0000919574-23-002226.txt : 20230417 0000919574-23-002226.hdr.sgml : 20230417 20230320173108 ACCESSION NUMBER: 0000919574-23-002226 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230320 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AB BOND FUND, INC. CENTRAL INDEX KEY: 0000003794 IRS NUMBER: 132754393 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN BOND FUND INC DATE OF NAME CHANGE: 20030319 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE BOND FUND INC DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERNSTEIN SANFORD C FUND II INC CENTRAL INDEX KEY: 0001166729 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERNSTEIN SANFORD C FUND INC CENTRAL INDEX KEY: 0000832808 IRS NUMBER: 133464161 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10153 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND INC CENTRAL INDEX KEY: 0000906013 IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1345 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE WORLD DOLLAR GOVERNMENT FUND II INC DATE OF NAME CHANGE: 19930714 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AB CAP FUND, INC. CENTRAL INDEX KEY: 0000081443 IRS NUMBER: 132625045 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN CAP FUND, INC. DATE OF NAME CHANGE: 20110524 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN CAP FUND,INC DATE OF NAME CHANGE: 20040908 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN SMALL CAP GROWTH FUND INC DATE OF NAME CHANGE: 19931001 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AB PORTFOLIOS CENTRAL INDEX KEY: 0000812015 IRS NUMBER: 000000000 FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCEBERNSTEIN LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCEBERNSTEIN PORTFOLIOS DATE OF NAME CHANGE: 20030319 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE PORTFOLIOS DATE OF NAME CHANGE: 19930812 FORMER COMPANY: FORMER CONFORMED NAME: EQUITABLE FUNDS DATE OF NAME CHANGE: 19920703 CORRESP 1 filename1.htm

AB FUNDS

501 Commerce Street

Nashville, TN 37203

 

March 20, 2023

 

VIA EDGAR CORRESPONDENCE

 

Division of Investment Management

Disclosure Review and Accounting Office

U.S. Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Attention: Melissa McDonough

 

 

Re: In the matter of the SEC Filings set forth in Appendix B hereto

 

Dear Ms. McDonough:

 

Attached as Appendix A are responses to the comments made during your phone conversation with Phyllis Clarke and other representatives of AllianceBernstein L.P. (the "Adviser" or "we") on February 16, 2023.

 

If you have any questions regarding our response, please do not hesitate to call me at 914.259.7740.

 

 

Sincerely,

 

/s/ Joseph Mantineo

Joseph Mantineo

Treasurer and Chief Financial

Officer of each Fund

 

cc:Michael Reyes, Senior Vice President of the Funds
Kyle DiGangi, AllianceBernstein L.P.
Nancy Hay, AllianceBernstein L.P.
Stephen Laffey, AllianceBernstein L.P.
Vince Noto, AllianceBernstein L.P
Jennifer Friedland, AllianceBernstein L.P
Steve Woetzel, AllianceBernstein L.P.
Phyllis Clarke, AllianceBernstein L.P.

 

 

 

 

 

Appendix A

 

Comment #1:

All Funds in Complex (Form N-CSR)

Regarding N-CSR Item 11(b), Controls and Procedures: the Funds refer to “the period”, but the Form calls for the Funds to state, “during the period covered by this report”. Please confirm nothing has changed during the period covered by the reports and adopt the new language going forward.

 

Response #1:

The Adviser confirms there are no changes during the period covered by these reports and will revise the language accordingly in future N-CSR filings.

 

Comment #2:

All Funds in Complex (Form N-CSR)

Regarding N-CSR 30a-2(a) Certification Exhibits, paragraph 4(d): the Funds, refer to stale language for the quarter and should address period covered by the report. Need amended N-CSR certification exhibits to address period that is covered in the report.

 

Response #2:

The Adviser has amended the Form N-CSR filings for all 2022 Annual Reports.

 

Comment #3:

All Funds in Complex (Form N-CSR)

Regarding N-CSR Item 4(e)(2), Principal Accountant Fees and Services: the Form requires a percentage of services approved by the audit committee pursuant to Regulation S-X Rule 2-01 (c)(7)(i)(C) to be disclosed for paragraphs b-d instead of a-c.

 

Response #3:

The Adviser will revise the language accordingly in future Form N-CSR filings.

 

Comment #4:

AB Select US Equity Long/Short Portfolio

The Fund has over 51% investment in AB Government Money Market Portfolio, prior year was around 30% and Semi-Annual around 33%. Current objective states long-term growth of capital. Please describe why such a significant amount is not disclosed within the prospectus investment strategies and risk?

 

Response #4:

The Adviser believes that the prospectus includes appropriate disclosure about the potential for the Fund to hold a significant level of cash and cash equivalents, like the AB Government Money Market Portfolio. The Fund’s 80% investment policy specifically includes “U.S. cash equivalents,” and disclosure elsewhere under “Principal Strategies” refers to the Fund “holding a material level of cash and/or cash equivalents.”

 

Comment #5:

AB Select US Equity Portfolio, AB Select US Equity Long/Short Portfolio, AB Tax-Managed Wealth Appreciation Strategy & AB Tax-Managed All Market Income Portfolio

 

 

 

 

Within the financial highlights a footnote states, “Includes the impact of proceeds received, and credited to the Fund resulted from class action settlements”. Please describe where the class action settlements are in the financials.

 

Response #5:

The Adviser confirms class action settlements are disclosed on the Statement of Operations within Net realized gain (loss) on Investment transactions, pursuant to FASB ASC 946-320-35-21.

 

Comment #6:

AB All Market Total Return Portfolio & AB Tax-Managed All Market Income Portfolio

Please advise whether any unaffiliated investment companies in which these Funds invest have made a distribution of realized gains, and if so, state separately (Reg SX 6.07.7b).

 

Response #6:

The Adviser confirms no distributions of realized gains were made from unaffiliated investment company investments.

 

Comment #7:

AB All Market Total Return Portfolio & AB Sustainable Thematic Balanced Portfolio

It was noted the fee table in the prospectus does not match the financial highlights, please reconcile the financial highlights to the fee table in the prospectus.

 

Response #7:

For Sustainable Thematic Balanced, the prospectus fee table restates the advisory fee to reflect the reduction in the Fund’s effective contractual advisory fee rate from .55% to .50%, effective December 1, 2021. The fee table also restates the fee waiver/expense reimbursements and net expenses to reflect the imposition of expenses caps, effective December 1, 2021 (limiting total expenses annually to 1.00%, 1.75%, .75%, 1.25%, 1.00%, .75%, and .75% for Class A, Class C, Advisor Class, Class R, Class K, Class I and Class Z shares, respectively).

 

The financial highlights reflect the blended advisory fee rate and total expense ratio levels for the fiscal year. The fee table does not reflect the acquired fund fees, addressed in the financial highlights footnotes, as a separate line item since acquired fund fees did not exceed .01% in the wake of investment strategy changes implemented effective December 1, 2021.

 

For All Market Total Return Portfolio, the prospectus fee table reflects acquired fund fees of .02% and a waiver in connection with such acquired fund fees of .01%. The financial highlights do not reflect acquired fund fees directly in the financial highlights table, but do address acquired fund fees and related waivers in the table footnotes.

 

Comment #8:

AB Sustainable Thematic Balanced Portfolio & AB International Strategic Core Portfolio

Both Funds have less than 5 years in the financial highlights, but the opinion addresses 5 years. Please refile the financials with an updated opinion.

 

Response #8:

The Adviser believes the current opinion related to the respective Fund is appropriate. All classes within both Funds present a full 5 years, except for Class Z, which has been in existence for less than 5 years.

 

 

 

 

Comment #9:

Sanford C. Bernstein Fund II, Inc (Intermediate Duration Institutional Portfolio)

Please explain if active and frequent trading is part of the investment strategy, and if so, why is the portfolio turnover risk not included within the prospectus.

 

Response #9:

Active and frequent trading is not part of the Fund’s investment strategy which is why portfolio turnover risk is not mentioned as a principal risk in the prospectus. In this period, the utilization of government-agency-related To Be Announced mortgage positions contributed to the Fund’s turnover rate. The Adviser monitors each Fund’s turnover rate and if it exceeds 200%, will add portfolio turnover risk to the prospectus. Further disclosure regarding portfolio turnover is included in the prospectus in the “Additional Investment Information” section.

 

Comment #10:

Sanford C. Bernstein Fund, Inc (California Municipal Portfolio, Diversified Municipal Portfolio, New York Municipal Portfolio, Short Duration Diversified Municipal Portfolio) & Sanford C. Bernstein Fund II, Inc (Intermediate Duration Institutional Portfolio)

Please explain why there were no proxy voting records on the website.

 

Response #10:

The Adviser confirms there were no proxies voted for the fixed-income Funds.

 

Comment #11a:

Sanford C. Bernstein Fund, Inc (Emerging Markets Portfolio)

Line graph does not assume a $10K investment as the graph shows a $25K investment. Please explain why this does not show a $10K investment.

 

Response #11a:

The Adviser will use an investment of $10K in the line graphs in the Emerging Markets Portfolio’s shareholder reports going forward.

 

Comment #11b:

Sanford C. Bernstein Fund II, Inc (Intermediate Duration Institutional Portfolio)

Line graph assumes a $25K investment. Please explain why this does not align to the prospectus, which shows a $3MM minimum investment.

 

Response #11b:

The Adviser will use the minimum investment of $3MM in the line graphs in the fund’s shareholder reports going forward.

 

Comment #12:

Sanford C. Bernstein Fund, Inc & Bernstein Fund, Inc (Form N-CEN)

Attachment for the N-CEN internal control letter for the Sanford C. Bernstein Fund, Inc. filing also includes letter for Bernstein Fund, Inc. (and includes the Sanford C. Bernstein Fund, Inc letter for the latter Fund filing). Please amend the Form N-CEN to only include the proper control letter for the specific registrant.

 

Response #12:

The Adviser has amended the Form N-CEN filings Sanford C. Bernstein Fund, Inc and Bernstein Fund, Inc.

 

 

 

Appendix B

 

1940 Act File Number Series Name Registrant Name Fiscal Year-End Reviewed
811-02383 AB Limited Duration High Income Portfolio AB BOND FUND, INC. 9/30/2022
811-01716 AB Small Cap Growth Portfolio AB CAP FUND, INC. 7/31/2022
811-01716 AB Select US Equity Portfolio AB CAP FUND, INC. 6/30/2022
811-01716 AB Select US Long/Short Portfolio AB CAP FUND, INC. 6/30/2022
811-01716 AB Concentrated Growth Fund AB CAP FUND, INC. 6/30/2022
811-01716 AB Concentrated International Growth Portfolio AB CAP FUND, INC. 6/30/2022
811-01716 AB Global Core Equity Portfolio AB CAP FUND, INC. 6/30/2022
811-01716 AB International Strategic Core Portfolio AB CAP FUND, INC. 6/30/2022
811-01716 AB FlexFee Large Cap Growth Portfolio AB CAP FUND, INC. 6/30/2022
811-01716 AB Sustainable US Thematic Portfolio AB CAP FUND, INC. 6/30/2022
811-05088 AB Sustainable Thematic Balanced Portfolio AB PORTFOLIOS 8/31/2022
811-05088 AB All Market Total Return Portfolio AB PORTFOLIOS 8/31/2022
811-05088 AB Tax-Managed All Market Income Portfolio AB PORTFOLIOS 8/31/2022
811-05088 AB Wealth Appreciation Strategy AB PORTFOLIOS 8/31/2022
811-05088 AB Tax-Managed Wealth Appreciation Strategy AB PORTFOLIOS 8/31/2022
811-07732 ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND INC ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND INC 3/31/2022
811-21034 Bernstein Intermediate Duration Institutional Portfolio BERNSTEIN SANFORD C FUND II INC 9/30/2022
811-05555 California Municipal Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Short Duration Plus Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Diversified Municipal Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Emerging Markets Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Intermediate Duration Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 New York Municipal Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Short Duration Diversified Municipal Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Overlay A Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Tax-Aware Overlay A Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Overlay B Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Tax-Aware Overlay B Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Tax-Aware Overlay C Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022
811-05555 Tax-Aware Overlay N Portfolio BERNSTEIN SANFORD C FUND INC 9/30/2022