SEWARD & KISSEL LLP
                               901 K Street, N.W.
                                   Suite 800
                              Washington, DC 20001

                           Telephone: (202) 737-8833
                           Facsimile: (202) 737-5184
                                 www.sewkis.com


                                                        January 28, 2014


AllianceBernstein Exchange Reserves
1345 Avenue of the Americas
New York, New York 10105

Ladies and Gentlemen:

            We have acted as counsel for AllianceBernstein Exchange Reserves
(the "Trust") in connection with the registration under the Securities Act of
1933, as amended (the "Securities Act"), of an indefinite number of Class A
shares, Class B shares, Class C shares, Advisor Class shares, Class R shares,
Class K shares, and Class I shares representing the beneficial interest in the
AllianceBernstein Exchange Reserves Portfolio of the Trust, par value $.001 per
share (the "Shares") as set forth in the Trust's Agreement and Declaration of
Trust (the "Declaration"). The Trust was formed under Massachusetts law, is a
trust with transferable shares of the type commonly called a "Massachusetts
business trust" and is registered under the Investment Company Act of 1940, as
amended, as an open-end management investment company. This opinion relates to
the Shares of each class of the Trust being registered pursuant to the
Post-Effective Amendment to the Registration Statement on Form N-1A to be filed
with the Securities and Exchange Commission (the "Commission") to become
effective on January 31, 2014, pursuant to paragraph (b) of Rule 485 under the
Securities Act (as so amended, the "Registration Statement") in which this
letter is included as Exhibit (i).

            As counsel for the Trust, we have participated in the preparation of
the Registration Statement. We have examined the Declaration and By-laws of the
Trust and any amendments and supplements thereto and have relied upon such
records of the Trust and such other documents and certificates as to factual
matters as we have deemed to be necessary to render the opinion expressed
herein.

            Based on such examination, and subject to the qualification
concerning possible shareholder liability set forth below, we are of the opinion
that the Shares of the Trust to be offered for sale pursuant to the Registration
Statement are duly authorized, and, when sold, issued and paid for as
contemplated by the Registration Statement, will have been validly issued and
will be fully paid and non-assessable Shares of the Trust under the laws of the
Commonwealth of Massachusetts.

            Under Massachusetts law, shareholders of a trust could, under
certain circumstances, be held personally liable for the obligations of the
trust by reason of being or having been a shareholder of the trust. However, the
Declaration disclaims shareholder liability for acts or obligations of the Trust
and requires that the notice of such disclaimer be given in each agreement,
obligation or instrument entered into or executed by the Trust or its Trustees.
The Declaration provides for indemnification out of the property of the Trust
for all loss and expense of any shareholder held personally liable for the
obligations of the Trust by reason of being or having been a shareholder of the
Trust. Thus, the risk of a shareholder incurring financial loss by reason of
being or having been a shareholder of the Trust is limited to circumstances in
which the Trust itself would be unable to meet its obligations.

            We do not express an opinion with respect to any laws other than the
laws of Massachusetts applicable to the issuance of shares of beneficial
interest in a domestic business trust. Accordingly, our opinion does not extend
to, among other laws, the federal securities laws or the securities or "blue
sky" laws of Massachusetts or any other jurisdiction. Members of this firm are
admitted to the bars of the State of New York and the District of Columbia.

            We hereby consent to the filing of this opinion with the Commission
as an exhibit to the Registration Statement and to the reference to our firm
under the caption "General Information--Counsel" in the Part B thereof.

                                                        Very truly yours,



                                                        /s/ Seward & Kissel LLP