ex99_01.htm

“The fourth quarter proved to be a difficult finish to a challenging 2011 for our firm,” said Peter S. Kraus, Chairman and Chief Executive Officer. “The year was characterized by global market volatility, which caused risk aversion on the part of equity investors. While markets partially rebounded from prior lows in the fourth quarter, trading activity declined sharply. With ongoing investment underperformance in our largest equity services, we experienced further client redemptions, and ended 2011 with lower assets and a decline in revenues.”

Financial Results		4Q 2011			3Q 2011		4Q 2011 vs 3Q 2011				4Q 2010		4Q 2011 vs 4 Q 2010
($ millions except per Unit amounts)

AllianceBernstein L.P.

GAAP basis:

Net Revenues	$	625		$	642			(3	%)	$	778			(20	%)

Operating (Loss) Income	$	(540	)	$	78			n/m		$	154			n/m

Operating Margin, excl. non-controlling interests		n/m			15.0	%					18.8	%

Adjusted basis: (1)

Net Revenues (2)	$	528		$	602			(12	%)	$	652			(19	%)

Operating Income (3)	$	37		$	107			(65	%)	$	139			(74	%)

Operating Margin		7.0	%		17.7	%					21.3	%

AllianceBernstein Holding L.P.

GAAP Diluted Net (Loss) Income per Unit	$	(1.97	)	$	0.26			n/m		$	0.42			n/m

Distribution per Unit	$	0.12		$	0.26			(54	%)	$	0.42			(71	%)

Adjusted Diluted Net Income per Unit (1)	$	0.07		$	0.30			(77	%)	$	0.40			(83	%)

(1) See pages 8-11 for reconciliations of GAAP Financial Results to Adjusted Financial Results.

(2) Adjusted net revenues exclude investment gains and losses, and dividends and interest on deferred compensation-related investments, and 90% of the investment gains and losses of our consolidated venture capital fund attributable to non-controlling interests. In addition, adjusted net revenues offset distribution-related payments to third parties as well as amortization of deferred sales commissions against distribution revenues. They also exclude reimbursements of pass-through expenses (primarily through our transfer agent) that are recorded as fees in revenues.

(3) Adjusted operating income represents operating income on a GAAP basis excluding (1) the impact on net revenues and compensation expense of the mark-to-market gains and losses (as well as the dividends and interest) associated with employee deferred compensation-related investments, (2) deferred compensation charges, (3) real estate charges, (4) insurance proceeds, and (5) the net loss or income of consolidated entities attributable to non-controlling interests.

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Kraus continued: “Despite the many challenges we faced, I’m proud of the progress we made in our long-term strategy of improving investment performance, innovating with new client offerings, diversifying our business and addressing our cost structure. In fixed income, we extended our outperformance – more than 85% of our assets are in products that beat their benchmarks on a three-year basis – and attracted billions in net new assets. During the year we introduced a number of new products across our channels. Several, including an emerging markets debt and equity product and a Chinese currency-linked offering, have already earned industry awards for innovation and performed well since inception. We delivered on our goal to reduce volatility without sacrificing returns in Private Client portfolios with our Dynamic Asset Allocation strategy. We recently partnered with our first client in Secure Retirement Strategies – a multi-insurer-backed guaranteed income product we were the first to introduce in the defined contribution industry. Our sell-side business grew and gained share in both Asia and Europe. And we have managed deferred compensation, operations servicing and real estate expenses in ways that position our firm for better financial results over the long term. Our achievements in 2011 attest to the strength and talent of our people and I appreciate the contribution of each and every one of them in such trying times.”

Net outflows in the Institutions channel were $7.9 billion, compared to net outflows of $9.0 billion in the third quarter of 2011. Institutions gross sales increased 165% sequentially from $2.3 billion to $6.1 billion during the fourth quarter of 2011. The pipeline of awarded but unfunded institutional mandates decreased from $7.0 billion to $4.3 billion at December 31, 2011, the result of several large Customized Retirement Strategies mandates funding during the quarter. The Retail channel experienced net outflows of $3.8 billion, compared to net outflows of $4.4 billion in the third quarter. Retail gross sales decreased 3% sequentially from $7.3 billion to $7.1 billion during the fourth quarter. In the Private Client channel, net outflows decreased 25% sequentially to $1.5 billion from the prior quarter’s $2.0 billion. Private Client gross sales were flat sequentially at $1.7 billion.

Net revenues of $625 million declined 20% compared to the fourth quarter of 2010. Lower base fees were the largest factor in the decline, driven both by lower overall assets and the fact that Private Client fees for the fourth quarter were based on third-quarter-end assets, which reflected significant market declines. Performance fees were lower as well. The Company had current quarter losses compared to prior-year quarter gains on seed money investments and lower gains on deferred compensation investments. Bernstein Research Services revenues were also down. Sequentially, firm net revenues decreased 3% from the third quarter of 2011. The most significant drivers of this decline were lower base advisory fees and a decline in Bernstein Research Services revenues, partially offset by current quarter gains on deferred compensation investments compared to prior quarter losses and higher performance fees. Bernstein Research Services revenues declined 14% from the fourth quarter of 2010 and 22% from the third quarter of 2011, on extremely low global transaction volumes.

During the quarter, the Company recorded a $587 million one-time, non-cash charge for all unrecognized deferred incentive compensation on outstanding awards from prior years. Operating expenses, including the charge, were $1.2 billion for the fourth quarter, a year-over-year increase of 87%. In addition, the Company recorded 100% of the expense associated with its 2011 deferred incentive compensation awards of $159.9 million. General and administrative costs also increased year-over-year, driven by higher professional fees and international transaction costs. These were partially offset by a decrease in promotion and servicing expense. Operating expenses increased by 107% sequentially, largely driven by the fourth quarter’s deferred incentive compensation non-cash charge. Promotion and servicing expenses were down 3% sequentially, due to lower distribution plan payments and lower trade execution and clearance fees in a time of depressed transaction volumes. G&A expenses excluding real estate charges increased 8% sequentially, primarily due to the absence of a prior quarter insurance settlement.

The Company reported an operating loss of $540 million for the fourth quarter of 2011 compared to operating income of $154 million and an operating margin of 18.8% for the fourth quarter of 2010. Sequentially, the quarter’s operating loss compares to the third quarter’s operating income of $78 million and operating margin of 15.0%. The diluted net loss per Unit for the fourth quarter was $(1.97) compared to diluted net income per Unit of $0.42 for the fourth quarter of 2010 and $0.26 for the third quarter of 2011. The cash distribution per Unit for the publicly-traded partnership was $0.12 for the fourth quarter of 2011, and excludes the non-cash deferred incentive compensation charge recorded during the quarter as part of GAAP operating results.

Adjusted operating income decreased $102 million, or 74%, from the fourth quarter of 2010, to $37 million, and the adjusted operating margin decreased to 7.0% from 21.3%. Compared to the third quarter of 2011, adjusted operating income decreased 65% from $107 million and the adjusted operating margin decreased from 17.7%. For both periods, the declines in operating income and margin were primarily due to lower revenues and an increase in the ratio of compensation expenses to revenues. Adjusted diluted net income per Unit for the publicly-traded partnership decreased to $0.07 from $0.40 in the fourth quarter of 2010 and decreased from $0.30 sequentially.

AllianceBernstein engages in open-market purchases of Holding Units to help fund anticipated obligations under its incentive compensation award program and for other corporate purposes. In addition, AllianceBernstein purchases Holding Units from employees to allow them to fulfill statutory tax requirements at the time of distribution of long-term incentive compensation awards. During the third and fourth quarters of 2011, AllianceBernstein adopted a plan to repurchase Holding Units pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The amount of Holding Units AllianceBernstein buys each quarter is subject to SEC regulations, the terms of the 10b5-1 plan and the trading volume of Holding Units on the New York Stock Exchange. During fourth quarter and full year 2011, AllianceBernstein purchased 5.8 million Holding Units and 13.5 million Holding Units for $75.2 million and $220.8 million, respectively. These amounts reflect open-market purchases of 3.5 million Holding Units and 11.1 million Holding Units for $47.9 million and $192.1 million, respectively, with the remainder primarily relating to employee tax withholding purchases, offset by Holding Units purchased by employees as part of a distribution reinvestment election.

A replay of the webcast will be made available beginning approximately one hour after the conclusion of the conference call and will be available on AllianceBernstein’s website for one week. An audio replay of the conference call will also be available for one week. To access the audio replay, please call (855) 859-2056 from the U.S., or outside the U.S. call (404) 537-3406, and provide the conference ID #: 42972366.

●	Download Electronic Copy: Unitholders with internet access can download an electronic version of the report by visiting www.alliancebernstein.com and clicking on “AllianceBernstein 2011 Form 10-K”. The report is also accessible in the “Featured Documents” section of the “Investor & Media Relations” page at www.alliancebernstein.com/investorrelations.
●	Order Hard Copy Electronically or by Phone: Unitholders may also order a hard copy of the report, which is expected to be available for mailing in approximately eight weeks, free of charge. Unitholders with internet access can follow the above instructions to order a hard copy electronically. Unitholders without internet access, or who would prefer to order by phone, can call 800-227-4618.

Certain statements provided by management in this news release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. The most significant of these factors include, but are not limited to, the following: the performance of financial markets, the investment performance of sponsored investment products and separately-managed accounts, general economic conditions, industry trends, future acquisitions, competitive conditions, and current and proposed government regulations, including changes in tax regulations and rates and the manner in which the earnings of publicly-traded partnerships are taxed. AllianceBernstein cautions readers to carefully consider such factors. Further, such forward-looking statements speak only as of the date on which such statements are made; AllianceBernstein undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements. For further information regarding these forward-looking statements and the factors that could cause actual results to differ, see “Risk Factors” and “Cautions Regarding Forward-Looking Statements” in AllianceBernstein’s Form 10-K for the year ended December 31, 2011. Any or all of the forward-looking statements made in this news release, Form 10-K, other documents AllianceBernstein files with or furnishes to the SEC, and any other public statements issued by AllianceBernstein, may turn out to be wrong. It is important to remember that other factors besides those listed in “Risk Factors” and “Cautions Regarding Forward-Looking Statements”, and those listed below, could also adversely affect AllianceBernstein’s financial condition, results of operations and business prospects.

Our confidence that, despite the many challenges our firm experienced during 2011, the actions we are taking will position our firm for improved financial results over the long term: Changes and volatility in political, economic, capital market or industry conditions can result in changes in demand for our products and services or impact the value of our assets under management, all of which may adversely affect our results of operations. The actual performance of the capital markets and other factors beyond our control will affect our investment success for clients and asset flows. Furthermore, improved flows depend on a number of factors, including our ability to deliver consistent, competitive investment performance, which cannot be assured, conditions of financial markets, consultant recommendations, and changes in our clients’ investment preferences, risk tolerances and liquidity needs.

This announcement is intended to be a qualified notice under Treasury Regulation §1.1446-4(b). Please note that 100% of AllianceBernstein Holding’s distributions to foreign investors is attributable to income that is effectively connected with a United States trade or business. Accordingly, AllianceBernstein Holding’s distributions to foreign investors are subject to federal income tax withholding at the highest applicable tax rate, currently 35%.

	Three Months Ended						Twelve Months Ended
$ thousands, unaudited	12/31/11			12/31/10			12/31/11			12/31/10
Revenues:
Base fees	$	415,907		$	514,163		$	1,899,863		$	2,031,162
Performance fees		7,069			9,192			16,556			20,530
Bernstein research services		92,047			106,806			437,414			430,521
Distribution revenues		82,609			89,393			351,621			338,597
Dividend and interest income		6,523			9,039			21,499			22,902
Investment gains (losses)		(3,175	)		21,754			(82,081	)		(1,410	)
Other revenues		24,402			28,047			107,569			109,803
Total revenues		625,382			778,394			2,752,441			2,952,105
Less: Interest expense		404			833			2,550			3,548
Net revenues		624,978			777,561			2,749,891			2,948,557
Expenses:
Employee compensation & benefits
Employee compensation & benefits		298,398			346,454			1,248,497			1,322,221
Deferred compensation charge		587,131			-			587,131			-
Promotion & servicing
Distribution-related payments		73,048			76,411			302,684			286,676
Amortization of deferred sales commissions		8,292			11,349			37,675			47,397
Other		52,621			53,023			217,598			192,096
General & administrative
General & administrative		139,567			130,604			533,578			516,185
Real estate charge		294			116			7,235			101,698
Interest on borrowings		630			623			2,545			2,078
Amortization of intangible assets		5,243			5,230			21,417			21,344
Total expenses		1,165,224			623,810			2,958,360			2,489,695

Operating (loss) income		(540,246	)		153,751			(208,469	)		458,862
Non-operating income		-			-			-			6,760
(Loss) Income before income taxes		(540,246	)		153,751			(208,469	)		465,622
Income taxes		(20,334	)		9,359			3,098			38,523
Net (loss) income		(519,912	)		144,392			(211,567	)		427,099
Net (loss) income of consolidated entities attributable to non-controlling interests		(3,552	)		7,873			(36,799	)		(15,320	)
Net (Loss) Income Attributable to AllianceBernstein Unitholders	$	(516,360	)	$	136,519		$	(174,768	)	$	442,419

Operating margin(1)		n/m			18.8	%		n/m			16.1	%

	Three Months Ended					Twelve Months Ended
$ thousands except per Unit amounts, unaudited	12/31/11			12/31/10		12/31/11			12/31/10
Equity in Net (Loss) Income Attributable to AllianceBernstein Unitholders	$	(193,458	)	$	50,168	$	(65,581	)	$	162,217
Income Taxes		6,005			7,243		27,687			28,059
Net (Loss) Income		(199,463	)		42,925		(93,268	)		134,158

Additional Equity in Earnings of Operating Partnership (1)		-			364		-			1,640
Net (Loss) Income - Diluted	$	(199,463	)	$	43,289	$	(93,268	)	$	135,798
Diluted Net (Loss) Income per Unit	$	(1.97	)	$	0.42	$	(0.90	)	$	1.32
Distribution per Unit	$	0.12		$	0.42	$	1.14		$	1.31

Ending and Average	Three Months Ended
	12/31/11		12/31/10
Ending Assets Under Management	$	405.9	$	478.0
Average Assets Under Management	$	410.9	$	480.2

Three-Month Changes By Distribution Channel
	Institutions			Retail			Private Client			Total
Beginning of Period	$	224.1		$	109.8		$	68.1		$	402.0
Sales/New accounts		6.1			7.1			1.7			14.9
Redemptions/Terminations		(13.0	)		(9.2	)		(3.2	)		(25.4	)
Net Cash Flows		(1.0	)		(1.7	)		-			(2.7	)
Net Flows		(7.9	)		(3.8	)		(1.5	)		(13.2	)
Acquisition(1)		-			0.2			-			0.2
Investment Performance		7.7			6.4			2.8			16.9
End of Period	$	223.9		$	112.6		$	69.4		$	405.9

Three-Month Changes By Investment Service
	Value			Growth			Fixed Income			Other			(3)	Total
Beginning of Period	$	87.0		$	44.8		$	213.5		$	56.7			$	402.0
Sales/New accounts		1.5			1.4			7.8			4.2				14.9
Redemptions/Terminations		(11.1	)		(4.8	)		(9.1	)		(0.4	)			(25.4	)
Net Cash Flows		(2.3	)		(0.8	)		2.0			(1.6	)			(2.7	)
Net Flows		(11.9	)		(4.2	)		0.7			2.2				(13.2	)
Acquisition(1)		-			-			0.2			-				0.2
Investment Performance		5.7			3.6			3.2			4.4				16.9
End of Period(2)	$	80.8		$	44.2		$	217.6		$	63.3			$	405.9

(1) In the fourth quarter 2011, AB acquired Taiwan International Investment Co.

(2) Approximately $44 billion in Blend Strategies AUM are reported in their respective services.

(3) Includes index, structured, asset allocation services and certain other alternative investments.

	Three Months Ended
$ thousands, unaudited	12/31/11			9/30/11			6/30/11			3/31/11			12/31/10			9/30/10

Net Revenues, GAAP basis	$	624,978		$	641,529		$	727,994		$	755,390		$	777,561		$	757,567
Exclude:
Deferred compensation-related investment (gains) losses		(9,386	)		37,840			1,588			(9,740	)		(16,677	)		(36,013	)
Deferred compensation-related dividends and interest		(2,226	)		(982	)		(524	)		(632	)		(3,963	)		(830	)
90% of consolidated venture capital fund investment losses (gains)		3,116			18,306			6,302			8,054			(7,570	)		(2,056	)
Distribution-related payments		(73,048	)		(76,323	)		(78,557	)		(74,756	)		(76,411	)		(72,501	)
Amortization of deferred sales commissions		(8,292	)		(9,186	)		(9,871	)		(10,326	)		(11,349	)		(11,780	)
Pass-through fees & expenses		(7,598	)		(8,894	)		(9,987	)		(8,624	)		(9,762	)		(8,933	)
Adjusted Net Revenues	$	527,544		$	602,290		$	636,945		$	659,366		$	651,829		$	625,454

Operating (Loss) Income, GAAP basis	$	(540,246	)	$	77,716		$	115,626		$	138,435		$	153,751		$	57,480
Exclude:
Deferred compensation-related investment (gains) losses		(9,386	)		37,840			1,588			(9,740	)		(16,677	)		(36,013	)
Deferred compensation-related dividends and interest		(2,226	)		(982	)		(524	)		(632	)		(3,963	)		(830	)
Deferred compensation-related mark-to-market vesting (credit) expense		(2,925	)		(24,302	)		908			6,894			7,358			14,158
Deferred compensation-related dividends and interest expense		806			1,572			1,196			1,480			6,317			731
Deferred compensation charge		587,131			-			-			-			-			-
Net impact of deferred compensation-related items		573,400			14,128			3,168			(1,998	)		(6,965	)		(21,954	)
Real estate charge		294			6,905			18			18			116			89,598
Insurance proceeds		-			(10,691	)		-			-			-			-
Non-GAAP adjustments - subtotal		573,694			10,342			3,186			(1,980	)		(6,849	)		67,644

Net (loss) income of consolidated entities attributable to non-controlling interests		(3,552	)		(18,445	)		(6,756	)		(8,046	)		7,873			2,919
Adjusted Operating Income	$	37,000		$	106,503		$	125,568		$	144,501		$	139,029		$	122,205

Operating Margin, GAAP basis excl. non-controlling interests		n/m			15.0	%		16.8	%		19.4	%		18.8	%		7.2	%

Adjusted Operating Margin		7.0	%		17.7	%		19.7	%		21.9	%		21.3	%		19.5	%

	Three Months Ended
$ thousands except per Unit amounts, unaudited	12/31/11			9/30/11		6/30/11		3/31/11			12/31/10			9/30/10
Diluted Net (Loss) Income, GAAP basis	$	(199,463	)	$	27,003	$	35,653	$	43,923		$	43,289		$	12,384
Impact of AllianceBernstein L.P. non-GAAP adjustments		206,341			3,773		1,162		(722	)		(2,451	)		24,190
Adjusted Diluted Net Income	$	6,878		$	30,776	$	36,815	$	43,201		$	40,838		$	36,574

Diluted Net (Loss) Income per Unit, GAAP basis	$	(1.97	)	$	0.26	$	0.34	$	0.42		$	0.42		$	0.12
Impact of AllianceBernstein L.P. non-GAAP adjustments		2.04			0.04		0.01		(0.01	)		(0.02	)		0.24
Adjusted Diluted Net Income per Unit	$	0.07		$	0.30	$	0.35	$	0.41		$	0.40		$	0.36

	Twelve Months Ended December 31,
$ thousands, unaudited	2011			2010
Net Revenues, GAAP basis	$	2,749,891		$	2,948,557
Exclude:
Deferred compensation-related investment losses (gains)		20,302			(27,053	)
Deferred compensation-related dividends and interest		(4,364	)		(6,513	)
90% of consolidated venture capital fund investment losses		35,778			16,527
Distribution-related payments		(302,684	)		(286,676	)
Amortization of deferred sales commissions		(37,675	)		(47,397	)
Pass-through fees & expenses		(35,103	)		(32,684	)
Adjusted Net Revenues	$	2,426,145		$	2,564,761

Operating (Loss) Income, GAAP basis	$	(208,469	)	$	458,862
Exclude:
Deferred compensation-related investment losses (gains)		20,302			(27,053	)
Deferred compensation-related dividends and interest		(4,364	)		(6,513	)
Deferred compensation-related mark-to-market vesting (credit)		(19,425	)		2,791
Deferred compensation-related dividends and interest expense		5,054			8,540
Deferred compensation charge		587,131			-
Net impact of deferred compensation-related items		588,698			(22,235	)
Real estate charges		7,235			101,698
Insurance proceeds		(10,691	)		-
Non-GAAP adjustments - subtotal		585,242			79,463
Include:
Net (loss) of consolidated entities attributable to non-controlling interests		(36,799	)		(15,320	)
Adjusted Operating Income	$	413,572		$	553,645
Operating Margin, GAAP basis incl. non-controlling interests		n/m			16.1	%
Adjusted Operating Margin		17.0	%		21.6	%

	Twelve Months Ended December 31,
$ thousands except per Unit amounts, unaudited	2011			2010

Net (Loss) Income - Diluted, GAAP basis	$	(93,268	)	$	135,798
Impact of AllianceBernstein L.P. non-GAAP adjustments		210,891			28,378
Net Income - Diluted, as adjusted	$	117,623		$	164,176

Diluted Net (Loss) Income per Unit, GAAP basis	$	(0.90	)	$	1.32
Impact of AllianceBernstein L.P. non-GAAP adjustments		2.04			0.28
Diluted Net Income per Unit, as adjusted	$	1.14		$	1.60

Adjusted net revenues exclude investment gains and losses and dividends and interest on deferred compensation-related investments, and 90% of the investment gains and losses of our consolidated venture capital fund attributable to non-controlling interests. In addition, adjusted net revenues offset distribution-related payments to third parties as well as amortization of deferred sales commissions against distribution revenues. We believe the offset of distribution-related payments from net revenues is useful for our investors and other users of our financial statements because such presentation appropriately reflects the nature of these costs as pass-through payments to third parties who perform functions on behalf of our sponsored mutual funds and/or shareholders of these funds. Amortization of deferred sales commissions is offset against net revenues because such costs, over time, essentially offset distribution revenues earned by the company. Beginning in the first quarter of 2011, we also excluded additional pass-through expenses we incur (primarily through our transfer agent) that are reimbursed and recorded as fees in revenues. These fees have no impact on operating income but they do have an impact on our operating margin. As such, we exclude these fees from adjusted net revenues.

Adjusted operating income represents operating income on a GAAP basis excluding (1) the impact on net revenues and compensation expense of the mark-to-market gains and losses (as well as the dividends and interest) associated with employee deferred compensation-related investments, (2) deferred compensation charges, (3) real estate charges, (4) insurance proceeds, and (5) the net (loss) or income of consolidated entities attributable to non-controlling interests.

Prior to 2009, a large proportion of employee compensation was in the form of deferred awards that were notionally invested in AllianceBernstein investment services and generally vested over a period of four years. AllianceBernstein has economically hedged the exposure to market movements by purchasing and holding these investments on its balance sheet. The full value of the investments’ appreciation (depreciation) is recorded within investment gains and losses on the income statement in the current period. U.S. GAAP requires the appreciation (depreciation) in the compensation liability to be expensed over the award vesting period in proportion to the vested amount of the award as part of compensation expense. This creates a timing difference between the recognition of the compensation expense and the investment gain or loss impacting operating income, which will fluctuate over the life of the award and net to zero at the end of the multi-year vesting period. Although during periods of high market volatility these timing differences have an impact on operating income and operating margin, over the life of the award any impact is ultimately offset. Because these plans are economically hedged, management believes it is useful to reflect the offset ultimately achieved from hedging the investments’ market exposure in the calculation of adjusted operating income, adjusted operating margin and adjusted diluted net income per Holding Unit, which will produce core operating results from period to period. The non-GAAP measures exclude gains and losses and dividends and interest on deferred compensation-related investments included in revenues and compensation expense, thus eliminating the timing differences created by different treatment under U.S. GAAP of the market movement on the expense and the investments. In the fourth quarter of 2011, we implemented changes to our employee long-term incentive compensation award program. This resulted in a one-time, non-cash charge that is not considered part of our core operating results.

Most of the net income or loss of consolidated entities attributable to non-controlling interests relates to the 90% limited partner interests held by third parties in our consolidated venture capital fund. We own a 10% limited partner interest in the fund. Because we are the general partner of the venture capital fund and are deemed to have a controlling interest, U.S. GAAP requires us to consolidate the financial results of the fund. However, recognizing 100% of the gains or losses in operating income while only retaining 10% is not reflective of our underlying financial results at the operating income level. As a result, we are excluding the 90% limited partner interests we do not own from our adjusted operating income. Similarly, net income of joint ventures attributable to non-controlling interests, although not significant, is excluded because it does not reflect the economic interest attributable to AllianceBernstein.

			Weighted Average Units				Weighted Average Units
	Period End		Three Months Ended 12/31/11				Twelve Months Ended 12/31/11
	Units		Basic		Diluted		Basic		Diluted
AllianceBernstein L.P.		277,847,588		277,969,900		277,969,900		278,018,193		278,018,204
AllianceBernstein Holding L.P.		105,173,342		101,420,761		101,420,761		103,287,629		103,287,640

By Client Domicile
	Institutions		Retail		Private Client		Total
U.S. Clients	$	129.6	$	71.5	$	67.8	$	268.9
Non-U.S. Clients		94.3		41.1		1.6		137.0
Total	$	223.9	$	112.6	$	69.4	$	405.9