UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-05088

THE AB PORTFOLIOS

(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)

Joseph J. Mantineo

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 221-5672

Date of fiscal year end: July 31, 2019

Date of reporting period: October 31, 2018

ITEM 1. SCHEDULE OF INVESTMENTS.

AB Growth Fund

Portfolio of Investments

October 31, 2018 (unaudited)

Company	Shares		U.S. $ Value
COMMON STOCKS - 93.4%
Consumer Discretionary - 18.8%
Diversified Consumer Services - 3.9%
Bright Horizons Family Solutions, Inc. (a)		148,840	$	17,103,204
Grand Canyon Education, Inc. (a)		155,940		19,445,718
				36,548,922
Hotels, Restaurants & Leisure - 1.2%
Planet Fitness, Inc. (a)		234,600		11,516,514
Internet & Direct Marketing Retail - 3.1%
Booking Holdings, Inc. (a)		11,275		21,135,890
Etsy, Inc. (a)		199,600		8,486,992
				29,622,882
Multiline Retail - 1.5%
Dollar Tree, Inc. (a)		164,050		13,829,415
Specialty Retail - 6.0%
Home Depot, Inc. (The)		151,530		26,651,097
National Vision Holdings, Inc. (a)		210,210		8,709,000
Ulta Salon Cosmetics & Fragrance, Inc. (a)		79,750		21,892,970
				57,253,067
Textiles, Apparel & Luxury Goods - 3.1%
NIKE, Inc.-Class B		397,900		29,858,416
				178,629,216
Information Technology - 18.8%
Communications Equipment - 1.5%
Arista Networks, Inc. (a)		62,190		14,325,467
Electronic Equipment, Instruments & Components - 0.5%
Novanta, Inc. (a)		91,150		5,305,842
IT Services - 8.8%
Fiserv, Inc. (a)		116,180		9,213,074
PayPal Holdings, Inc. (a)		312,130		26,278,224
Twilio, Inc.-Class A (a)		84,640		6,366,621
Visa, Inc.-Class A		299,648		41,306,477
				83,164,396
Semiconductors & Semiconductor Equipment - 3.4%
Semtech Corp. (a)		236,000		10,605,840
Xilinx, Inc.		251,520		21,472,262
				32,078,102
Software - 4.6%
Adobe, Inc. (a)		46,150		11,341,824
Elastic NV (a)		1,725		117,300
Fair Isaac Corp. (a)		35,450		6,831,569
HubSpot, Inc. (a)		51,600		6,999,540
Paycom Software, Inc. (a)		82,500		10,329,000
Splunk, Inc. (a)		28,630		2,858,419
Trade Desk, Inc. (The)-Class A (a)		39,710		4,906,171
				43,383,823
				178,257,630

Company	Shares		U.S. $ Value
Health Care - 18.4%
Biotechnology - 4.9%
Biogen, Inc. (a)		84,804	$	25,803,313
Regeneron Pharmaceuticals, Inc. (a)		37,260		12,640,082
Vertex Pharmaceuticals, Inc. (a)		44,630		7,563,000
				46,006,395
Health Care Equipment & Supplies - 6.6%
Edwards Lifesciences Corp. (a)		140,900		20,796,840
Intuitive Surgical, Inc. (a)		45,123		23,517,205
Nevro Corp. (a)		91,120		4,443,011
Stryker Corp.		83,300		13,512,926
				62,269,982
Health Care Providers & Services - 4.4%
Centene Corp. (a)		89,090		11,610,209
UnitedHealth Group, Inc.		117,080		30,598,858
				42,209,067
Pharmaceuticals - 2.5%
Zoetis, Inc.		262,260		23,642,739
				174,128,183
Communication Services - 13.9%
Entertainment - 2.8%
Activision Blizzard, Inc.		196,520		13,569,706
Electronic Arts, Inc. (a)		146,600		13,337,668
				26,907,374
Interactive Media & Services - 11.1%
Alphabet, Inc.-Class C (a)		67,576		72,763,809
Facebook, Inc.-Class A (a)		213,010		32,332,788
				105,096,597
				132,003,971
Consumer Staples - 10.0%
Beverages - 6.2%
Constellation Brands, Inc.-Class A		111,070		22,128,476
Monster Beverage Corp. (a)		699,118		36,948,386
				59,076,862
Food & Staples Retailing - 3.8%
Costco Wholesale Corp.		157,100		35,917,773
				94,994,635

Company	Shares		U.S. $ Value
Industrials - 9.4%
Building Products - 3.3%
Allegion PLC		158,160	$	13,559,057
AO Smith Corp.		89,100		4,056,723
Lennox International, Inc.		37,290		7,864,088
Trex Co., Inc. (a)		96,310		5,903,803
				31,383,671
Commercial Services & Supplies - 1.2%
Copart, Inc. (a)		237,060		11,594,605
Electrical Equipment - 0.7%
Rockwell Automation, Inc.		39,900		6,572,727
Industrial Conglomerates - 1.1%
Roper Technologies, Inc.		35,660		10,088,214
Machinery - 1.0%
IDEX Corp.		53,440		6,777,261
WABCO Holdings, Inc. (a)		22,930		2,463,828
				9,241,089
Road & Rail - 1.0%
Saia, Inc. (a)		157,670		9,911,136
Trading Companies & Distributors - 1.1%
Fastenal Co.		210,300		10,811,523
				89,602,965
Financials - 2.2%
Capital Markets - 2.2%
MarketAxess Holdings, Inc.		44,490		9,328,218
S&P Global, Inc.		60,980		11,117,874
				20,446,092
Materials - 1.9%
Chemicals - 1.9%
Sherwin-Williams Co. (The)		45,710		17,985,514
Total Common Stocks (cost $652,340,736)				886,048,206
SHORT-TERM INVESTMENTS - 6.0%
Investment Companies - 6.0%
AB Fixed Income Shares, Inc.-Government Money Market Portfolio-Class AB, 2.08% (b)(c)(d) (cost $57,166,204)		57,166,204		57,166,204
Total Investments - 99.4% (cost $709,506,940) (e)				943,214,410
Other assets less liabilities - 0.6%				5,701,481
Net Assets - 100.0%			$	948,915,891

(a) Non-income producing security.

(b) Affiliated investments.

(c) The rate shown represents the 7-day yield as of period end.

(d) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov, or call AB at (800) 227-4618.

(e) As of October 31, 2018, the cost basis of investment securities owned was substantially identical for both book and tax purposes. Gross unrealized appreciation of investments was $243,949,610 and gross unrealized depreciation of investments was $(10,242,140), resulting in net unrealized appreciation of $233,707,470.

Please note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard & Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the broad market.

AB Growth Fund

October 31, 2018 (unaudited)

In accordance with U.S. GAAP regarding fair value measurements, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability (including those valued based on their market values). Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

• Level 1—quoted prices in active markets for identical investments

• Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3—significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since last available prices or based upon underlying company fundamentals and comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, by pricing vendors, such as another publicly traded security, the investment will be classified as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of October 31, 2018:

Investments in Securities:

Level 1

Level 2

Level 3

Total

Assets:

Common Stocks (a)

$

886,048,206

$

– 0

–

$

– 0

–

$

886,048,206

Short-Term Investments

57,166,204

– 0

–

– 0

–

57,166,204

Total Investments in Securities

943,214,410

– 0

–

– 0

–

943,214,410

Other Financial Instruments (b)

– 0

–

– 0

–

– 0

–

– 0

–

Total (c)

$

943,214,410

$

– 0

–

$

– 0

–

$

943,214,410

(a) See Portfolio of Investments for sector classifications.

(b) Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/(depreciation) on the instrument. Other financial instruments may also include swaps with upfront premiums, options written and swaptions written which are valued at market value.

(c) There were no transfers between any levels during the reporting period.

The Fund recognizes all transfers between levels of the fair value hierarchy assuming the financial instruments were transferred at the beginning of the reporting period.

The Adviser established the Valuation Committee (the “Committee”) to oversee the pricing and valuation of all securities held in the Fund. The Committee operates under pricing and valuation policies and procedures established by the Adviser and approved by the Board, including pricing policies which set forth the mechanisms and processes to be employed on a daily basis to implement these policies and procedures. In particular, the pricing policies describe how to determine market quotations for securities and other instruments. The Committee’s responsibilities include: 1) fair value and liquidity determinations (and oversight of any third parties to whom any responsibility for fair value and liquidity determinations is delegated), and 2) regular monitoring of the Adviser’s pricing and valuation policies and procedures and modification or enhancement of these policies and procedures (or recommendation of the modification of these policies and procedures) as the Committee believes appropriate.

The Committee is also responsible for monitoring the implementation of the pricing policies by the Adviser’s Pricing Group (the “Pricing Group”) and any third party which performs certain pricing functions in accordance with the pricing policies. The Pricing Group is responsible for the oversight of the third party on a day-to-day basis. The Committee and the Pricing Group perform a series of activities to provide reasonable assurance of the accuracy of prices including: 1) periodic vendor due diligence meetings, review of methodologies, new developments and process at vendors, 2) daily comparison of security valuation versus prior day for all securities that exceeded established thresholds, and 3) daily review of unpriced, stale, and variance reports with exceptions reviewed by senior management and the Committee.

In addition, several processes outside of the pricing process are used to monitor valuation issues including: 1) performance and performance attribution reports are monitored for anomalous impacts based upon benchmark performance, and 2) portfolio managers review all portfolios for performance and analytics (which are generated using the Adviser’s prices).

A summary of the Fund’s transactions in AB mutual funds for the three months ended October 31, 2018 is as follows:

Fund	Market Value 7/31/18 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market  Value 10/31/18 (000)		Dividend Income (000)
Government Money Market Portfolio	$	76,140	$	63,634	$	82,608	$	57,166	$	389

ITEM 2. 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-3(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 control over financial reporting 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 3. EXHIBITS.

The following exhibits are attached to this Form N-Q:

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
11 (a) (1)	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
11 (a) (2)	Certification of Principal Financial Officer Pursuant to Section 302 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): The AB Portfolios

By:	/s/    Robert M. Keith
	Robert M. Keith
	President
Date:	December 24, 2018

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/    Robert M. Keith
	Robert M. Keith
	President
Date:	December 24, 2018
By:	/s/    Joseph J. Mantineo
	Joseph J. Mantineo
	Treasurer and Chief Financial Officer
Date:	December 24, 2018