-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LcZ7id+aDVCpyZ4D0ZlnKNheoaMZ7sY6jerN31RUoc3Gsu44E67SiKDQOekpQeKE YRHOZsc0NLYqmVRkDEYy7A== 0000936772-03-000407.txt : 20031014 0000936772-03-000407.hdr.sgml : 20031013 20031014091552 ACCESSION NUMBER: 0000936772-03-000407 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20030731 FILED AS OF DATE: 20031014 EFFECTIVENESS DATE: 20031014 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN GREATER CHINA 97 FUND INC CENTRAL INDEX KEY: 0001038457 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-08201 FILM NUMBER: 03937963 BUSINESS ADDRESS: STREET 1: C/O ALLIANCE CAPITAL MANAGEMENT L P STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129692124 MAIL ADDRESS: STREET 1: C/O ALLIANCE CAPITAL MANAGEMENT L P STREET 2: 1324 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE GREATER CHINA 97 FUND INC DATE OF NAME CHANGE: 19970506 N-CSR 1 edg9361_ar.txt United States Securities and Exchange Commission Washington, D.C. 20549 Form N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number: 811-08201 AllianceBernstein Greater China '97 Fund, Inc. (Exact name of registrant as specified in charter) 1345 Avenue of the Americas, New York, New York 10105 (Address of principal executive offices) (Zip code) Edmund P. Bergan, Jr. Alliance Capital Management, L.P. 1345 Avenue of the Americas New York, New York 10105 (Name and address of agent for service) Registrant's telephone number, including area code: (800) 221-5672 Date of fiscal year end: July 31, 2003 Date of reporting period: July 31, 2003 ITEM 1. REPORTS TO STOCKHOLDERS. [LOGO] AllianceBernstein(SM) Investment Research and Management AllianceBernstein Greater China '97 Fund - -------------------------------------------------------------------------------- International Regional Annual Report--July 31, 2003 - -------------------------------------------------------------------------------- Investment Products Offered --------------------------- o Are Not FDIC Insured o May Lose Value o Are Not Bank Guaranteed --------------------------- This shareholder report must be preceded or accompanied by the Fund's prospectus for individuals who are not current shareholders of the Fund. You may obtain a description of the Fund's proxy voting policies and procedures, without charge, upon request by visiting Alliance Capital's web site at www.investor.alliancecapital.com or on the Securities and Exchange Commision's web site at http://www.sec.gov, or by calling Alliance Capital at (800) 227-4618. AllianceBernstein Investment Research and Management, Inc., the principal underwriter of the AllianceBernstein mutual funds and an affiliate of Alliance Capital Management L.P., the manager of the funds, is a member of the NASD. September 30, 2003 Annual Report This report provides management's discussion of fund performance for AllianceBernstein Greater China '97 Fund (the "Fund") for the annual reporting period ended July 31, 2003. Investment Objective and Policies This open-end fund is a non-diversified management investment company that seeks long-term capital appreciation by investing at least 80% of its total assets in equity securities issued by Greater China companies ("Greater China" refers to the People's Republic of China ("China"), the Hong Kong Special Administrative Region ("Hong Kong") and the Republic of China ("Taiwan")). Investment Results The following table provides the performance results for the Fund for the six- and 12-month periods ended July 31, 2003, relative to its benchmarks, the Morgan Stanley Capital International (MSCI) Indices (China, Hong Kong and Taiwan) and the Lipper China Region Funds Average (the "Lipper Average"). Funds in the Lipper Average generally have similar investment objectives to the Fund. INVESTMENT RESULTS* Periods Ended July 31, 2003 -------------------- Returns -------------------- 6 Months 12 Months - -------------------------------------------------------------------------------- AllianceBernstein Greater China '97 Fund Class A 22.84% 18.35% - -------------------------------------------------------------------------------- Class B 22.41% 17.32% - -------------------------------------------------------------------------------- Class C 21.95% 17.05% - -------------------------------------------------------------------------------- MSCI China Index 23.82% 18.00% - -------------------------------------------------------------------------------- MSCI Hong Kong Index 9.44% -1.01% - -------------------------------------------------------------------------------- MSCI Taiwan Index 12.55% 8.61% - -------------------------------------------------------------------------------- Lipper China Region Funds Average 21.68% 13.21% - -------------------------------------------------------------------------------- * The Fund's investment results are for the periods shown and are based on the net asset value (NAV) of each class of shares as of July 31, 2003. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. All fees and expenses related to the operation of the Fund have been deducted, but no adjustment has been made for sales charges that may apply when shares are purchased or redeemed. Returns for Advisor Class shares will vary due to different expenses associated with this class. Returns for the Fund include the reinvestment of any distributions paid during each period. During the reporting period, the Advisor waived a portion of its advisory fee or reimbursed the Fund for a portion of its expenses to the extent necessary to limit the Fund's expenses to 2.50% for Class A, 3.20% for Class B, 3.20% for Class C and 2.20% for Advisor Class. This waiver extends through the Fund's current fiscal year and may be extended by the Advisor for additional one-year terms. Without the waiver, the Fund's expenses would have been higher and its performance would have been lower than that shown above. Past performance is no guarantee of future results. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 1 The Morgan Stanley Capital International (MSCI) China Index, MSCI Hong Kong Index and MSCI Taiwan Index are market capitalization-weighted indices of companies located in their respective countries, and are respectively comprised of 46, 34 and 90 companies as of the period ended July 31, 2003. The Lipper China Region Funds Average represents funds that invest in equity securities whose primary trading markets or operations are concentrated in the China region or in a single country within this region. These funds generally have similar investment objectives to the Fund, although investment policies for the various funds may differ. For the six- and 12-month periods ended July 31, 2003, the Lipper Average included 22 funds for each of the respective periods. All comparative indices and the average are unmanaged and reflect no fees or expenses. An investor cannot invest directly in an index or average, and its results are not indicative of any specific investment, including AllianceBernstein Greater China '97 Fund. Additional investment results appear on page 5. During the six- and 12-month periods ended July 31, 2003, the Fund outperformed its peer group of funds, as represented by the Lipper Average. This was mainly due to the Fund's overweight positions in cyclicals, consumer and selected technology counters. Additionally, we increased the Fund's exposure to China and Taiwan at the expense of Hong Kong during the period under review. Market Review and Investment Strategy During the 12-month reporting period, the MSCI China and Taiwan indices posted positive gains. For the six-month period ended July 31, 2003, the MSCI China, Hong Kong and Taiwan indices all posted positive returns. Returns were impacted by a variety of factors. The Greater China stock markets recovered strongly from the impact of SARS on the region and finished strongly during the second quarter of the year. Stocks were helped by a stronger U.S. equity market and expectation of further interest rate cuts by the U.S. Federal Reserve. China-related stocks were strong performers due to robust economic growth. The Taiwan stock market also benefited from a rebound in the technology sector. During the reporting period, we overweighted the Fund's cyclicals, consumer and selected technology counters. At the country level, our strategy has been to increase the Fund's exposure to China and Taiwan, due to their geared exposure to the U.S. economy, at the expense of Hong Kong. - -------------------------------------------------------------------------------- 2 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Performance Update - -------------------------------------------------------------------------------- PERFORMANCE UPDATE ALLIANCEBERNSTEIN GREATER CHINA '97 FUND GROWTH OF A $10,000 INVESTMENT 9/3/97* TO 7/31/03 AllianceBernstein Greater China '97 Fund Class A: $8,630 MSCI Hong Kong Index: $7,360 MSCI Taiwan Index: $4,993 MSCI China Index: $2,115
AllianceBernstein Greater China '97 Fund Class A MSCI China Index MSCI Hong Kong Index MSCI Taiwan Index 9/3/97* $9,579 $10,000 $10,000 $10,000 7/31/98 $4,675 $ 2,943 $ 5,176 $ 5,832 7/31/99 $7,920 $ 4,565 $ 9,350 $ 7,051 7/31/00 $9,987 $ 3,587 $10,885 $ 8,168 7/31/01 $8,161 $ 2,219 $ 8,395 $ 4,210 7/31/02 $7,292 $ 1,792 $ 7,435 $ 4,597 7/31/03 $8,630 $ 2,115 $ 7,360 $ 4,993
This chart illustrates the total value of an assumed $10,000 investment in AllianceBernstein Greater China '97 Fund Class A shares (from 9/3/97* to 7/31/03) as compared to the performance of appropriate indices. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. The chart reflects the deduction of the maximum 4.25% sales charge from the initial $10,000 investment in the Fund and assumes the reinvestment of dividends and capital gains. Performance for Class B, Class C and Advisor Class shares will vary from the results shown above due to differences in expenses charged to these classes. Past performance is not indicative of future results, and is not representative of future gain or loss in capital value or dividend income. The unmanaged Morgan Stanley Capital International (MSCI) China Index, MSCI Hong Kong Index and MSCI Taiwan Index are market capitalization-weighted indices of companies located in their respective countries, and are respectively comprised of 46, 34 and 90 companies as of July 31, 2003. When comparing AllianceBernstein Greater China '97 Fund to the indices shown above, you should note that no charges or expenses are reflected in the performance of the indices. An investor cannot invest directly in an index, and its results are not indicative of any specific investment, including AllianceBernstein Greater China '97 Fund. *Fund data is from the Fund's Class A share inception date of 9/3/97. Returns for the benchmarks are from the closest month end to the Fund's inception date; therefore the benchmark data is from 8/31/97. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 3 Portfolio Summary - -------------------------------------------------------------------------------- PORTFOLIO SUMMARY July 31, 2003 INCEPTION DATES PORTFOLIO STATISTICS Class A Shares Net Assets ($mil): $13.8 9/3/97 Class B Shares 9/3/97 Class C Shares 9/3/97 COUNTRY BREAKDOWN 78.8% Hong Kong 15.8% Taiwan 4.6% Singapore [PIE CHART OMITTED] 0.4% United States 0.4% United Kingdom SECTOR BREAKDOWN 15.3% Basic Industry 12.6% Technology 12.3% Finance 11.8% Capital Goods 9.6% Consumer Manufacturing [PIE CHART OMITTED] 9.1% Transportation 8.5% Consumer Staples 6.3% Consumer Services 6.2% Energy 5.2% Multi-Industry 3.1% Health Care All data as of July 31, 2003. The Fund's country and sector breakdowns are expressed as a percentage of total investments and may vary over time. - -------------------------------------------------------------------------------- 4 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Investment Results - -------------------------------------------------------------------------------- INVESTMENT RESULTS AVERAGE ANNUAL RETURNS AS OF JULY 31, 2003 Class A Shares - -------------------------------------------------------------------------------- Without Sales Charge With Sales Charge 1 Year 18.35% 13.25% 5 Year 13.05% 12.09% Since Inception* -1.75% -2.46% Class B Shares - -------------------------------------------------------------------------------- Without Sales Charge With Sales Charge 1 Year 17.32% 13.32% 5 Years 12.18% 12.18% Since Inception* -2.50% -2.50% Class C Shares - -------------------------------------------------------------------------------- Without Sales Charge With Sales Charge 1 Year 17.05% 16.05% 5 Years 12.13% 12.13% Since Inception* -2.54% -2.54% SEC AVERAGE ANNUAL RETURNS (WITH SALES CHARGES) AS OF THE MOST RECENT QUARTER-END (JUNE 30, 2003) Class A Class B Class C - -------------------------------------------------------------------------------- 1 Year -4.02% -4.35% -1.63% 5 Years 7.26% 7.38% 7.33% Since Inception* -4.26% -4.28% -4.32% The Fund's investment results represent average annual returns. Returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. The returns reflect reinvestment of dividends and/or capital gains distributions in additional shares without and with the effect of the 4.25% maximum front-end sales charge for Class A or applicable contingent deferred sales charge for Class B (4% year 1, 3% year 2, 2% year 3, 1% year 4); and for Class C shares (1% year 1). Returns for Class A shares do not reflect the imposition of the 1 year, 1% contingent deferred sales charge for accounts over $1,000,000. Returns for Advisor Class shares will vary due to different expenses associated with this class. Since the Fund invests in foreign currency denominated securities, fluctuations may be magnified by changes in foreign exchange rates. The Fund will invest substantially all of its assets in Greater China companies and is subject to greater risk than would a fund with a more diversified portfolio. Investments in Greater China companies entail risks different from, and in certain cases, greater than, risks associated with investments in the U.S. or in other international markets. Past performance does not guarantee future results. Investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. * Inception date: 9/3/97, all share classes. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 5 Ten Largest Holdings - -------------------------------------------------------------------------------- TEN LARGEST HOLDINGS July 31, 2003 Percent of Company U.S. $ Value Net Assets - -------------------------------------------------------------------------------- China Shipping Development Co., Ltd. Cl. H $ 484,665 3.5% - -------------------------------------------------------------------------------- Anhui Conch Cement Co., Ltd. Cl. H 415,427 3.0 - -------------------------------------------------------------------------------- Maanshan Iron & Steel Co., Ltd. Cl. H 409,273 3.0 - -------------------------------------------------------------------------------- Huaneng Power International, Inc. Cl. H 407,734 3.0 - -------------------------------------------------------------------------------- Angang New Steel Co., Ltd. Cl. H 357,729 2.6 - -------------------------------------------------------------------------------- Tsingtao Brewery Co., Ltd. Cl. H 354,844 2.6 - -------------------------------------------------------------------------------- Aluminum Corp. of China, Ltd. Cl. H 353,882 2.6 - -------------------------------------------------------------------------------- GP Batteries International, Ltd. 299,551 2.2 - -------------------------------------------------------------------------------- Denway Motors, Ltd. 294,421 2.1 - -------------------------------------------------------------------------------- Sinopec Shanghai Petrochemical Co., Ltd. Cl. H 291,697 2.1 - -------------------------------------------------------------------------------- $3,669,223 26.7% - -------------------------------------------------------------------------------- 6 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Portfolio of Investments - -------------------------------------------------------------------------------- PORTFOLIO OF INVESTMENTS July 31, 2003 Company Shares U.S. $ Value - ------------------------------------------------------------------------------ COMMON STOCKS & OTHER INVESTMENTS-93.9% Hong Kong-73.9% Aluminum Corp. of China, Ltd. Cl. H ............ 1,200,000 $ 353,882 Angang New Steel Co., Ltd. Cl. H ............... 1,200,000 357,729 Anhui Conch Cement Co., Ltd. Cl. H ............. 600,000 415,427 ASM Pacific Technology, Ltd. ................... 26,500 84,945 Baltrans Holdings, Ltd. ........................ 354,000 130,494 Brilliance China Automotive Holdings, Ltd. ..... 750,000 228,389 Chen Hsong Holdings, Ltd. ...................... 300,000 158,670 Cheung Kong (Holdings), Ltd. ................... 40,000 262,847 China Merchants Holdings International Co., Ltd. 300,000 275,028 China Mobile (Hong Kong), Ltd. ................. 70,000 179,954 China National Aviation Co., Ltd. .............. 560,000 82,573 China Petroleum and Chemical Corp. Cl. H ....... 650,000 177,101 China Pharmaceutical Group, Ltd. ............... 796,000 267,912 China Resources Enterprise, Ltd. ............... 88,000 79,547 China Shipping Development Co., Ltd. Cl. H ..... 1,200,000 484,665 China Southern Airlines Co., Ltd. Cl. H(a) ..... 300,000 91,355 Citic International Financial Holdings, Ltd. ... 312,333 95,111 CNOOC, Ltd. .................................... 130,000 224,190 COFCO International, Ltd. ...................... 400,000 158,991 Coslight Technology International Group, Ltd. .. 300,000 102,895 Denway Motors, Ltd. ............................ 550,000 294,421 Esprit Holdings, Ltd. .......................... 80,000 205,149 Fountain Set (Holdings), Ltd. .................. 100,000 89,112 Fujikon Industrial Holdings, Ltd. .............. 132,000 27,418 Hang Seng Bank., Ltd. .......................... 7,900 85,086 Harbin Brewery Group, Ltd.(a) .................. 400,000 141,040 Harbin Power Equipment Co., Ltd. Cl. H ......... 600,000 102,318 HKR International, Ltd.(a) ..................... 600,000 116,166 Hong Kong Exchanges & Clearing, Ltd. ........... 120,000 195,405 Hongkong.com Corp.(a) .......................... 1,200,000 141,553 Hopewell Highway Infrasctructure, Ltd. Warrants, expiring 8/05/06(a) ............... 22,000 -0- Hopewell Holdings, Ltd. ........................ 220,000 234,127 HSBC Holdings Plc .............................. 23,200 284,080 Huaneng Power International, Inc. Cl. H ........ 300,000 407,734 Hutchison Whampoa, Ltd. ........................ 13,200 86,317 Industrial and Commercial Bank of China (Asia), Ltd. ................................ 120,000 117,704 Jiangsu Expressway Co., Ltd. Cl. H ............. 250,000 103,376 Jiangxi Copper Co., Ltd. Cl. H ................. 400,000 84,624 Jingwei Textile Machinery Co., Ltd. Cl. H ...... 700,000 258,039 Kingdee International Software Group Co., Ltd. . 228,000 58,175 Li & Fung, Ltd. ................................ 62,000 87,842 Lianhua Supermarket Holdings Co., Ltd. Cl. H(a) 250,000 150,656 Maanshan Iron & Steel Co., Ltd. Cl. H .......... 1,900,000 409,273 PetroChina Co., Ltd. Cl. H ..................... 392,000 116,858 - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 7 Portfolio of Investments - -------------------------------------------------------------------------------- Company Shares U.S. $ Value - ----------------------------------------------------------------------------- Prosten Technology Holdings, Ltd. Warrants, expiring 1/08/04(a) ............... 162,180 $ 208 Shangri-La Asia, Ltd. .......................... 150,000 119,243 Shun Tak Holdings, Ltd. ........................ 442,000 143,098 Sinopec Shanghai Petrochemical Co., Ltd. Cl. H .................................. 1,300,000 291,697 Sinopec Zhenhai Refining and Chemical Co., Ltd. Cl. H .................................. 350,000 173,896 Sinotrans, Ltd. Cl. H(a) ....................... 350,000 109,947 Swire Pacific, Ltd. Cl. A ...................... 8,500 38,908 The Wharf (Holdings), Ltd. ..................... 17,000 33,241 Tom.com, Ltd.(a) ............................... 450,000 121,166 Tong Ren Tang Technologies Co., Ltd. Cl. H ..... 80,000 134,373 TPV Technology, Ltd. ........................... 250,000 96,164 Tsingtao Brewery Co., Ltd. Cl. H ............... 450,000 354,844 Wheelock and Co., Ltd. ......................... 200,000 180,788 Wing Hang Bank, Ltd. ........................... 17,500 69,783 Yue Yuen Industrial (Holdings), Ltd. ........... 70,000 201,944 Zhejiang Expressway Co., Ltd. Cl. H ............ 200,000 94,240 ----------- 10,171,718 ----------- Singapore-4.3% Autron Corp., Ltd.(a) .......................... 2,000,000 289,888 GP Batteries International, Ltd. ............... 170,000 299,551 ----------- 589,439 ----------- Taiwan-14.9% Asustek Computer, Inc.(a) ...................... 40,000 130,384 Basso Industry Corp. ........................... 75,000 137,515 China Motor Co., Ltd. .......................... 41,000 80,544 Compal Electronics, Inc. ....................... 149,500 213,198 EVA Airways Corp.(a) ........................... 200,270 68,777 Hon Hai Precision Industry Co., Ltd.(a) ........ 37,800 172,718 Kaulin Manufacturing Co., Ltd.(a) .............. 70,000 128,347 MediaTek, Inc. ................................. 13,000 155,501 Nan Ya Plastics Corp. .......................... 105,894 118,653 Nien Made Enterprise Co., Ltd. ................. 50,240 89,192 Quanta Computer, Inc. .......................... 2,970 7,001 SinoPac Holdings Co. ........................... 137,920 48,168 Soft-World International Corp. ................. 11,522 56,336 Taiwan Semiconductor Manufacturing Co., Ltd.(a) 108,914 187,018 United Microelectronics Corp.(a) ............... 204,812 146,039 Wan Hai Lines, Ltd.(a) ......................... 130,000 129,395 Wintek Corp. ................................... 116,480 89,835 Yieh Phui Enterprise ........................... 100,000 87,311 ----------- 2,045,932 ----------- - -------------------------------------------------------------------------------- 6 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Portfolio of Investments - -------------------------------------------------------------------------------- Company Shares U.S. $ Value - ----------------------------------------------------------------------------- United Kingdom-0.4% Cathay Financial Holding Co., Ltd. (GDR)(a) .... 4,200 $ 48,678 ----------- United States-0.4% Chunghwa Telecom Co., Ltd. (ADR) ............... 4,100 56,539 ----------- Total Investments-93.9% (cost $10,140,363) .......................... 12,912,306 Other assets less liabilities-6.1% ............. 842,286 ----------- Net Assets-100% ................................ $13,754,592 =========== (a) Non-income producing security. Glossary of terms: ADR-American Depositary Receipt GDR-Global Depositary Receipt See notes to financial statements. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 9 Statement of Assets & Liabilities - -------------------------------------------------------------------------------- STATEMENT OF ASSETS & LIABILITIES July 31, 2003 Assets Investments in securities, at value (cost $10,140,363) ....... $ 12,912,306 Cash ......................................................... 256,341 Foreign cash, at value (cost $50,997) ........................ 51,262 Receivable for capital stock sold ............................ 603,887 Receivable from Adviser ...................................... 65,537 Dividends receivable ......................................... 22,014 Receivable for investment securities sold .................... 2,716 ------------ Total assets ................................................. 13,914,063 ------------ Liabilities Payable for investment securities purchased .................. 48,846 Distribution fee payable ..................................... 7,663 Payable for capital stock redeemed ........................... 1,893 Accrued printing ............................................. 36,157 Accrued custody .............................................. 31,287 Accrued legal ................................................ 21,374 Other accrued expenses ....................................... 12,251 ------------ Total liabilities ............................................ 159,471 ------------ Net Assets ................................................... $ 13,754,592 ============ Composition of Net Assets Capital stock, at par ........................................ $ 1,598 Additional paid-in capital ................................... 13,217,933 Undistributed net investment income .......................... 16,773 Accumulated net realized loss on investment and foreign currency transactions ......................... (2,253,909) Net unrealized appreciation of investments and foreign currency denominated assets and liabilities ....... 2,772,197 ------------ $ 13,754,592 ============ Calculation of Maximum Offering Price Class A Shares Net asset value and redemption price per share ($3,958,595/449,036 shares of capital stock issued and outstanding) .......................................... $8.82 Sales charge--4.25% of public offering price ................. .39 ----- Maximum offering price ....................................... $9.21 ===== Class B Shares Net asset value and offering price per share ($4,631,658/543,690 shares of capital stock issued and outstanding) .......................................... $8.52 ===== Class C Shares Net asset value and offering price per share ($4,855,715/570,951 shares of capital stock issued and outstanding) .......................................... $8.50 ===== Advisor Class Shares Net asset value, redemption and offering price per share ($308,624/34,517 shares of capital stock issued and outstanding) .............................................. $8.94 ===== See notes to financial statements. - -------------------------------------------------------------------------------- 10 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Statement of Operations - -------------------------------------------------------------------------------- STATEMENT OF OPERATIONS Year Ended July 31, 2003 Investment Income Dividends (net of foreign taxes withheld of $5,849) ......................... $ 218,517 Interest ....................................... 2,879 $ 221,396 ------------ Expenses Advisory fee ................................... 71,762 Distribution fee--Class A ...................... 6,507 Distribution fee--Class B ...................... 31,852 Distribution fee--Class C ...................... 15,929 Custodian ...................................... 155,586 Administrative ................................. 135,000 Audit and legal ................................ 96,093 Registration ................................... 61,462 Transfer agency ................................ 52,907 Printing ....................................... 43,713 Directors' fees ................................ 14,950 Amortization of organization expenses .......... 13,934 Miscellaneous .................................. 688 ------------ Total expenses ................................. 700,383 Less: expense waived and reimbursed by the Adviser (see Note B) ................. (488,169) Less: expense offset arrangement (see Note B) ................................ (51) ------------ Net expenses ................................... 212,163 ----------- Net investment income .......................... 9,233 ----------- Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions Net realized gain (loss) on: Investment transactions ..................... (844,010) Foreign currency transactions ............... 563 Net change in unrealized appreciation/depreciation of: Investments ................................. 2,847,974 Foreign currency denominated assets and liabilities ............................. 132 ----------- Net gain on investment and foreign currency transactions ............... 2,004,659 ----------- Net Increase in Net Assets from Operations ................................. $ 2,013,892 =========== See notes to financial statements. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 11 Statement of Changes in Net Assets - -------------------------------------------------------------------------------- STATEMENT OF CHANGES IN NET ASSETS Year Ended Year Ended July 31, July 31, 2003 2002 ============ =========== Increase (Decrease) in Net Assets from Operations Net investment income ........................ $ 9,233 $ 43,772 Net realized loss on investment and foreign currency transactions ......... (843,447) (839,587) Net change in unrealized appreciation/depreciation of investments and foreign currency denominated assets and liabilities ........................... 2,848,106 184,928 ------------ ----------- Net increase (decrease) in net assets from operations ........................... 2,013,892 (610,887) Dividends to Shareholders from Net investment income Class A ................................... (23,187) -0- Class B ................................... (14,269) -0- Class C ................................... (5,705) -0- Advisor Class ............................. (2,310) -0- Capital Stock Transactions Net increase ................................. 4,769,657 1,091,599 ------------ ----------- Total increase ............................... 6,738,078 480,712 Net Assets Beginning of period .......................... 7,016,514 6,535,802 ------------ ----------- End of period (including undistributed net investment income of $16,773 and $52,448 at July 31, 2003 and 2002, respectively) ............................. $ 13,754,592 $ 7,016,514 ============ =========== See notes to financial statements. - -------------------------------------------------------------------------------- 12 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Notes to Financial Statements - -------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS July 31, 2003 NOTE A Significant Accounting Policies AllianceBernstein Greater China '97 Fund, Inc. (the "Fund"), formerly Alliance Greater China '97 Fund, Inc., was organized as a Maryland corporation on April 30, 1997 and is registered under the Investment Company Act of 1940 as a non-diversified, open-end management investment company. The Fund offers Class A, Class B, Class C and Advisor Class shares. Class A shares are sold with an initial sales charge of up to 4.25% for purchases not exceeding $1,000,000. With respect to purchases of $1,000,000 or more, Class A shares redeemed within one year of purchase may be subject to a contingent deferred sales charge of 1%. Class B shares are sold with a contingent deferred sales charge which declines from 4% to zero depending on the period of time the shares are held. Class B shares will automatically convert to Class A shares eight years after the end of the calendar month of purchase. Class C shares are subject to a contingent deferred sales charge of 1% on redemptions made within the first year after purchase. Advisor Class shares are sold without an initial or contingent deferred sales charge and are not subject to ongoing distribution expenses. Advisor Class shares are offered to investors participating in fee-based programs and to certain retirement plan accounts. All four classes of shares have identical voting, dividend, liquidation and other rights, except that each class bears different distribution expenses and has exclusive voting rights with respect to its distribution plan. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States which require management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Additional information about some of the items discussed in these Notes to Financial Statements is contained in the Fund's Statement of Additional Information, which is available upon request. The following is a summary of significant accounting policies followed by the Fund. 1. Security Valuation In accordance with Pricing Policies adopted by the Board of Directors of the Fund (the "Pricing Policies") and applicable law, portfolio securities are valued at current market value or at fair value. The Board of Directors has delegated to the Adviser, subject to the Board's continuing oversight, certain responsibilities with respect to the implementation of the Pricing Policies. Pursuant to the Pricing Policies, securities for which market quotations are readily available are valued at their current market value. In general, the market value of these securities is determined as follows: Securities listed on a national securities exchange or on a foreign securities exchange are valued at the last sale price at the close of the exchange or foreign securities exchange. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day. If no bid or - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 13 Notes to Financial Statements - -------------------------------------------------------------------------------- asked prices are quoted on such day, then the security is valued in good faith at fair value in accordance with the Pricing Policies. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities not listed on an exchange but traded on The Nasdaq Stock Market, Inc. ("NASDAQ") are valued in accordance with the NASDAQ Official Closing Price; listed put or call options are valued at the last sale price. If there has been no sale on that day, such securities will be valued at the closing bid prices on that day; open futures contracts and options thereon are valued using the closing settlement price or, in the absence of such a price, the most recent quoted bid price. If there are no quotations available for the day of valuations, the last available closing settlement price is used; securities traded in the over-the-counter market, (but excluding securities traded on NASDAQ) are valued at the mean of the current bid and asked prices as reported by the National Quotation Bureau or other comparable sources; U.S. Government securities and other debt instruments having 60 days or less remaining until maturity are valued at amortized cost if their original maturity was 60 days or less, or by amortizing their fair value as of the 61st day prior to maturity if their original term to maturity exceeded 60 days; fixed-income securities, including mortgage backed and asset backed securities, may be valued on the basis of prices provided by a pricing service or at a price obtained from one or more of the major broker/dealers. In cases where broker/dealer quotes are obtained, the Pricing Policies provide that the Adviser may establish procedures whereby changes in market yields or spreads are used to adjust, on a daily basis, a recently obtained quoted price on a security; and OTC and other derivatives are valued on the basis of a quoted bid price or spread from a major broker/dealer in such security. Securities for which market quotations are not readily available are valued at fair value in accordance with the Pricing Policies. 2. Organization Expenses Organization expenses of approximately $326,500 have been deferred and were amortized on a straight-line basis through August 2002. 3. Currency Translation Assets and liabilities denominated in foreign currencies and commitments under forward exchange currency contracts are translated into U.S. dollars at the mean of the quoted bid and asked prices of such currencies against the U.S. dollar. Purchases and sales of portfolio securities are translated into U.S. dollars at the rates of exchange prevailing when such securities were acquired or sold. Income and expenses are translated into U.S. dollars at rates of exchange prevailing when accrued. Net realized gain or loss on foreign currency transactions represents foreign exchange gains and losses from sales and maturities of foreign fixed income investments, foreign currency exchange contracts, holding of foreign currencies, currency gains or losses realized between the trade and settlement dates on for- - -------------------------------------------------------------------------------- 14 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Notes to Financial Statements - -------------------------------------------------------------------------------- eign investment transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains and losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation of investments and foreign currency denominated assets and liabilities. 4. Taxes It is the Fund's policy to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its investment company taxable income and net realized gains, if any, to shareholders. Therefore, no provisions for federal income or excise taxes are required. 5. Investment Income and Investment Transactions Dividend income is recorded on the ex-dividend date. Interest income is accrued daily. Investment transactions are accounted for on the date securities are purchased or sold. Investment gains and losses are determined on the identified cost basis. The Fund accretes discounts as adjustments to interest income. 6. Income and Expenses All income earned and expenses incurred by the Fund are borne on a pro-rata basis by each outstanding class of shares, based on the proportionate interest in the Fund represented by the net assets of such class, except that the Fund's Class B and Class C shares bear higher distribution and transfer agent fees than Class A and Advisor Class shares. Advisor Class shares have no distribution fees. 7. Dividends and Distributions Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with accounting principles generally accepted in the United States. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification. NOTE B Advisory Fee and Other Transactions with Affiliates Under the terms of an investment advisory agreement, the Fund pays Alliance Capital Management L.P. (the "Adviser") an advisory fee at an annual rate of 1% of the Fund's average daily net assets. Such fee is accrued daily and paid monthly. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 15 Notes to Financial Statements - -------------------------------------------------------------------------------- The Adviser has agreed for the current fiscal year to waive its fee and bear certain expenses so that total expenses do not exceed on an annual basis to 2.50%, 3.20%, 3.20%, and 2.20% of average daily net assets, respectively, for the Class A, Class B, Class C and Advisor Class shares. For the year ended July 31, 2003, such reimbursement amounted to $353,169. Pursuant to the advisory agreement, the Fund may reimburse the Adviser for certain legal and accounting services provided to the Fund by the Adviser. For the year ended July 31, 2003, the Adviser agreed to waive its fees for such services. Such waiver amounted to $135,000. The Fund compensates Alliance Global Investor Services, Inc. (AGIS), a wholly-owned subsidiary of the Adviser, under a Transfer Agency Agreement for providing personnel and facilities to perform transfer agency services for the Fund. For the year ended July 31, 2003, such fees amounted to $35,620. For the year ended July 31, 2003, the Fund's expenses were reduced by $51 under an expense offset arrangement with AGIS. AllianceBernstein Investment Research and Management, Inc. (the "Distributor"), formerly Alliance Fund Distributors, Inc., a wholly-owned subsidiary of the Adviser, serves as the distributor of the Fund's shares. The Distributor has advised the Fund that it has retained front-end sales charges of $974 from the sale of Class A shares and received $5,881 and $2,851 in contingent deferred sales charges imposed upon redemptions by shareholders of Class B and Class C shares, respectively, for the year ended July 31, 2003. Brokerage commissions paid on investment transactions for the year ended July 31, 2003, amounted to $45,513, none of which was paid to Sanford C. Bernstein & Co. LLC, an affiliate of the Adviser. NOTE C Distribution Services Agreement The Fund has adopted a Distribution Services Agreement (the "Agreement") pursuant to Rule 12b-1 under the Investment Company Act of 1940. Under the Agreement, the Fund pays distribution and servicing fees to the Distributor at an annual rate of up to .30 of 1% of the Fund's average daily net assets attributable to Class A shares and 1% of the Fund's average daily net assets attributable to both Class B and Class C shares. There are no distribution and servicing fees on the Advisor Class shares. The fees are accrued daily and paid monthly. The Agreement provides that the Distributor will use such payments in their entirety for distribution assistance and promotional activities. The Distributor has advised the Fund that it has incurred expenses in excess of the distribution costs reimbursed by the Fund in the amounts of $1,864,427 and $595,893 for Class B and - -------------------------------------------------------------------------------- 16 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Notes to Financial Statements - -------------------------------------------------------------------------------- Class C shares, respectively; such costs may be recovered from the Fund in future periods so long as the Agreement is in effect. In accordance with the Agreement, there is no provision for recovery of unreimbursed distribution costs, incurred by the Distributor beyond the current fiscal year for Class A shares. The Agreement also provides that the Adviser may use its own resources to finance the distribution of the Fund's shares. NOTE D Investment Transactions Purchases and sales of investment securities (excluding short-term investments) for the year ended July 31, 2003, were as follows: Purchases Sales =========== =========== Investment securities (excluding U.S. government securities) ................. $11,668,171 $ 7,222,461 U.S. government securities ..................... -0- -0- At July 31, 2003, the cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation (excluding foreign currency transactions) are as follows: Cost $ 10,324,641 ============ Gross unrealized appreciation ......................... $ 2,895,078 Gross unrealized depreciation ......................... (307,413) ------------ Net unrealized appreciation ........................... $ 2,587,665 ============ Forward Exchange Currency Contracts The Fund may enter into forward exchange currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to hedge certain firm purchase and sales commitments denominated in foreign currencies and for investment purposes. A forward exchange currency contract is a commitment to purchase or sell a foreign currency on a future date at a negotiated forward rate. The gain or loss arising from the difference between the original contract and the closing of such contract would be included in net realized gain or loss on foreign currency transactions. Fluctuations in the value of open forward exchange currency contracts are recorded for financial reporting purposes as net unrealized appreciation or depreciation by the Fund. The Fund's custodian will place and maintain cash not available for investment or other liquid assets in a separate account of the Fund having a value at least equal to the aggregate amount of the Fund's commitments under forward exchange currency contracts entered into with respect to position hedges. Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of foreign currency relative to the U.S. dollar. The face or contract amount, in U.S. dollars reflects the total exposure the Fund has in that particular currency contract. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 17 Notes to Financial Statements - -------------------------------------------------------------------------------- NOTE E Capital Stock There are 12,000,000,000 shares of $.001 par value capital stock authorized, divided into four classes, designated Class A, Class B, Class C and Advisor Class. Each class consists of 3,000,000,000 authorized shares. Transactions in capital stock were as follows:
----------------------------- ----------------------------- Shares Amount ----------------------------- ----------------------------- Year Ended Year Ended Year Ended Year Ended July 31, 2003 July 31, 2002 July 31, 2003 July 31, 2002 ------------------------------------------------------------- Class A Shares sold 1,067,796 964,947 $ 7,841,000 $ 7,604,643 - --------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends 2,677 -0- 18,418 -0- - --------------------------------------------------------------------------------------- Shares converted from Class B 11,194 3,078 77,423 24,592 - --------------------------------------------------------------------------------------- Shares redeemed (930,890) (911,140) (6,739,131) (7,232,579) - --------------------------------------------------------------------------------------- Net increase 150,777 56,885 $ 1,197,710 $ 396,656 ======================================================================================= Class B Shares sold 2,528,499 1,608,417 $ 17,414,309 $ 12,226,131 - --------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends 1,747 -0- 11,653 -0- - --------------------------------------------------------------------------------------- Shares converted to Class A (11,581) (3,179) (77,423) (24,592) - --------------------------------------------------------------------------------------- Shares redeemed (2,422,584) (1,551,790) (16,700,679) (11,833,634) - --------------------------------------------------------------------------------------- Net increase 96,081 53,448 $ 647,860 $ 367,905 ======================================================================================= Class C Shares sold 4,401,475 1,020,049 $ 30,883,247 $ 7,868,132 - --------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends 747 -0- 4,984 -0- - --------------------------------------------------------------------------------------- Shares redeemed (4,009,743) (948,395) (28,032,481) (7,396,556) - --------------------------------------------------------------------------------------- Net increase 392,479 71,654 $ 2,855,750 $ 471,576 ======================================================================================= Advisor Class Shares sold 76,366 41,166 $ 581,179 $ 332,447 - --------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends 79 -0- 549 -0- - --------------------------------------------------------------------------------------- Shares redeemed (67,463) (60,848) (513,391) (476,985) - --------------------------------------------------------------------------------------- Net increase (decrease) 8,982 (19,682) $ 68,337 $ (144,538) =======================================================================================
- -------------------------------------------------------------------------------- 18 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Notes to Financial Statements - -------------------------------------------------------------------------------- NOTE F Concentration of Risk Investing in securities of foreign companies involves special risk which include the possibility of future political and economic developments which could adversely affect the value of such securities. Moreover, securities of many foreign companies and their markets may be less liquid and their prices more volatile than those of comparable United States companies. The Fund has invested approximately 74% of its net assets in Hong Kong equity securities. Political, social or economic changes in this market may have a greater impact on the value of the Fund's portfolio due to this concentration. NOTE G Joint Credit Facility A number of open-end mutual funds managed by the Adviser, including the Fund, participate in a $500 million revolving credit facility (the "Facility") intended to provide short-term financing if necessary, subject to certain restrictions in connection with abnormal redemption activity. Commitment fees related to the Facility are paid by the participating funds and are included in miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended July 31, 2003. NOTE H Distributions to Shareholders The tax character of distributions paid during the fiscal years ended July 31, 2003 and July 31, 2002 were as follows: 2003 2002 ======= ======= Distributions paid from: Ordinary income ...................................... $45,471 $ -0- ------- ------- Total taxable distributions ............................. 45,471 -0- ------- ------- Total distributions paid ................................ $45,471 $ -0- ------- ------- As of July 31, 2003, the components of accumulated earnings/(deficit) on a tax basis were as follows: Undistributed ordinary income ........................... $ 85,289 Accumulated capital and other losses .................... (2,138,147)(a) Unrealized appreciation/(depreciation) .................. 2,587,919(b) ----------- Total accumulated earnings/(deficit) .................... $ 535,061 =========== (a) On July 31, 2003, the Fund had a net capital loss carryforward for federal income tax purposes of $1,733,828 of which $138,490 expires in the year 2007, $12,025 expires in the year 2009, $671,116 expires in the year 2010 and $912,197 expires in the year 2011. To the extent future capital gains are offset by capital loss carryforwards, such gains will not be distributed. Net capital losses incurred after October 31, and within the taxable year are deemed to arise on the first business day of the Fund's next taxable year. For the year ended July 31, 2003, the Fund deferred to August 1, 2003, post October capital losses of $404,319. (b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax deferral of losses on wash sales and the tax mark to market on passive foreign investment companies. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 19 Notes to Financial Statements - -------------------------------------------------------------------------------- During the current fiscal year, permanent differences, primarily due to foreign currency gains, resulted in a net increase in undistributed net investment income and a corresponding increase in accumulated net realized loss on investment and foreign currency transactions. This reclassification had no effect on net assets. NOTE I Subsequent Events Alliance Capital Management L.P., ("Alliance Capital") the Fund's Adviser, has been contacted by the Office of the New York State Attorney General ("NYAG") and the United States Securities and Exchange Commission ("SEC") in connection with their investigation of practices in the mutual fund industry identified as "market timing" and "late trading" of mutual fund shares. Alliance Capital has been providing full cooperation with respect to these investigations. Based on the preliminary results of its own ongoing internal investigation concerning mutual fund transactions, Alliance Capital has identified conflicts of interest in connection with certain market timing transactions. In this regard, Alliance Capital has suspended two of its employees, neither of which was a portfolio manager or officer of the Fund. Alliance Capital continues to review the facts and circumstances relevant to the SEC's and NYAG's investigations, including whether third parties may have engaged in illegal late trading in the Funds and whether any of its employees knowingly facilitated such late trading. Consistent with the best interests of the Fund and its shareholders, Alliance Capital intends to vigorously pursue its rights, and the rights of the Fund and its shareholders, if it is determined that such trading occurred. At the present time, management of Alliance Capital is unable to estimate the impact, if any, that the outcome of these investigations may have on the Fund or Alliance Capital's results of operations or financial condition. Alliance Capital also announced that its Board of Directors authorized a special committee, comprised of the members of Alliance Capital's Audit Committee and the other independent member of the Board, to direct and oversee a comprehensive review of the facts and circumstances relevant to the SEC's and the NYAG's investigations. On October 2, 2003, a class action complaint entitled Hindo et al. v. AllianceBernstein Growth & Income Fund et al. (the "Hindo Complaint"), was filed in federal district court in the Southern District of New York against Alliance Capital Management Holding L.P.; Alliance Capital; Alliance Capital Management Corporation (collectively, the "Alliance Capital defendants"); certain of the AllianceBernstein Mutual Funds, including the Fund, AXA Financial, Inc.; Gerald Malone; Charles Schaffran; Edward J. Stern; Canary Capital Partners, LLC; Canary Investment Management LLC; Canary Capital Partners, Ltd.; and other unnamed defendants. The action, which is brought on behalf of a putative class of all persons who purchased shares in one or more of the defen- - -------------------------------------------------------------------------------- 20 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Notes to Financial Statements - -------------------------------------------------------------------------------- dant mutual funds between October 2, 1998 and September 29, 2003, alleges violations of the Securities Act of 1933, the Securities Exchange Act of 1934 and the Investment Advisors Act of 1940. The principal allegations of the Hindo Complaint are that the Alliance Capital defendants entered into agreements under which certain named and unnamed parties were permitted to engage in late trading and market timing transactions in the defendant funds. According to the Complaint, these agreements were fraudulent and a breach of fiduciary duty to fund shareholders. In addition, plaintiffs allege that the prospectuses for the named AllianceBernstein mutual funds were false and misleading because they: (i) failed to disclose the existence of these late trading and market timing agreements; and (ii) represented that fund shareholders would be safeguarded against the effects of such agreements. Plaintiffs seek unspecified damages, the rescission of plaintiffs' contracts with Alliance Capital, and recovery of any fees paid in connection therewith. Alliance Capital is evaluating the claims in the Hindo Complaint and intends to vigorously defend against them. At the present time, management of Alliance Capital is unable to estimate the impact, if any, that the outcome of this action may have on the Fund or on Alliance Capital's results of operations or financial condition. On October 8, 2003, a similar complaint was filed in federal district court in the Eastern District of New York in which all AllianceBernstein Funds are named as nominal defendants. Alliance Capital understands that additional lawsuits that are similar to these lawsuits have been filed, and believes that others may be filed, against Alliance Capital defendants and related parties. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 21 Financial Highlights - -------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
------------------------------------------------------------------- Class A ------------------------------------------------------------------- Year Ended July 31, ------------------------------------------------------------------- 2003 2002 2001 2000 1999 ------------------------------------------------------------------- Net asset value, beginning of period ................. $ 7.55 $ 8.45 $ 10.34 $ 8.20 $ 4.84 ------------------------------------------------------------------- Income From Investment Operations Net investment income (loss)(a)(b) ................. .04 .09 (.01) (.04) .02 Net realized and unrealized gain (loss) on investment and foreign currency transactions ........................ 1.32 (.99) (1.88) 2.18 3.34 ------------------------------------------------------------------- Net increase (decrease) in net asset value from operations .......................... 1.36 (.90) (1.89) 2.14 3.36 ------------------------------------------------------------------- Less: Dividends Dividends from net investment income ............... (.09) -0- -0- -0- -0- ------------------------------------------------------------------- Net asset value, end of period ....................... $ 8.82 $ 7.55 $ 8.45 $ 10.34 $ 8.20 =================================================================== Total Return Total investment return based on net asset value(c) ............... 18.35% (10.65)% (18.28)% 26.10% 69.42% Ratios/Supplemental Data Net assets, end of period (000's omitted) ..................... $ 3,958 $ 2,253 $ 2,039 $ 2,471 $ 1,011 Ratio to average net assets of: Expenses, net of waivers/ reimbursements .................... 2.50% 2.50% 2.51%(d) 2.52%(d) 2.52%(d) Expenses, before waivers/ reimbursements .................... 9.24% 10.82% 9.50% 9.92% 19.68% Net investment income (loss)(b) .................... .58% 1.18% (.09)% (.42)% .36% Portfolio turnover rate ................ 102% 63% 64% 158% 94%
See footnote summary on page 25. - -------------------------------------------------------------------------------- 22 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Financial Highlights - -------------------------------------------------------------------------------- Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
------------------------------------------------------------------- Class B ------------------------------------------------------------------- Year Ended July 31, ------------------------------------------------------------------- 2003 2002 2001 2000 1999 ------------------------------------------------------------------- Net asset value, beginning of period ................. $ 7.30 $ 8.21 $ 10.13 $ 8.12 $ 4.82 ------------------------------------------------------------------- Income From Investment Operations Net investment income (loss)(a)(b) ................. (.01) .03 (.07) (.11) (.01) Net realized and unrealized gain (loss) on investment and foreign currency transactions ........................ 1.27 (.94) (1.85) 2.12 3.31 ------------------------------------------------------------------- Net increase (decrease) in net asset value from operations .......................... 1.26 (.91) (1.92) 2.01 3.30 ------------------------------------------------------------------- Less: Dividends Dividends from net investment income ............... (.04) -0- -0- -0- -0- ------------------------------------------------------------------- Net asset value, end of period ....................... $ 8.52 $ 7.30 $ 8.21 $ 10.13 $ 8.12 =================================================================== Total Return Total investment return based on net asset value(c) ............... 17.32% (11.08)% (18.95)% 24.75% 68.46% Ratios/Supplemental Data Net assets, end of period (000's omitted) ..................... $ 4,632 $ 3,266 $ 3,234 $ 4,047 $ 1,902 Ratio to average net assets of: Expenses, net of waivers/ reimbursements .................... 3.20% 3.20% 3.21%(d) 3.22%(d) 3.22%(d) Expenses, before waivers/ reimbursements .................... 9.98% 11.56% 10.28% 10.72% 20.22% Net investment income (loss)(b) .................... (.11)% .41% (.81)% (1.13)% (.22)% Portfolio turnover rate ................ 102% 63% 64% 158% 94%
See footnote summary on page 25. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 23 Financial Highlights - -------------------------------------------------------------------------------- Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
------------------------------------------------------------------- Class C ------------------------------------------------------------------- Year Ended July 31, ------------------------------------------------------------------- 2003 2002 2001 2000 1999 ------------------------------------------------------------------- Net asset value, beginning of period ................. $ 7.30 $ 8.21 $ 10.13 $ 8.11 $ 4.82 ------------------------------------------------------------------- Income From Investment Operations Net investment income (loss)(a)(b) ................. (.01) .04 (.08) (.13) (.03) Net realized and unrealized gain (loss) on investment and foreign currency transactions ........................ 1.25 (.95) (1.84) 2.15 3.32 ------------------------------------------------------------------- Net increase (decrease) in net asset value from operations .......................... 1.24 (.91) (1.92) 2.02 3.29 ------------------------------------------------------------------- Less: Dividends Dividends from net investment income ............... (.04) -0- -0- -0- -0- ------------------------------------------------------------------- Net asset value, end of period ....................... $ 8.50 $ 7.30 $ 8.21 $ 10.13 $ 8.11 =================================================================== Total Return Total investment return based on net asset value(c) ............... 17.05% (11.08)% (18.95)% 24.91% 68.26% Ratios/Supplemental Data Net assets, end of period (000's omitted) ..................... $ 4,856 $ 1,302 $ 877 $ 1,372 $ 162 Ratio to average net assets of: Expenses, net of waivers/ reimbursements .................... 3.20% 3.20% 3.21%(d) 3.22%(d) 3.22%(d) Expenses, before waivers/ reimbursements .................... 10.19% 11.28% 10.13% 10.01% 20.41% Net investment income (loss)(b) .................... (.15)% .50% (.84)% (1.31)% (.49)% Portfolio turnover rate ................ 102% 63% 64% 158% 94%
See footnote summary on page 25. - -------------------------------------------------------------------------------- 24 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Financial Highlights - -------------------------------------------------------------------------------- Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
------------------------------------------------------------------- Advisor Class ------------------------------------------------------------------- Year Ended July 31, ------------------------------------------------------------------- 2003 2002 2001 2000 1999 ------------------------------------------------------------------- Net asset value, beginning of period ................. $ 7.66 $ 8.53 $ 10.41 $ 8.24 $ 4.85 ------------------------------------------------------------------- Income From Investment Operations Net investment income (loss)(a)(b) ........................ .08 .10 .06 (.02) .04 Net realized and unrealized gain (loss) on investment and foreign currency transactions ........................ 1.31 (.97) (1.94) 2.19 3.35 ------------------------------------------------------------------- Net increase (decrease) in net asset value from operations .......................... 1.39 (.87) (1.88) 2.17 3.39 ------------------------------------------------------------------- Less: Dividends Dividends from net investment income ............... (.11) -0- -0- -0- -0- ------------------------------------------------------------------- Net asset value, end of period ......... $ 8.94 $ 7.66 $ 8.53 $ 10.41 $ 8.24 =================================================================== Total Return Total investment return based on net asset value(c) ............... 18.55% (10.20)% (18.06)% 26.34% 69.90% Ratios/Supplemental Data Net assets, end of period (000's omitted) ..................... $ 309 $ 196 $ 386 $ 273 $ 161 Ratio to average net assets of: Expenses, net of waivers/ reimbursements .................... 2.20% 2.20% 2.21%(d) 2.22%(d) 2.22%(d) Expenses, before waivers/ reimbursements .................... 8.69% 10.57% 9.35% 9.61% 19.01% Net investment income (loss)(b) .................... 1.14% 1.28% .71% (.15)% .58% Portfolio turnover rate ................ 102% 63% 64% 158% 94%
(a) Based on average shares outstanding (b) Net of expenses waived/reimbursed by the Adviser. (c) Total investment return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividends and distributions at net asset value during the period, and redemption on the last day of the period. Initial sales charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total return does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Total investment return calculated for a period of less than one year is not annualized. (d) Ratios reflect expenses grossed up for expense offset arrangement with the Transfer Agent. For the periods shown below, the net expense ratios were as follows: Year Ended July 31, ----------------------------- 2001 2000 1999 ----------------------------- Class A ......... 2.50% 2.50% 2.50% Class B ......... 3.20% 3.20% 3.20% Class C ......... 3.20% 3.20% 3.20% Advisor Class ... 2.20% 2.20% 2.20% - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 25 Report of Ernst & Young LLP, Independent Auditors - -------------------------------------------------------------------------------- REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS To the Shareholders and Board of Directors of AllianceBernstein Greater China '97 Fund, Inc. We have audited the accompanying statement of assets and liabilities of AllianceBernstein Greater China '97 Fund, Inc., formerly Alliance Greater China '97 Fund, Inc., (the "Fund"), including the portfolio of investments, as of July 31, 2003, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of July 31, 2003, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of AllianceBernstein Greater China '97 Fund, Inc. at July 31, 2003, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States. /s/ Ernst & Young LLP New York, New York September 12, 2003, except for Note I, as to which the date is October 9, 2003 TAX INFORMATION (unaudited) For the fiscal year ended July 31, 2003, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund has no qualified div- idend income, which is taxed at a max- imum rate of 15%. The information and distributions reported herein may differ from the information and distri- butions taxable to the shareholders for the calendar year ending December 31, 2003. Complete information will be computed and reported in conjunction with your 2003 Form 1099-DIV. - -------------------------------------------------------------------------------- 26 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Board of Directors - -------------------------------------------------------------------------------- BOARD OF DIRECTORS John D. Carifa, Chairman and President David H. Dievler(1) William H. Foulk, Jr.(1) Clifford L. Michel(1) Tak-Lung Tsim OFFICERS Matthew W. S. Lee, Senior Vice President Edmund P. Bergan, Jr., Secretary Mark D. Gersten, Treasurer and Chief Financial Officer Vincent S. Noto, Controller Distributor AllianceBernstein Investment Research and Management, Inc. 1345 Avenue of the Americas New York, NY 10105 Custodian Brown Brothers Harriman & Co. 40 Water Street Boston, MA 02109 Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004 Transfer Agent Alliance Global Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free (800) 221-5672 Independent Auditors Ernst & Young LLP 5 Times Square New York, NY 10036 (1) Member of the Audit Committee. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 27 Management of the Fund - -------------------------------------------------------------------------------- MANAGEMENT OF THE FUND Board of Directors Information The business and affairs of the Fund are managed under the direction of the Board of Directors. Certain information concerning the Fund's Directors is set forth below.
PORTFOLIOS IN FUND OTHER NAME, AGE OF DIRECTOR, PRINCIPAL COMPLEX DIRECTORSHIPS ADDRESS OCCUPATION(S) OVERSEEN BY HELD BY (YEARS OF SERVICE*) DURING PAST 5 YEARS DIRECTOR DIRECTOR - ------------------------------------------------------------------------------------------------ INTERESTED DIRECTORS John D. Carifa,**, 58 President, Chief Operating 116 None 1345 Avenue of the Officer and a Director of Americas Alliance Capital Management New York, NY 10105 Corporation ("ACMC"), with (6) which he has been associated since prior to 1998. Tak-Lung Tsim,**, 57 A Principal of T.L. Tsim & 1 Chairman of T.L. Tsim & Associates Associates Limited, a New-Alliance Limited consulting company which he Asset Suite 1001 established in August 1994. Management Century Square Chairman of New-Alliance (Asia) Limited. 1 D'Aguilar St. Asset Management (Asia) Director of Central Hong Kong (6) Limited. Member of Li Po Playmates Chun United World College. Holdings Director of Playmates Holdings Limited. Far Limited. Far Eastern Polychem Eastern Industries and China Medical Polychem Science Limited. Industries and China Medical Science Limited. DISINTERESTED DIRECTORS David H. Dievler,#+, 73 Independent consultant. Until 101 None P.O. Box 167 December 1994, Senior Vice Spring Lake, NJ 07762 President of ACMC responsible (6) for mutual fund administration. Prior to joining ACMC in 1984, Chief Financial Officer of Eberstadt Asset Management since 1968. Prior to that, Senior Manager at Price Waterhouse & Co. Member of American Institute of Certified Public Accountants since 1953.
- -------------------------------------------------------------------------------- 28 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND Management of the Fund - --------------------------------------------------------------------------------
PORTFOLIOS IN FUND OTHER NAME, AGE OF DIRECTOR, PRINCIPAL COMPLEX DIRECTORSHIPS ADDRESS OCCUPATION(S) OVERSEEN BY HELD BY (YEARS OF SERVICE*) DURING PAST 5 YEARS DIRECTOR DIRECTOR - ---------------------------------------------------------------------------------------------------- DISINTERESTED DIRECTORS (continued) William H. Foulk, Jr., #+, 71 Investment Adviser and an 113 None 2 Sound View Drive independent consultant. Suite 100 Formerly Senior Manager Greenwich, CT 06830 of Barrett Associates, Inc., a (6) registered investment adviser, with which he had been associated since prior to 1998. Formerly Deputy Comptroller of the State of New York and, prior thereto, Chief Investment Officer of the New York Bank for Savings. Clifford L. Michel, #+, 64 Senior Counsel of the law firm 97 Placer Dome, 15 St. Bernard's Road of Cahill Gordon & Reindel Inc. Gladstone, NJ 07934 since February 2001 and a (1) partner of that firm for more than 25 years prior thereto. President and Chief Executive Officer of Wenonah Development Company (investments) and a Director of the Placer Dome Inc. (mining).
* There is no stated term of office for the Fund's Directors. ** Mr. Carifa is an "interested director", as defined in the 1940 Act, due to his position as President and Chief Operating Officer of ACMC, the Fund's investment adviser. Mr. Tsim is an "interested director", as defined in the 1940 Act, due to his position as Consultant of T.L. Tsim & Associates Limited. # Member of the Audit Committee. + Member of the Nominating Committee. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 29 Management of the Fund - -------------------------------------------------------------------------------- Officer Information Certain information concerning the Fund's Officers is listed below.
NAME, POSITION(S) PRINCIPAL OCCUPATION ADDRESS,* AND AGE HELD WITH FUND DURING PAST 5 YEARS** - ---------------------------------------------------------------------------------------------- John D. Carifa, 58 Chairman and President See biography above. Matthew W.S. Lee, 40 Senior Vice President Vice President of ACMC**, with which and Chief Investment he has been associated since prior to Officer 1998. Edmund P. Bergan, Jr., 53 Secretary Senior Vice President and General Counsel of AllianceBernstein Investment Research and Management, Inc. ("ABIRM")** and Alliance Global Investor Services Inc. ("AGIS")**, with which he has been associated since prior to 1998. Mark D. Gersten, 52 Treasurer and Chief Senior Vice President of AGIS** and Financial Officer Vice President of ABIRM**, with which he has been associated since prior to 1998. Vincent S. Noto, 38 Controller Vice President of AGIS**, with which he has been associated since prior to 1998.
* The address for each of the Fund's Officers is 1345 Avenue of the Americas, New York, NY 10105. ** ACMC, ABIRM and AGIS are affiliates of the Fund. The Fund's Statement of Additional Information ("SAI") has additional information about the Fund's Directors and Officers and is available without charge upon request. Contact your financial representative or Alliance Capital at 1-800-227-4618 for a free prospectus or SAI. - -------------------------------------------------------------------------------- 30 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND AllianceBernstein Family of Funds - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN FAMILY OF FUNDS Wealth Strategies Funds Balanced Wealth Strategy Wealth Appreciation Wealth Preservation Tax-Managed Balanced Wealth Strategy Tax-Managed Wealth Appreciation Tax-Managed Wealth Preservation U.S. Growth Funds Growth Fund Health Care Fund Mid-Cap Growth Fund Premier Growth Fund Quasar Fund Select Investor Series Biotechnology Portfolio Select Investor Series Premier Portfolio Select Investor Series Technology Portfolio Technology Fund U.S. Value Funds Balanced Shares Disciplined Value Fund Growth & Income Fund Real Estate Investment Fund Small Cap Value Fund Utility Income Fund Value Fund Blended Style Series U.S. Large Cap Portfolio Global & International Growth Funds All-Asia Investment Fund Global Small Cap Fund Greater China '97 Fund International Premier Growth Fund New Europe Fund Worldwide Privatization Fund Global & International Value Funds Global Value Fund International Value Fund Bond Funds Americas Government Income Trust Corporate Bond Portfolio Emerging Market Debt Fund Global Strategic Income Trust High Yield Fund Multi-Market Strategy Trust Quality Bond Portfolio U.S. Government Portfolio Municipal Income Funds Intermediate California Intermediate Diversified Intermediate New York Arizona California Insured California Insured National Florida Massachusetts Michigan Minnesota National New Jersey New York Ohio Pennsylvania Virginia Closed-End Funds All-Market Advantage Fund ACM Income Fund ACM Government Opportunity Fund ACM Managed Dollar Income Fund ACM Managed Income Fund ACM Municipal Securities Income Fund California Municipal Income Fund National Municipal Income Fund New York Municipal Income Fund The Spain Fund World Dollar Government Fund World Dollar Government Fund II AllianceBernstein also offers AllianceBernstein Exchange Reserves, which serves as the money market fund exchange vehicle for the AllianceBernstein mutual funds. To obtain a prospectus for any AllianceBernstein fund, call your investment professional, or call AllianceBernstein at (800) 227-4618 or visit our web site at www.alliancebernstein.com. - -------------------------------------------------------------------------------- ALLIANCEBERNSTEIN GREATER CHINA '97 FUND o 31 NOTES - -------------------------------------------------------------------------------- 32 o ALLIANCEBERNSTEIN GREATER CHINA '97 FUND ALLIANCEBERNSTEIN GREATER CHINA '97 FUND 1345 Avenue of the Americas New York, NY 10105 (800) 221-5672 [LOGO] AllianceBernstein(SM) Investment Research and Management (SM) This service mark used under license from the owner, Alliance Capital Management L.P. GCFAR0703 ITEM 2. CODE OF ETHICS. (a) The registrant has adopted a code of ethics that applies to its principal executive officer, principal financial officer and principal accounting officer. A copy of the registrant's code of ethics is filed herewith as Exhibit 10(a)(1). (b) During the period covered by this report, no amendments were made to the provisions of the code of ethics adopted in 2(a) above. (c) During the period covered by this report, no implicit or explicit waivers to the provisions of the code of ethics adopted in 2(a) above were granted. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The registrant's Board of Directors has determined that independent directors Messrs. David H. Dievler and William H. Foulk qualify as audit committee financial experts. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Form N-CSR disclosure requirement not yet effective with respect to the registrant. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable to the registrant. ITEM 6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to the registrant. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (a) The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940, as amended) are effective at the reasonable assurance level based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this document. (b) There were no significant changes in the registrant's internal controls that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. ITEM 10. EXHIBITS. The following exhibits are attached to this Form N-CSR: Exhibit No. DESCRIPTION OF EXHIBIT 10 (a) (1) Code of ethics that is subject to the disclosure of Item 2 hereof 10 (b) (1) Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 10 (b) (2) Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 10 (c) Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant): AllianceBernstein Greater China '97 Fund, Inc. By: /s/John D. Carifa --------------------------------- John D. Carifa President Date: October 9, 2003 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/John D. Carifa --------------------------------- John D. Carifa President Date: October 9, 2003 By: /s/Mark D. Gersten ------------------------------- Mark D. Gersten Treasurer and Chief Financial Officer Date: October 9, 2003 EX-99.CODE ETH 3 edg9361-ethics.txt Exhibit 10(a)(1) CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS I. Covered Officers/Purpose of the Code The AllianceBernstein Mutual Fund Complex's code of ethics (this "Code") for the investment companies within the complex (collectively, the "Funds" and each, a "Company") applies to each Company's Principal Executive Officer, Principal Financial and Accounting Officer and Controller (the "Covered Officers," each of whom is set forth in Exhibit A) for the purpose of promoting: o honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships; o full, fair, accurate, timely and understandable disclosure in reports and documents that a registrant files with, or submits to, the Securities and Exchange Commission ("SEC") and in other public communications made by the Company; o compliance with applicable laws and governmental rules and regulations; o the prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and o accountability for adherence to the Code. Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. II. Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest Overview. A "conflict of interest" occurs when a Covered Officer's private interest interferes with the interests of, or his service to, the Company. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Company. For the purposes of this Code, members of the Covered Officer's family include his or her spouse, children, stepchildren, financial dependents, parents and stepparents. Certain conflicts of interest arise out of the relationships between Covered Officers and the Company and already are subject to conflict of interest provisions in the Investment Company Act of 1940 ("Investment Company Act") and the Investment Advisers Act of 1940 ("Investment Advisers Act"). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Company because of their status as "affiliated persons" of the Company. The Company's and the investment adviser's compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code. Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the Company and the investment adviser of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Company or for the adviser, or for both), be involved in establishing policies and implementing decisions that will have different effects on the adviser and the Company. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Company and the adviser and is consistent with the performance by the Covered Officers of their duties as officers of the Company. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the Company's Board of Directors or Trustees (the "Directors") that the Covered Officers may also be officers or employees of one or more of the other Funds or of other investment companies covered by this or other codes. Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the Company. Each Covered Officer must: o not use his personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Company whereby the Covered Officer would benefit personally to the detriment of the Company; o not cause the Company to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit of the Company; o not use material non-public knowledge of portfolio transactions made or contemplated for the Company to trade personally or cause others to trade personally in contemplation of the market effect of such transactions; There are some conflict of interest situations, whether involving a Covered Officer directly or a member of his family, that should always be discussed with the General Counsel of AllianceBernstein Investment Research and Management, Inc.(the "General Counsel"), if material. Examples of these include: o service as a director on the board of directors or trustees of any public or private company (other than a not-for-profit organization); o the receipt of any non-nominal gifts; o the receipt of any entertainment from any company with which the Company has current or prospective business dealings unless such entertainment is business-related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety; o any ownership interest in, or any consulting or employment relationship with, any of the Company's service providers, other than its investment adviser, principal underwriter, administrator or any affiliated person thereof; o a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Company for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer's employment, such as compensation or equity ownership. III. Disclosure and Compliance o Each Covered Officer should familiarize himself with the disclosure requirements and disclosure controls and procedures generally applicable to the Company; o each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Company to others, whether within or outside the Company, including to the Company's directors and auditors, and to governmental regulators and self-regulatory organizations; o each Covered Officer should, to the extent appropriate within his area of responsibility, consult with other officers and employees of the Funds and the adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Funds file with, or submit to, the SEC and in other public communications made by the Funds; and o it is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations. IV. Reporting and Accountability Each Covered Officer must: o upon adoption of the Code (or thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the General Counsel that he has received, read, and understands the Code; o annually thereafter affirm to the General Counsel that he has complied with the requirements of the Code; o complete at least annually a questionnaire relating to affiliations or other relationships that may give rise to conflicts of interest; o not retaliate against any other Covered Officer or any employee of the Company or their affiliated persons for reports of potential violations that are made in good faith; and o notify the General Counsel promptly if he knows of any violation of this Code. Failure to do so is itself a violation of this Code. The General Counsel is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. However, waivers sought by a Covered Officer will be considered by the Company's Audit Committee (the "Committee"). The Company will follow these procedures in investigating and enforcing this Code: o the General Counsel will take all appropriate action to investigate any potential violations reported to him; o if, after such investigation, the General Counsel believes that no material violation has occurred, the General Counsel is not required to take any further action; o any matter that the General Counsel believes is a material violation will be reported to the Committee; o if the Committee concurs that a material violation has occurred, it will inform and make a recommendation to the Directors, who will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer; o the Committee will be responsible for granting waivers, as appropriate; and o any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules. V. Other Policies and Procedures This Code shall be the sole code of ethics adopted by the Company for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Company, the Company's adviser, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, it is understood that this Code is in all respects separate and apart from, and operates independently of, any such policies and procedures. In particular, the Company's and its investment adviser's and principal underwriter's codes of ethics under Rule 17j-l under the Investment Company Act are separate requirements applying to the Covered Officers and others, and are not part of this Code. VI. Amendments Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the Directors, including a majority of independent directors. VII. Confidentiality All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Directors, the investment adviser, their counsel, counsel to the Company and, if deemed appropriate by the Directors of the Company, to the Directors of the other Funds. VIII. Internal Use The Code is intended solely for internal use by the Funds and does not constitute an admission, by or on behalf of any Company, as to any fact, circumstance, or legal conclusion. Date: July 22, 2003 Exhibit A Persons Covered by this Code of Ethics John Carifa, Principal Executive Officer Mark Gersten, Principal Financial and Accounting Officer Vince Noto, Controller EX-99.CERT 4 edg9361-ex10b_302.txt Exhibit 10(b)(1) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, John D. Carifa, certify that: 1. I have reviewed this report on Form N-CSR (the "Report") of AllianceBernstein Greater China '97 Fund, Inc. (the "Fund"); 2. Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report; 3. Based on my knowledge, the financial statements and other financial information included in this Report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Fund as of, and for, the periods presented in this Report; 4. The Fund's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) for the Fund and have: a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Fund, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Report is being prepared; b) evaluated the effectiveness of the Fund's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this Report based on such evaluation; and c) disclosed in this Report any change in the Fund's internal control over financial reporting that occurred during the Fund's most recent fiscal half-year [or second fiscal half-year in the case of an annual report] that has materially affected, or is reasonably likely to materially affect, the Fund's internal control over financial reporting; and 5. The Fund's other certifying officer and I have disclosed to the Fund's auditors and the audit committee of the Fund's board of directors: a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Fund's ability to record, process, summarize, and report financial information; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Fund's internal controls. Date: October 9, 2003 /s/ John D. Carifa ----------------------- John D. Carifa Chairman and President Exhibit 10(b)(2) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER I, Mark D. Gersten, certify that: 1. I have reviewed this report on Form N-CSR (the "Report") of AllianceBernstein Greater China '97 Fund, Inc.(the "Fund"); 2. Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Report; 3. Based on my knowledge, the financial statements and other financial information included in this Report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the Fund as of, and for, the periods presented in this Report; 4. The Fund's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) for the Fund and have: a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Fund, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Report is being prepared; b) evaluated the effectiveness of the Fund's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this Report based on such evaluation; and c) disclosed in this Report any change in the Fund's internal control over financial reporting that occurred during the Fund's most recent fiscal half-year [or second fiscal half-year in the case of an annual report] that has materially affected, or is reasonably likely to materially affect, the Fund's internal control over financial reporting; and 5. The Fund's other certifying officer and I have disclosed to the Fund's auditors and the audit committee of the Fund's board of directors: a) all significant deficiencies in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Fund's ability to record, process, summarize, and report financial information; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Fund's internal controls. Date: October 9, 2003 /s/ Mark D. Gersten ----------------------- Mark D. Gersten Treasurer and Chief Financial Officer EX-99.906 CERT 5 edg9361-ex10c_906.txt Exhibit 10(c) CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT Pursuant to 18 U.S.C. 1350, each of the undersigned, being the Principal Executive Officer and Principal Financial Officer of AllianceBernstein Greater China '97 Fund, Inc.(the "Registrant"), hereby certifies that the Registrant's report on Form N-CSR for the period ended July 31, 2003 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. Date: October 9, 2003 By: /s/ John D. Carifa ----------------------- John D. Carifa Chairman and President By: /s/ Mark D. Gersten ----------------------- Mark D. Gersten Treasurer and Chief Financial Officer This certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and is not being filed as part of the Report or as a separate disclosure document. A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request. -----END PRIVACY-ENHANCED MESSAGE-----