstein High Income
Fund, Inc., AllianceBernstein Income Fund, Inc., AllianceBernstein Institutional
Funds, Inc., AllianceBernstein International Growth Fund, Inc.,
AllianceBernstein International Research Growth Fund, Inc., AllianceBernstein
Large Cap Growth Fund, Inc., AllianceBernstein Mid-Cap Growth Fund, Inc.,
AllianceBernstein Municipal Income Fund, Inc., AllianceBernstein Municipal
Income Fund II, AllianceBernstein National Municipal Income Fund, Inc.,
AllianceBernstein Trust, AllianceBernstein Utility Income Fund, Inc.,
AllianceBernstein Variable Products Series Fund, Inc., Sanford C. Bernstein
Fund, Inc., Sanford C. Bernstein Fund II, Inc., The AllianceBernstein
Portfolios, The AllianceBernstein Pooling Portfolios, The Spain Fund, Inc., and
AllianceBernstein L.P.
WHEREAS, the investment companies that are parties to this Agreement are
management investment companies registered under the Investment Company Act of
1940, as amended (the "Act"); and
WHEREAS, AllianceBernstein L.P. provides investment advisory services
and/or certain administrative and financial services to the investment
companies; and
WHEREAS, Rule 17g-1, as amended, promulgated under the Act requires
registered management investment companies to provide and maintain fidelity
bonds covering their officers and employees in amounts no less than stated
minimums based upon the gross assets of such registered management investment
companies; and
WHEREAS, Paragraph (b) of Rule 17g-1 permits registered management
investment companies which are managed and/or whose shares are distributed by
the same person to be named as insured under a joint bond; and
WHEREAS, the investment companies are registered management investment
companies managed by AllianceBernstein L.P.; and
WHEREAS, the Board of Directors of the Sanford C. Bernstein Fund, Inc.
("SCB Fund") elected to calculate the required amounts of fidelity bond coverage
on a basis that treated each portfolio of SCB Fund as a separate registered
management investment company for purposes of Rule 17g-1, even though not
required to do so under the Rule; and
WHEREAS, the Boards of Directors or Trustees of each investment company
that is a party to this agreement other than SCB Fund (each such investment
company, an "AB Fund", and together, the "AB Funds") that has multiple
portfolios elected to calculate the required amounts of fidelity bond coverage
on a basis that treated such an investment company as a single registered
management investment company for purposes of Rule 17g-1; and
WHEREAS, the Board of Directors or Trustees of each of the investment
companies has approved coverage under one joint fidelity bond with each of the
other investment companies which are parties to this Agreement in the respective
amounts set forth in Schedule A to this Agreement.
NOW, THEREFORE, it is agreed as follows:
1. That the investment companies which are parties to this Agreement will
be named as insured and will be covered under a joint fidelity bond
with National Union Fire Insurance Co. (AIG), Zurich Insurance
Company, Continental Insurance Company (CNA), Fidelity & Deposit
Company of Maryland and Liberty Mutual Insurance Company in the
aggregate amount of $66,175,000 at a total annual premium of
$291,109.00, each such investment company having specific coverage in
accordance with Rule 17g-1(d) and each such investment company (or
portfolio thereof) allocated a portion of the premium for the insured
bond in the respective amounts set forth in Schedule A opposite its
name. The required coverage amount (as determined pursuant to the
elections of the respective Boards) for each investment company is
also shown opposite the name of each investment company in a separate
column on Schedule A.
2. AllianceBernstein L.P. has been named an insured under the joint
fidelity bond for administrative convenience. The parties agree that
in no event will AllianceBernstein L.P. be entitled to retain any
recovery payable under the joint fidelity bond, although it may
receive payments for distribution to one or more investment companies
to facilitate the administration of the insured bond.
3. (a) If any investment company and one or more other parties hereto
that is an investment company sustains a loss for which recovery is
received under the policy, each such investment company shall receive
that portion of the recovery which is sufficient in amount to
indemnify that party in full for the loss sustained by it (other than
the portion thereof subject to a deductible), unless the recovery is
inadequate to fully indemnify all investment companies for such losses
(other than the portions thereof subject to deductibles).
(b) If the recovery is inadequate to indemnify fully each such party
for such loss (other than the portion thereof subject to a
deductible), the recovery shall be allocated among the parties as
follows:
(i) The AB Funds shall be allocated an aggregate amount equal to the
lesser of (A) their actual aggregate loss (net of any deductible) and
(B) the sum of $48.075 million plus the difference between $18.1
million and the amount of the loss recovered by the SCB Fund under
clause (ii). Such amount shall be allocated among the AB Funds on an
equitable and proportionate basis as determined by their respective
Boards of Directors or Trustees, but each AB Fund shall be allocated
an amount at least equal to the amount which it would have received
had it provided and maintained a single insured bond with the minimum
coverage required by Rule 17g-1(d)(1).
(ii) SCB Fund shall be allocated an aggregate amount equal to the
lesser of (A) its actual loss (net of any deductible) and (B) the sum
of $18.1 million plus the difference between $48.075 million and the
amount of the loss recovered by the AB Funds under clause (i). Such
amounts shall be allocated among the portfolios of the SCB Fund on an
equitable and proportionate basis as determined by the Board of
Directors of the SCB Fund, but each portfolio shall be allocated an
amount at least equal to the amount which it would have received had
it provided and maintained a single insurance bond with the minimum
coverage required by Rule 17g-1(d)(1), assuming that such portfolio
would be deemed a separate registered investment company for such
purposes.
(iii) Where a compromise results in recovery by either or both of SCB
Fund and one or more of the AB Funds of less than the full amount of
its (or their) actual aggregate loss covered by the fidelity bond, the
recovery shall be allocated consistent with (i) and (ii) above,
without regard to the proportion of the actual aggregate loss
recovered, and with the $18.1 million and $48.075 million amounts
being reduced proportionate to any reduction to the $66.175 million
total insured bond as a result of such compromise unless the
compromise was based on facts and circumstances particular to one or
more, but fewer than all, insured parties seeking to recover, in which
case one or both of the $18.1 million or $48.075 million amounts will
be adjusted in an equitable manner taking into account the particular
facts and circumstances and the principles reflected above.
4. This Agreement shall be governed by and construed in accordance with
the laws of the State of New York.
/s/ Emilie D. Wrapp
------------------------------
Emilie D. Wrapp
Secretary for Each of the Investment Companies
Schedule A
----------
17g-1 Bond
Registered Management Investment Companies Premium ($) Amount ($)
--------------------------------------------------------------------------------------------------
ACM Managed Dollar Income Fund, Inc. 2,639.45 600,000
Alliance California Municipal Income Fund, Inc. 2,639.45 600,000
Alliance New York Municipal Income Fund, Inc. 2,309.52 525,000
AllianceBernstein Balanced Shares, Inc. 6,598.62 1,500,000
AllianceBernstein Blended Style Series, Inc. 7,478.43 1,700,000
AllianceBernstein Bond Fund, Inc. 3,959.17 900,000
AllianceBernstein Cap Fund, Inc. 3,299.31 750,000
AllianceBernstein Corporate Shares 1,979.59 450,000
AllianceBernstein Diversified Yield Fund, Inc. 2,639.45 600,000
AllianceBernstein Exchange Reserves 3,959.17 900,000
AllianceBernstein Fixed-Income Shares, Inc. 6,598.62 1,500,000
AllianceBernstein Focused Growth & Income Fund, Inc. 3,299.31 750,000
AllianceBernstein Global Bond Fund, Inc. 9,238.06 2,100,000
AllianceBernstein Global Health Care Fund, Inc. 2,309.52 525,000
AllianceBernstein Global High Income Fund, Inc. 5,498.85 1,250,000
AllianceBernstein Global Real Estate Investment Fund, Inc. 3,299.31 750,000
AllianceBernstein Global Research Growth Fund, Inc. 2,639.45 600,000
AllianceBernstein Global Technology Fund, Inc. 6,598.62 1,500,000
AllianceBernstein Greater China '97 Fund, Inc. 2,639.45 600,000
AllianceBernstein Growth and Income Fund, Inc. 10,997.70 2,500,000
AllianceBernstein High Income Fund, Inc. 5,498.85 1,250,000
AllianceBernstein Income Fund, Inc. 10,117.88 2,300,000
AllianceBernstein Institutional Funds, Inc. 5,498.85 1,250,000
AllianceBernstein International Growth Fund, Inc. 10,117.88 2,300,000
AllianceBernstein International Research Growth Fund, Inc. 3,299.31 750,000
AllianceBernstein Large Cap Growth Fund, Inc. 8,358.14 1,900,000
AllianceBernstein Mid-Cap Growth Fund, Inc. 4,399.08 1,000,000
AllianceBernstein Municipal Income Fund, Inc. 7,478.43 1,700,000
AllianceBernstein Municipal Income Fund II 6,598.62 1,500,000
AllianceBernstein National Municipal Income Fund, Inc. 4,399.08 1,000,000
AllianceBernstein Trust 10,997.70 2,500,000
AllianceBernstein Utility Income Fund, Inc. 3,299.31 750,000
AllianceBernstein Variable Products Series Fund, Inc. 10,997.70 2,500,000
Sanford C. Bernstein Fund, Inc.
California Municipal Portfolio 6,598.62 1,500,000
Diversified Municipal Portfolio 10,997.70 2,500,000
Emerging Markets Portfolio 9,238.06 2,100,000
Intermediate Duration Portfolio 10,997.70 2,500,000
International Portfolio 10,997.70 2,500,000
New York Municipal Portfolio 6,598.62 1,500,000
Short Duration California Municipal Portfolio 2,309.52 525,000
Short Duration Diversified Municipal Portfolio 3,299.31 750,000
Short Duration New York Municipal Portfolio 2,309.52 525,000
Short Duration Plus Portfolio 3,299.31 750,000
Tax-Managed International Portfolio 10,997.70 2,500,000
U.S. Government Short Duration Portfolio 1,979.59 450,000
Sanford C. Bernstein Fund II, Inc. 5,498.85 1,250,000
The AllianceBernstein Portfolios 10,997.70 2,500,000
The AllianceBernstein Pooling Portfolios 10,997.70 2,500,000
The Spain Fund, Inc. 2,309.52 525,000
Totals $291,109.00 $66,175,000
CERTIFICATE OF SECRETARY
ACM MANAGED DOLLAR INCOME FUND, INC.
ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND, INC.
ALLIANCE NEW YORK MUNICIPAL INCOME FUND, INC.
ALLIANCEBERNSTEIN BALANCED SHARES, INC.
ALLIANCEBERNSTEIN BLENDED STYLE SERIES, INC.
ALLIANCEBERNSTEIN BOND FUND, INC.
ALLIANCEBERNSTEIN CAP FUND, INC.
ALLIANCEBERNSTEIN CORPORATE SHARES
ALLIANCEBERNSTEIN DIVERSIFIED YIELD FUND, INC.
ALLIANCEBERNSTEIN EXCHANGE RESERVES
ALLIANCEBERNSTEIN FIXED-INCOME SHARES, INC.
ALLIANCEBERNSTEIN FOCUSED GROWTH & INCOME FUND, INC.
ALLIANCEBERNSTEIN GLOBAL BOND FUND, INC.
ALLIANCEBERNSTEIN GLOBAL HEALTH CARE FUND, INC.
ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.
ALLIANCEBERNSTEIN GLOBAL REAL ESTATE INVESTMENT FUND, INC.
ALLIANCEBERNSTEIN GLOBAL RESEARCH GROWTH FUND, INC.
ALLIANCEBERNSTEIN GLOBAL TECHNOLOGY FUND, INC.
ALLIANCEBERNSTEIN GREATER CHINA '97 FUND, INC.
ALLIANCEBERNSTEIN GROWTH AND INCOME FUND, INC.
ALLIANCEBERNSTEIN HIGH INCOME FUND, INC.
ALLIANCEBERNSTEIN INCOME FUND, INC.
ALLIANCEBERNSTEIN INSTITUTIONAL FUNDS, INC.
ALLIANCEBERNSTEIN INTERNATIONAL GROWTH FUND, INC.
ALLIANCEBERNSTEIN INTERNATIONAL RESEARCH GROWTH FUND, INC.
ALLIANCEBERNSTEIN LARGE CAP GROWTH FUND, INC.
ALLIANCEBERNSTEIN MID-CAP GROWTH FUND, INC.
ALLIANCEBERNSTEIN MUNICIPAL INCOME FUND, INC.
ALLIANCEBERNSTEIN MUNICIPAL INCOME FUND II
ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
ALLIANCEBERNSTEIN TRUST
ALLIANCEBERNSTEIN UTILITY INCOME FUND, INC.
ALLIANCEBERNSTEIN VARIABLE PRODUCTS SERIES FUND, INC.
SANFORD C. BERNSTEIN FUND II, INC.
THE ALLIANCEBERNSTEIN POOLING PORTFOLIOS
THE ALLIANCEBERNSTEIN PORTFOLIOS
THE SPAIN FUND, INC.
(collectively, the "Funds")
Regarding Fidelity Bond
The undersigned, being the duly elected and qualified Secretary of the
above-referenced Funds, hereby certifies that attached hereto are true and
complete copies of the resolutions that were approved in substantially the same
form by the Boards of Directors and Trustees of the Funds on March 5, 2008 by
Consent and Action in Lieu of Meeting, and that said resolutions have not been
revoked or amended and are now in full force and effect.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as
Secretary of the above-referenced Funds on this 17th day of March, 2008.
/s/ Emilie D. Wrapp
---------------------------
Emilie D. Wrapp
Secretary
Consent and Action in Lieu of
Meeting of the Boards of Directors
----------------------------------
The undersigned, being the entire Board of Directors (the "Board of
Directors") of each fund listed on Schedule I, each a Maryland corporation (each
a "Fund"), pursuant to Section 2-408(c) of the Maryland General Corporation Law,
do hereby unanimously consent and agree, by signing this written consent, to the
adoption of the following resolutions and the filing of the same with the
minutes of proceedings of the Board of Directors, with the same effect as if
such action had been taken by unanimous vote at a meeting of the Board of
Directors duly called and held:
RESOLVED, that the Board of Directors hereby determines that participation
by the Fund in a joint fidelity bond with National Union Fire Insurance Co.
(AIG), Zurich Insurance Company, Continental Insurance Company (CNA), Fidelity &
Deposit Company of Maryland and Liberty Mutual Insurance Company, covering
officers and employees of the Fund (and employees of service providers to the
Fund if and to the extent such persons are included in the definition of
"Employee" in the joint fidelity bond) in accordance with the requirements of
Rule 17g-1 promulgated by the Securities and Exchange Commission under Section
17(g) of the Investment Company Act of 1940, in the aggregate amount of
$66,175,000 is reasonable in form and amount, after having given due
consideration to the value of the aggregate assets of this Fund to which any
such covered person may have access, the type and terms of the arrangements made
for the custody and safekeeping of such assets and the nature of the securities
in the Fund's portfolio;
RESOLVED, that the Board of Directors hereby approves, ratifies and
authorizes the payment by the Treasurer of the Fund of an amount approximately
equal to $ * representing the portion of 2008 annual premium on such joint
insured fidelity bond allocable to the Fund based on its coverage under such
bond after giving due consideration to all relevant factors, including the
number of other parties named as the insured, the nature of the business
activities of such other parties, the $66,175,000 aggregate amount of coverage
under the joint insured bond, the aggregate 2008 annual premium of such bond of
approximately $291,109, the ratable allocation of the premium among all parties
named as insured and the extent to which the share of the premium allocated to
the Fund is less than the premium the Fund would have to pay if it maintained a
single insured bond;
RESOLVED, that the Board of Directors hereby confirms, ratifies and
approves in all respects the execution by the appropriate officers of the Fund
of an agreement among the Fund and all of the other named insureds under the
joint fidelity bond, which agreement provides that in the event recovery is
received under the bond as a result of a loss sustained by the Fund and one or
more named insureds, the Fund shall receive an equitable and proportionate share
of the recovery, but at least equal to the amount which it would have received
had it maintained a single insured bond with the minimum coverage required by
paragraph (d)(I) of Rule 17g-1 promulgated under the Investment Company Act of
1940; and
RESOLVED, that the Secretary and Assistant Secretary of the Fund are hereby
designated to make all filings with the Securities and Exchange Commission and
to give all notices on behalf of the Fund required by paragraph (g) of Rule
17g-1 promulgated under the Investment Company Act of 1940.
IN WITNESS WHEREOF, we have hereunto signed our names as of the 5th day of
March, 2008.
--------------------------------- ----------------------------
David H. Dievler Nancy P. Jacklin
--------------------------------- ----------------------------
John H. Dobkin Marc O. Mayer
--------------------------------- ----------------------------
Michael J. Downey Garry L. Moody**
--------------------------------- ----------------------------
William H. Foulk, Jr. Marshall C. Turner
--------------------------------- ----------------------------
D. James Guzy Earl D. Weiner
* See Schedule II
** Mr. Moody is a Director of each Fund, except AFIS
Schedule I
----------
The AllianceBernstein Funds
---------------------------
AllianceBernstein Balanced Shares, Inc. ABS
AllianceBernstein Blended Style Series, Inc. ABBS
AllianceBernstein Bond Fund, Inc. ABF
AllianceBernstein Cap Fund, Inc. ACF
AllianceBernstein Diversified Yield Fund, Inc. ADYF
AllianceBernstein Fixed-Income Shares, Inc. AFIS
AllianceBernstein Focused Growth & Income Fund, Inc. AFGIF
AllianceBernstein Global Bond Fund, Inc. AGBF
AllianceBernstein Global Health Care Fund, Inc. AGHCF
AllianceBernstein Global Real Estate Investment Fund, Inc. AGREIF
AllianceBernstein Global Research Growth Fund, Inc. AGRGF
AllianceBernstein Global Technology Fund, Inc. AGTF
AllianceBernstein Growth and Income Fund, Inc. AGIF
AllianceBernstein High Income Fund, Inc. AHIF
AllianceBernstein Institutional Funds, Inc. AInstF
AllianceBernstein International Growth Fund, Inc. AIGF
AllianceBernstein International Research Growth Fund, Inc. AIRGF
AllianceBernstein Large Cap Growth Fund, Inc. ALCGF
AllianceBernstein Mid-Cap Growth Fund, Inc. AMCGF
AllianceBernstein Municipal Income Fund, Inc. AMIF
AllianceBernstein Utility Income Fund, Inc. AUIF
AllianceBernstein Variable Products Series Fund, Inc AVP
Sanford C. Bernstein Fund II, Inc. SCB II
AllianceBernstein Income Fund, Inc. ABIF
ACM Managed Dollar Income Fund, Inc. ACM VIII
Alliance California Municipal Income Fund, Inc. ACMIF
AllianceBernstein National Municipal Income Fund, Inc ANMIF
Alliance New York Municipal Income Fund, Inc. ANYMIF
AllianceBernstein Global High Income Fund, Inc. AGHIF
Schedule II
Fund Premium
---- -------
ABS 6,598.62
ABSS 7,478.43
ABF-Intermediate Bond 3,959.17
ACF-SCG 3,299.31
ADYF 2,639.45
AFGIF 3,299.31
AFIS 6,598.62
AGBF 9,238.06
AGHCF 2,309.52
AGREIF 3,299.31
AGRGF 2,639.45
AGTF 6,598.62
AGIF 10,997.70
AHIF 5,498.85
AInstF-Real Estate II 5,498.85
AIGF 10,117.88
AIRGF 3,299.31
ALCGF 8,358.14
AMCGF 4,399.08
AMIF 7,478.43
AUIF 3,299.31
SCB II 5,498.85
AVP 10,997.70
ABIF 10,117.88
ACM VIII 2,639.45
ACMIF 2,639.45
ANMIF 4,399.08
ANYMIF 2,309.52
AGHIF 5,498.85
AllianceBernstein Corporate Shares
AllianceBernstein Exchange Reserves
AllianceBernstein Municipal Income Fund II
AllianceBernstein Trust
The AllianceBernstein Portfolios
The AllianceBernstein Pooling Portfolios
Consent and Action
In Lieu of Meeting of the Trustees
----------------------------------
The undersigned, being the Trustees of each of AllianceBernstein Corporate
Shares ("ACS"), AllianceBernstein Exchange Reserves ("AEXR"), AllianceBernstein
Municipal Income Fund II ("AMIF II"), AllianceBernstein Trust ("ABT"), The
AllianceBernstein Portfolios ("TAP") and The AllianceBernstein Pooling
Portfolios ("Pooling"), each a trust with transferable shares under
Massachusetts law (each, a "Fund"), established under an Agreement and
Declaration of Trust filed in the offices of the Secretary of the Commonwealth
of Massachusetts, and of the Clerk of the City of Boston (the "Declaration"),
acting by written consent pursuant to the Declaration, DO HEREBY ADOPT the
following resolutions:
RESOLVED, that the Trustees hereby determine that participation by the Fund
in a joint fidelity bond with National Union Fire Insurance Co. (AIG), Zurich
Insurance Company, Continental Insurance Company (CNA), Fidelity & Deposit
Company of Maryland and Liberty Mutual Insurance Company, covering officers and
employees of the Fund (and employees of service providers to the Fund if and to
the extent such persons are included in the definition of "Employee" in the
joint fidelity bond) in accordance with the requirements of Rule 17g-1
promulgated by the Securities and Exchange Commission under Section 17(g) of the
Investment Company Act of 1940, in the aggregate amount of $66,175,000 is
reasonable in form and amount, after having given due consideration to the value
of the aggregate assets of this Fund to which any such covered person may have
access, the type and terms of the arrangements made for the custody and
safekeeping of such assets and the nature of the securities in the Fund's
portfolio;
RESOLVED, that the Trustees hereby approve, ratify and authorize the
payment by the Treasurer of the Fund of an amount approximately equal to $ *
representing the portion of 2008 annual premium on such joint insured fidelity
bond allocable to the Fund based on its coverage under such bond after giving
due consideration to all relevant factors, including the number of other parties
named as the insured, the nature of the business activities of such other
parties, the $66,175,000 aggregate amount of coverage under the joint insured
bond, the aggregate 2008 annual premium of such bond of approximately $291,109,
the ratable allocation of the premium among all parties named as insured and the
extent to which the share of the premium allocated to the Fund is less than the
premium the Fund would have to pay if it maintained a single insured bond;
RESOLVED, that the Trustees hereby confirm, ratify and approve in all
respects the execution by the appropriate officers of the Fund of an agreement
among the Fund and all of the other named insureds under the joint fidelity
bond, which agreement provides that in the event recovery is received under the
bond as a result of a loss sustained by the Fund and one or more named insureds,
the Fund shall receive an equitable and proportionate share of the recovery, but
at least equal to the amount which it would have received had it maintained a
single insured bond with the minimum coverage required by paragraph (d)(I) of
Rule 17g-1 promulgated under the Investment Company Act of 1940; and
RESOLVED, that the Secretary and Assistant Secretary of the Fund are hereby
designated to make all filings with the Securities and Exchange Commission and
to give all notices on behalf of the Fund required by paragraph (g) of Rule
17g-1 promulgated under the Investment Company Act of 1940.
IN WITNESS WHEREOF, we have hereunto signed our names as of the 5th day of
March, 2008.
----------------------------------- ----------------------------------------
David H. Dievler Nancy P. Jacklin
----------------------------------- ----------------------------------------
John H. Dobkin Marc O. Mayer
----------------------------------- ----------------------------------------
Michael J. Downey Garry L. Moody**
----------------------------------- ----------------------------------------
William H. Foulk, Jr. Marshall C. Turner
----------------------------------- ----------------------------------------
D. James Guzy Earl D. Weiner
* See Schedule II
** Mr. Moody is a Trustee of each Fund, except ACS
Schedule II
Fund 17g-1 Premium
---- -------------
ACS 1,979.59
AEXR 3,959.17
AMIF II 6,598.62
ABT 10,997.70
TAP 10,997.70
Pooling 10,997.70
THE SPAIN FUND, INC.
Consent and Action in Lieu of
Meeting of the Board of Directors
---------------------------------
The undersigned, being the entire Board of Directors of The Spain Fund,
Inc., a Maryland Corporation (the "Corporation"), pursuant to Section 2-408(c)
of the Maryland General Corporation Law, do hereby unanimously consent and
agree, by signing this written consent, to the adoption of the following
resolutions and the filing of the same with the minutes of proceedings of the
Board of Directors, with the same effect as if such action had been taken by
unanimous vote at a meeting of the Board of Directors duly called and held:
RESOLVED, that the Board of Directors hereby determines that participation
by the Corporation in a joint fidelity bond with National Union Fire Insurance
Co. (AIG), Zurich Insurance Company, Continental Insurance Company (CNA),
Fidelity & Deposit Company of Maryland, and Liberty Mutual Insurance Company
covering officers and employees of the Corporation (and employees of service
providers to the Corporation if and to the extent such persons are included in
the definition of "Employee" in the joint fidelity bond) in accordance with the
requirements of Rule 17g-1 promulgated by the Securities and Exchange Commission
under Section 17(g) of the Investment Company Act of 1940, in the aggregate
amount of $66,175,000 is reasonable in form and amount, after having given due
consideration to the value of the aggregate assets of this Corporation to which
any such covered person may have access, the type and terms of the arrangements
made for the custody and safekeeping of such assets and the nature of the
securities in the Corporation's portfolio;
RESOLVED, that the Board of Directors hereby approves, ratifies and
authorizes the payment by the Treasurer of the Corporation of an amount
approximately equal to $2,309.52 representing the portion of 2008 annual premium
on such joint insured fidelity bond allocable to the Corporation based on its
coverage under such bond after giving due consideration to all relevant factors,
including the number of other parties named as the insured, the nature of the
business activities of such other parties, the $66,175,000 aggregate amount of
coverage under the joint insured bond, the aggregate 2008 annual premium of such
bond of approximately $291,109, the ratable allocation of the premium among all
parties named as insured and the extent to which the share of the premium
allocated to the Corporation is less than the premium the Corporation would have
to pay if it maintained a single insured bond;
RESOLVED, that the Board of Directors hereby confirms, ratifies and
approves in all respects the execution by the appropriate officers of the
Corporation of an agreement among the Corporation and all of the other named
insureds under the joint fidelity bond, which agreement provides that in the
event recovery is received under the bond as a result of a loss sustained by the
Corporation and one or more named insureds, the Corporation shall receive an
equitable and proportionate share of the recovery, but at least equal to the
amount which it would have received had it maintained a single insured bond with
the minimum coverage required by paragraph (d)(I) of Rule 17g-1 promulgated
under the Investment Company Act of 1940; and
RESOLVED, that the Secretary and Assistant Secretary of the Corporation are
hereby designated to make all filings with the Securities and Exchange
Commission and to give all notices on behalf of the Corporation required by
paragraph (g) of Rule 17g-1 promulgated under the Investment Company Act of
1940.
IN WITNESS WHEREOF, we have hereunto signed our names as of the 5th day of
March, 2008.
----------------------------------- ----------------------------------------
William H. Foulk, Jr. Antonio Eraso
----------------------------------- ----------------------------------------
Luis Abril Perez Daniel de Fernando Garcia
----------------------------------- ----------------------------------------
Inmaculada de Habsburgo-Lorena Baldomero Falcones Jaquotot
ALLIANCEBERNSTEIN GREATER CHINA '97 FUND, INC.
Consent and Action in Lieu of
Meeting of the Board of Directors
---------------------------------
The undersigned, being the entire Board of Directors of AllianceBernstein
Greater China '97 Fund, Inc., a Maryland corporation (the "Fund"), pursuant to
Section 2-408(c) of the General Corporation Law of the State of Maryland, do
hereby unanimously consent and agree, by signing this written consent, to the
adoption of the following resolutions and the filing of same with the minutes of
proceedings of the Board of Directors, with the same effect as if such action
had been taken by unanimous vote at a meeting of the Board of Directors duly
called and held:
RESOLVED, that the Board of Directors hereby determines that participation
by the Fund in a joint fidelity bond with National Union Fire Insurance Co.
(AIG), Zurich Insurance Company, Continental Insurance Company (CNA), Fidelity &
Deposit Company of Maryland and Liberty Mutual Insurance Company, covering
officers and employees of the Fund (and employees of service providers to the
Fund if and to the extent such persons are included in the definition of
"Employee" in the joint fidelity bond) in accordance with the requirements of
Rule 17g-1 promulgated by the Securities and Exchange Commission under Section
17(g) of the Investment Company Act of 1940, in the aggregate amount of
$66,175,000 is reasonable in form and amount, after having given due
consideration to the value of the aggregate assets of this Fund to which any
such covered person may have access, the type and terms of the arrangements made
for the custody and safekeeping of such assets and the nature of the securities
in the Fund's portfolio;
RESOLVED, that the Board of Directors hereby approves, ratifies and
authorizes the payment by the Treasurer of the Fund of an amount approximately
equal to $2,639.45 representing the portion of 2008 annual premium on such joint
insured fidelity bond allocable to the Fund based on its coverage under such
bond after giving due consideration to all relevant factors, including the
number of other parties named as the insured, the nature of the business
activities of such other parties, the $66,175,000 aggregate amount of coverage
under the joint insured bond, the aggregate 2008 annual premium of such bond of
approximately $291,109, the ratable allocation of the premium among all parties
named as insured and the extent to which the share of the premium allocated to
the Fund is less than the premium the Fund would have to pay if it maintained a
single insured bond;
RESOLVED, that the Board of Directors hereby confirms, ratifies and
approves in all respects the execution by the appropriate officers of the Fund
of an agreement among the Fund and all of the other named insureds under the
joint fidelity bond, which agreement provides that in the event recovery is
received under the bond as a result of a loss sustained by the Fund and one or
more named insureds, the Fund shall receive an equitable and proportionate share
of the recovery, but at least equal to the amount which it would have received
had it maintained a single insured bond with the minimum coverage required by
paragraph (d)(I) of Rule 17g-1 promulgated under the Investment Company Act of
1940; and
RESOLVED, that the Secretary and Assistant Secretary of the Fund are hereby
designated to make all filings with the Securities and Exchange Commission and
to give all notices on behalf of the Fund required by paragraph (g) of Rule
17g-1 promulgated under the Investment Company Act of 1940.
IN WITNESS WHEREOF, we have hereunto signed our names as of the 5th day of
March, 2008.
----------------------------------- ----------------------------------------
William H. Foulk, Jr. Garry L. Moody
-------------------------
David H. Dievler
CERTIFICATE OF SECRETARY
SANFORD C. BERNSTEIN FUND, INC.
(the "Fund")
Regarding Fidelity Bond
The undersigned, being the duly elected and qualified Secretary of the
above-referenced Fund, hereby clarifies that attached hereto is a true and
complete copy of the resolutions that were approved in substantially the same
form by the Board of Directors of the Fund at a meeting held on February 12,
2008, at which a quorum was present and voted in favor thereof, and that said
resolutions have not been revoked or amended and are now in full force and
effect.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as
Secretary of the above-referenced Fund on this 14th day of March, 2008.
/s/ Emilie D. Wrapp
-------------------
Emilie D. Wrapp
Secretary
SANFORD C. BERNSTEIN FUND, INC.
Forms of Resolution for
Adoption at the Regular Meeting of
the Board of Directors
February 12, 2008*
RESOLVED, the Directors hereby determine that participation
by the Fund in a joint fidelity bond with National Union Fire
Insurance Co. (AIG), Zurich Insurance Company, Continental
Insurance Company (CNA), Fidelity & Deposit Company of Maryland
and Liberty Mutual Insurance Company covering officers and
employees of the Fund (and employees of service providers to the
Fund to the extent such persons are included in the definition of
"Employee" in the joint fidelity bond) in accordance with the
requirements of Rule 17g-1 promulgated by the Securities and
Exchange Commission under Section 17(g) of the Investment Company
Act of 1940, in the aggregate amount of $66,175,000 is reasonable
in form and amount, after having given due consideration to the
value of the aggregate assets of this Fund to which any such
covered person may have access, the type and terms of the
arrangements made for the custody and safekeeping of such assets
and the nature of the securities in the Fund's portfolio;
RESOLVED, that the Directors hereby approve, ratify and
authorize the payment by the Treasurer of the Fund of an amount
approximately equal to that presented to the Meeting and annexed
to the minutes thereof representing the portion of 2008 annual
premium on such joint insured fidelity bond allocable to the Fund
based on its coverage under such bond after giving due
consideration to all relevant factors, including the number of
other parties named as the insured, the nature of the business
activities of such other parties, the $66,175,000 aggregate
amount of coverage under the joint insured bond, the aggregate
2008 annual premium of such bond of approximately $291,109, the
ratable allocation of the premium among all parties named as
insured and the extent to which the share of the premium
($79,623) allocated to the Fund is less than the premium the Fund
would have to pay if it maintained a single insured bond; and
RESOLVED, that the Secretary and Assistant Secretary of the
Fund are hereby designated to make all filings with the
Securities and Exchange Commission and to give all notices on
behalf of the Fund required by paragraph (g) of Rule 17g-1
promulgated under the Investment Company Act of 1940.
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* Actual amounts associated with the cost of the fidelity bond were ratified
at a meeting of the Board of Directors of the Fund held on March 14, 2008.