-----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, QoC2UplUK1EkXCJXSC99nX+JR6MqO+KHRCLtE9yD9vNMVPXHVdaSZe5Qnrci4nD/ m7Qn+RZz8xlKQKEsyv95Dg== 0000936772-05-000083.txt : 20050310 0000936772-05-000083.hdr.sgml : 20050310 20050309182908 ACCESSION NUMBER: 0000936772-05-000083 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050310 DATE AS OF CHANGE: 20050309 EFFECTIVENESS DATE: 20050310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND INC CENTRAL INDEX KEY: 0000920701 IRS NUMBER: 000000000 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-08426 FILM NUMBER: 05670465 BUSINESS ADDRESS: STREET 1: 1345 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: ALLIANCE CAPITAL MANAGEMENT LP STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE WORLDWIDE PRIVATIZATION FUND INC DATE OF NAME CHANGE: 19940322 N-CSRS 1 edg10698_sr.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: 811-08426 ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION 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) Mark R. Manley 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: June 30, 2005 Date of reporting period: December 31, 2004 ITEM 1. REPORTS TO STOCKHOLDERS. [LOGO] ALLIANCEBERNSTEIN (SM) Investment Research and Management AllianceBernstein Worldwide Privatization Fund - ------------------------------------------------------------------------------- Semi-Annual Report--December 31, 2004 - ------------------------------------------------------------------------------- International Mid-cap The Fund expects to hold a meeting of shareholders on or about November 15, 2005, at which the election of directors will be considered. For information with respect to submitting a candidate for director for consideration by the Governance and Nominating Committee of the Fund's Board of Directors, please see the Nominating Procedures in the Fund's Statement of Additional Information. Investment Products Offered o Are Not FDIC Insured o May Lose Value o Are Not Bank Guaranteed The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. You should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For a free copy of the Fund's prospectus, which contains this and other information, visit our web site at www.alliancebernstein.com or call your financial advisor or AllianceBernstein at (800) 227-4618. Please read the prospectus carefully before you invest. You may obtain performance information current to the most recent month-end by visiting www.alliancebernstein.com. 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, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge. Simply visit AllianceBernstein's web site at www.alliancebernstein.com, or go to the Securities and Exchange Commission's (the "Commission") web site at www.sec.gov, or call AllianceBernstein at (800) 227-4618. The Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms N-Q are available on the Commission's web site at www.sec.gov. The Fund's Forms N-Q may also be reviewed and copied at the Commission's Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. AllianceBernstein publishes full portfolio holdings for the Fund monthly at www.alliancebernstein.com. AllianceBernstein Investment Research and Management, Inc. is an affiliate of Alliance Capital Management L.P., the manager of the funds, and is a member of the NASD. February 23, 2005 Semi-Annual Report This report provides management's discussion of fund performance for AllianceBernstein Worldwide Privatization Fund (the "Fund") for the semi-annual reporting period ended December 31, 2004. Investment Objective and Policies This open-end fund seeks long-term capital appreciation. The Fund invests substantially all of its assets in equity securities issued by companies that are undergoing, or have undergone, privatization, and in securities of companies believed by Alliance to be beneficiaries of privatizations. Investment Results The table on page 4 provides the performance results for the Fund and the Morgan Stanley Capital International (MSCI) World (minus the U.S.) Index, as well as the MSCI Emerging Markets Index, for the six- and 12-month periods ended December 31, 2004. We have also included the performance results for the Fund's benchmark, a 65%/35% composite of the MSCI World (minus the U.S.) Index and the MSCI Emerging Markets Index, respectively, which more closely reflects the Fund's investment orientation and portfolio characteristics than either of the indices standing alone. During the six-month reporting period ended December 31, 2004, the Fund outperformed its composite benchmark due primarily to positive returns from stock selection. Developed market stock selection had a constructive impact on the investment results overall. In particular, European positions made a notable contribution as telecommunication, utility and financial positions all performed relatively well. Emerging market stock selection was also positive, apart from a modestly weak result in the Fund's Latin American holdings. Regional asset allocation had a marginally negative impact on the overall investment results of the Fund. During the 12-month reporting period ended December 31, 2004, the Fund also outperformed its composite benchmark again due to the positive impact of stock selection. Market Review and Investment Strategy During the six-month reporting period ended December 31, 2004, both developed and emerging market equities posted strong positive returns. In U.S. dollar ("USD") terms, the Far East (minus Japan) and European regions posted the strongest performance within the developed market group and Japanese returns, while positive, were relatively disappointing. Within the emerging markets, the Latin American and East Europe, Middle East and Africa ("EMEA") regions witnessed very strong performance, while emerging Asia lagged its peers. Overall, international local currency market returns, when translated into USD terms, were boosted by the weakness of the USD currency unit. At the sector level, the sectors that performed relatively well included telecommunications, materials and utilities, while sectors that lagged included technology and health care. International equity markets performed well following a recovery in global economic growth, combined - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 1 with improved corporate profitability, balance sheet strength and robust cash flows. Although global interest rates did start to rise, interest rates generally remained below their long-term average, which supported equity markets. Some investor concerns surfaced during the review period, but they proved to be insufficient to derail investor enthusiasm for equities. Inflationary pressure, exacerbated by a sustained high oil price and upward commodity price pressure, started to build. The fall in the value of the USD currency put some pressure on export-orientated companies, particularly in Europe and Japan. The sustainability of Chinese economic growth and political interference in corporate Russia were also cause for much debate during the six- month reporting period. The Fund's portfolio continued to emphasize diversification with strong representation in both developed and emerging markets and in a wide array of economic sectors. Privatization activity remained at encouraging levels and a number of large privatization deals were successfully completed. The privatization deal flow provided the Fund with a range of new investment opportunities. IN MEMORY It is with sadness that we announce the passing of Clifford L. Michel, a member of the Board of Directors of AllianceBernstein Worldwide Privatization Fund. Mr. Michel served the interests of the Fund's shareholders for the last 11 years. His hard work, dedication and contributions to the Fund will be greatly missed. - ------------------------------------------------------------------------------- 2 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND HISTORICAL PERFORMANCE An Important Note About the Value of Historical Performance The performance shown on the following pages represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. You may obtain performance information current to the most recent month-end by visiting www.alliancebernstein.com. The investment return and principal value of an investment in the Fund will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost. You should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For a free copy of the Fund's prospectus, which contains this and other information, visit our web site at www.alliancebernstein.com or call your financial advisor or AllianceBernstein at (800) 227-4618. You should read the prospectus carefully before you invest. Returns are annualized for periods longer than one year. All fees and expenses related to the operation of the Fund have been deducted. NAV returns do not reflect sales charges; if sales charges were reflected, the Fund's quoted performance would be lower. SEC returns reflect the applicable sales charges for each share class: a 4.25% maximum front-end sales charge for Class A shares; the applicable contingent deferred sales charge for Class B shares (4% year 1, 3% year 2, 2% year 3, 1% year 4); a 1% 1 year contingent deferred sales charge for Class C shares. Returns for Advisor Class shares will vary due to different expenses associated with this class. Performance assumes reinvestment of distributions and does not account for taxes. Benchmark Disclosure Neither the unmanaged Morgan Stanley Capital International (MSCI) World (minus the U.S.) Index nor the unmanaged MSCI Emerging Markets Index reflects fees and expenses associated with the active management of a mutual fund portfolio. The MSCI World (minus the U.S.) Index is a market capitalization-weighted index that measures the performance of stock markets in 22 countries outside the United States. The MSCI Emerging Markets Index is a market capitalization-weighted index composed of companies representative of the market structure of 26 emerging market countries in Europe, Latin America and the Pacific Basin. The Composite represents a 65%/35% blend of the MSCI World (minus the U.S.) Index and the MSCI Emerging Markets Index, respectively. Investors cannot invest directly in indices, and their results are not indicative of the performance for any specific investment, including the Fund. A Word About Risk Substantially all of the Fund's assets will be invested in foreign securities which may magnify fluctuations due to changes in foreign exchange rates and the possibility of substantial volatility due to political and economic uncertainties in foreign countries. While the Fund invests principally in common stocks and other equity securities, in order to achieve its investment objectives, the Fund may at times use certain types of investment derivatives, such as options, futures, forwards and swaps. These instruments involve risks different from, and in certain cases, greater than, the risks presented by more traditional investments. These risks are fully discussed in the Fund's prospectus. (Historical Performance continued on next page) - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 3 HISTORICAL PERFORMANCE (continued from previous page) THE FUND VS. ITS BENCHMARK PERIODS ENDED DECEMBER 31, 2004 Returns 6 Months 12 Months - ------------------------------------------------------------------------------- AllianceBernstein Worldwide Privatization Fund Class A 20.74% 23.85% Class B 20.33% 22.93% Class C 20.33% 22.93% Advisor Class 20.99% 24.20% MSCI World (minus the U.S.) Index 15.48% 20.84% MSCI Emerging Markets Index 26.95% 25.95% Composite: 65% MSCI World (minus the U.S.) Index/35% MSCI Emerging Markets Index 19.49% 22.63% See Historical Performance and Benchmark Disclosures on previous page. (Historical Performance continued on next page) - ------------------------------------------------------------------------------- 4 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND HISTORICAL PERFORMANCE (continued from previous page) AVERAGE ANNUAL RETURNS AS OF DECEMBER 31, 2004 NAV Returns SEC Returns - ------------------------------------------------------------------------------- Class A Shares 1 Year 23.85% 18.62% 5 Year 0.55% -0.32% 10 Year 9.85% 9.38% Class B Shares 1 Year 22.93% 18.93% 5 Year -0.22% -0.22% 10 Year 9.21% 9.21% Class C Shares 1 Year 22.93% 21.93% 5 Year -0.21% -0.21% Since Inception* 9.61% 9.61% Advisor Class Shares 1 Year 24.20% 5 Year 0.88% Since Inception* 9.76% SEC AVERAGE ANNUAL RETURNS (WITH SALES CHARGES) AS OF THE MOST RECENT CALENDAR QUARTER-END (DECEMBER 31, 2004) - ------------------------------------------------------------------------------- Class A Shares 1 Year 18.62% 5 Year -0.32% 10 Year 9.38% Class B Shares 1 Year 18.93% 5 Year -0.22% 10 Year 9.21% Class C Shares 1 Year 21.93% 5 Year -0.21% Since Inception* 9.61% * Inception dates: 2/8/95 for Class C shares; 10/1/96 for Advisor Class shares. See Historical Performance and benchmark disclosures on page 3. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 5 PORTFOLIO SUMMARY December 31, 2004 (unaudited) PORTFOLIO STATISTICS Net Assets ($mil): $ 344.9 INDUSTRY BREAKDOWN* o 22.9% Finance o 20.1% Utilities o 15.9% Consumer Services o 10.1% Energy o 5.3% Technology o 4.7% Basic Industry o 4.1% Transportation o 3.3% Health Care o 2.7% Consumer Staples o 1.9% Aerospace & Defence o 1.7% Consumer Manufacturing o 0.8% Multi-Industry o 0.5% Capital Goods o 6.0% Short-Term COUNTRY BREAKDOWN* o 12.5% France o 11.2% Japan o 10.8% United Kingdom o 5.0% South Korea o 4.9% Spain o 4.9% Brazil o 3.7% China o 3.7% Italy o 3.6% Taiwan o 3.3% Germany o 3.0% Russia o 2.8% South Africa o 2.7% Finland o 2.7% Mexico o 2.3% India o 2.2% Australia o 2.2% Netherlands o 1.5% Greece o 10.9% Other * All data are as of December 31, 2004. The Fund's industry breakdown is expressed as a percentage of total investments and may vary over time. "Other" country weightings represents less than 1.5% weightings in the following countries: Australia, Chile, Czech Republic, Egypt, Hungary, Indonesia, Ireland, Israel, Luxembourg, Malaysia, Norway, Peru, Singapore, Sweden, Thailand and Turkey. - ------------------------------------------------------------------------------- 6 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND FUND EXPENSES As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, contingent deferred sales charges on redemptions and (2) ongoing costs, including management fees; distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period as indicated below. Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. Hypothetical Example for Comparison Purposes The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed annual rate of return of 5% before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds by comparing this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or contingent deferred sales charges on redemptions. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. Beginning Ending Account Value Account Value Expenses Paid July 1, 2004 December 31, 2004 During Period* - ------------------------------------------------------------------------------- Class A Actual $1,000 $1,207.44 $ 9.35 Hypothetical (5% return before expenses) $1,000 $1,016.74 $ 8.54 Class B Actual $1,000 $1,203.27 $13.61 Hypothetical (5% return before expenses) $1,000 $1,012.85 $12.43 Class C Actual $1,000 $1,203.27 $13.38 Hypothetical (5% return before expenses) $1,000 $1,013.06 $12.23 Advisor Class Actual $1,000 $1,209.90 $ 7.69 Hypothetical (5% return before expenses) $1,000 $1,018.25 $ 7.02 * Expenses are equal to the classes' annualized expense ratios of 1.68%, 2.45%, 2.41% and 1.38%, respectively, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year/365 (to reflect the one-half year period). - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 7 TEN LARGEST HOLDINGS December 31, 2004 (unaudited) Percent of Company U.S. $ Value Net Assets - ------------------------------------------------------------------------------- Mitsubishi Tokyo Financial Group, Inc. $ 8,286,692 2.4% Kookmin Bank (common stock & ADR) 7,513,066 2.2 ING Groep NV 7,410,558 2.2 France Telecom, SA 6,969,783 2.0 Banco Bilbao Vizcaya Argentaria, SA 6,969,165 2.0 Veolia Environnement 6,921,164 2.0 National Grid Transco Plc. 6,742,940 2.0 East Japan Railway Co. 6,663,411 1.9 BAE Systems Plc. 6,422,331 1.9 Total, SA 6,366,039 1.8 - ------------------------------------------------------------------------------- $70,265,149 20.4% - ------------------------------------------------------------------------------- 8 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND PORTFOLIO OF INVESTMENTS December 31, 2004 (unaudited) Company Shares U.S. $ Value - ------------------------------------------------------------------------------- COMMON & PREFERRED STOCKS-93.7% Australia-2.2% CSL, Ltd. 194,933 $ 4,458,723 Qantas Airways, Ltd. 436,874 1,268,839 Telstra Corp., Ltd. 474,715 1,819,695 ------------ 7,547,257 Austria-0.5% Bank Austria Creditanstalt 20,344 1,828,436 Brazil-4.9% Companhia Energetica de Minas Gerais (ADR) 38,100 934,974 Companhia Siderurgica Nacional, SA (ADR) 59,100 1,129,992 Companhia Vale do Rio Doce (ADR) 96,600 2,802,366 Sponsored ADR 29,800 726,524 Embratel Participacoes, SA (ADR)(a) 40,600 427,112 Investimentos Itau, SA pfd 2,373,274 4,110,339 Petroleo Brasileiro, SA (ADR) 109,200 3,954,132 Telesp Celular Participacoes, SA (ADR)(a) 395,578 2,689,930 ------------ 16,775,369 Chile-0.1% Enersis, SA (ADR)(a) 41,200 350,612 China-3.3% China Petroleum and Chemical Corp. (Sinopec) Cl. H 4,456,000 1,823,505 China Telecom Corp., Ltd. Cl. H 7,474,000 2,740,266 CNOOC, Ltd. 4,673,000 2,502,207 Datang International Power Generation Co., Ltd. Cl. H 2,084,000 1,567,675 Huaneng Power International, Inc. Cl. H 1,790,000 1,340,160 Sinotrans, Ltd. Cl. H 4,090,000 1,195,152 ZTE Corp. Cl. H(a) 487,000 1,575,768 ------------ 12,744,733 Czech Republic-1.0% Komercni Banka AS 23,615 3,467,130 Egypt-0.6% Egyptian Co. for Mobile Services 93,075 1,991,836 Finland-2.7% Fortum OYJ 180,192 3,313,417 Sampo OYJ 206,760 2,843,903 TietoEnator OYJ 102,745 3,248,091 ------------ 9,405,411 - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 9 Company Shares U.S. $ Value - ------------------------------------------------------------------------------- France-12.5% BNP Paribas, SA 60,800 $ 4,389,088 Dassault Systemes, SA 53,102 2,669,235 France Telecom, SA 211,801 6,969,783 Maroc Telecom(a) 52,199 594,310 Renault, SA(a) 71,155 5,935,794 Sanofi-Aventis 64,701 5,152,200 Societe des Autoroutes Paris-Rhin-Rhone(a) 20,840 1,254,076 Societe Television Francaise 1(a) 91,058 2,953,529 Total, SA 29,184 6,366,039 Veolia Environnement 191,927 6,921,164 ------------ 43,205,218 Germany-3.3% Deutsche Lufthansa AG(a) 86,289 1,229,673 Deutsche Postbank AG(a) 39,121 1,721,265 Deutsche Telekom AG(a) 113,245 2,548,919 Fraport AG 95,043 4,041,487 Rhoen-Klinikum AG 29,081 1,792,455 ------------ 11,333,799 Greece-1.4% Greek Organisation of Football Prognostics, SA 109,886 3,027,980 Public Power Corp. 70,544 1,965,861 ------------ 4,993,841 Hungary-1.2% BorsodChem Rt. 135,351 1,378,713 OTP Bank Rt. 86,729 2,661,307 ------------ 4,040,020 India-2.3% Canara Bank, Ltd. 501,541 2,459,832 ICICI Bank, Ltd. 211,891 1,815,059 ITC, Ltd. 57,276 1,735,018 Oil & Natural Gas Corp., Ltd. 108,500 2,052,526 ------------ 8,062,435 Indonesia-0.6% PT Bank Rakyat Indonesia 4,667,500 1,447,970 PT Telekomunikasi Indonesia 1,505,000 781,942 ------------ 2,229,912 Ireland-0.5% Eircom Group Plc. 665,167 1,566,875 Israel-1.3% Bank Hapoalim, Ltd. 1,377,300 4,648,674 - ------------------------------------------------------------------------------- 10 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND Company Shares U.S. $ Value - ------------------------------------------------------------------------------- Italy-3.7% ENI SpA 195,886 $ 4,890,457 Telecom Italia Mobile SpA 568,201 4,219,614 Telecom Italia SpA 455,289 1,851,206 Terna SpA 621,634 1,775,709 ------------ 12,736,986 Japan-11.2% East Japan Railway Co. 1,199 6,663,411 Electric Power Development Co., Ltd.(a) 99,100 2,769,127 INPEX Corp.(a) 49 246,646 Japan Airlines Corp.(a) 506,000 1,464,494 Japan Tobacco, Inc. 473 5,385,525 JSAT Corp. 302 872,425 KDDI Corp. 637 3,427,623 Mitsubishi Tokyo Financial Group, Inc. 811 8,286,692 Nippon Telegraph & Telephone Corp. 686 3,097,624 Nomura Holdings, Inc. 407,000 5,938,859 NTT Urban Development Corp. (a) 103 450,268 ------------ 38,602,694 Luxembourg-0.8% SES Global 218,900 2,844,929 Malaysia-0.2% Astro All Asia Networks Plc.(a) 494,000 702,000 Mexico-2.6% America Movil, SA de CV Series L 95,506 4,999,739 Grupo Aeroportuario del Sureste, SA de CV (ADR) 20,200 552,470 Grupo Financiero Banorte, SA de CV Series O 347,977 2,189,476 Telefonos de Mexico, SA de CV Series L (ADR) 36,306 1,391,246 ------------ 9,132,931 Netherlands-2.2% ING Groep NV 246,031 7,410,558 Norway-1.0% Norsk Hydro ASA 42,318 3,316,765 Peru-0.5% Exsa, SA(b) 2,899,286 1,857,950 Russia-3.0% AO VimpelCom (ADR)(a) 88,500 3,198,390 Lukoil (ADR) 14,932 1,822,122 Mechel Steel Group OAO (ADR)(a) 62,200 1,390,170 MMC Norilsk Nickel (ADR) 28,029 1,555,610 Mobile TeleSystems (ADR) 16,100 2,230,011 ------------ 10,196,303 - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 11 Company Shares U.S. $ Value - ------------------------------------------------------------------------------- Singapore-0.7% DBS Group Holdings, Ltd. 236,535 $ 2,331,806 South Africa-2.8% AngloGold Ashanti, Ltd. (ADR) 68,454 2,488,303 MTN Group, Ltd. 616,936 4,737,284 Telkom South Africa, Ltd. 132,900 2,299,064 ------------ 9,524,651 South Korea-5.0% Kookmin Bank(a) 93,701 3,666,304 ADR(a) 98,433 3,846,762 POSCO 26,020 4,682,577 SK Telecom Co., Ltd. 26,080 4,971,039 ------------ 17,166,682 Spain-4.9% Amadeus Global Travel Distribution, SA 263,903 2,696,795 Banco Bilbao Vizcaya Argentaria, SA 394,526 6,969,165 Indra Sistemas, SA 98,417 1,670,618 Red Electrica de Espana 84,316 1,881,668 Telefonica, SA 203,760 3,816,609 ------------ 17,034,855 Sweden-0.5% Eniro AB 153,137 1,560,271 Taiwan-3.6% Cathay Financial Holding Co., Ltd. (GDR)(c) 182,487 3,695,362 Chunghwa Telecom Co., Ltd. (ADR) 164,800 3,469,040 Mega Financial Holding Co., Ltd. 1,082,000 744,793 Taiwan Semiconductor Manufacturing Co., Ltd. 2,634,193 4,183,843 ADR 41,071 348,693 ------------ 12,441,731 Thailand-0.8% Airports of Thailand Public Co., Ltd.(a) 976,800 1,294,857 PTT Public Co., Ltd. 367,300 1,630,869 ------------ 2,925,726 Trinidad & Tobago-0.1% B.W.I.A. International Airways, Ltd.(a)(b) 2,727,272 263,182 Turkey-0.5% Turkiye Is Bankasi Series C 324,615,020 1,793,387 - ------------------------------------------------------------------------------- 12 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND Shares or Principal Amount Company (000) U.S. $ Value - ------------------------------------------------------------------------------- United Kingdom-10.8% Associated British Ports Holdings Plc. 176,720 $ 1,608,371 BAE Systems Plc. 1,456,697 6,422,331 BP Plc. 275,084 2,671,320 British American Tobacco Plc. 126,518 2,181,709 Capita Group Plc. 363,279 2,538,603 Centrica Plc. 804,532 3,636,146 Group 4 Securicor Plc.(a) 878,871 2,357,545 mm02 Plc.(a) 2,235,766 5,254,129 National Grid Transco Plc. 709,528 6,742,940 Vodafone Group Plc. 1,137,369 3,088,224 Wolfson Microelectronics Plc.(a) 265,717 735,689 ------------ 37,237,007 Total Common & Preferred Stocks (cost $223,576,065) 323,271,972 SHORT-TERM INVESTMENT-6.1% Time Deposit-6.1% Dresdner Bank 2.25%, 1/03/05 (cost $20,800,000) $20,800 20,800,000 Total Investments-99.8% (cost $244,376,065) 344,071,972 Other assets less liabilities-0.2% 838,312 Net Assets-100% $ 344,910,284 (a) Non-income producing security. (b) Illiquid security, valued at fair value (See Note A). (c) Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security is considered liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2004, this security amounted to $3,695,362 or 1.1% of net assets. Glossary of terms: ADR - American Depositary Receipt GDR - Global Depositary Receipt See notes to financial statements. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 13 STATEMENT OF ASSETS & LIABILITIES December 31, 2004 (unaudited) Assets Investments in securities, at value (cost $244,376,065) $ 344,071,972 Cash 350,139 Foreign cash, at value (cost $1,011,238) 1,037,983 Receivable for capital stock sold 1,628,372 Dividends and interest receivable 610,892 Other assets 62 Total assets 347,699,420 Liabilities Payable for capital stock redeemed 1,215,896 Payable for investment securities purchased 788,042 Advisory fee payable 207,653 Distribution fee payable 132,284 Transfer agent fee payable 109,400 Administrative fee payable 21,800 Accrued expenses 314,061 Total liabilities 2,789,136 Net Assets $ 344,910,284 Composition of Net Assets Capital stock, at par $ 26,183 Additional paid-in capital 263,797,341 Accumulated net investment loss (495,445) Accumulated net realized loss on investment and foreign currency transactions (18,019,586) Net unrealized appreciation of investments and foreign currency denominated assets and liabilities 99,601,791 $ 344,910,284 Calculation of Maximum Offering Price Class A Shares Net asset value and redemption price per share ($253,085,796/18,856,461 shares of capital stock issued and outstanding) $13.42 Sales charge--4.25% of public offering price .60 Maximum offering price $14.02 Class B Shares Net asset value and offering price per share ($66,229,427/5,303,348 shares of capital stock issued and outstanding) $12.49 Class C Shares Net asset value and offering price per share ($21,305,031/1,705,314 shares of capital stock issued and outstanding) $12.49 Advisor Class Shares Net asset value, redemption and offering price per share ($4,290,030/317,724 shares of capital stock issued and outstanding) $13.50 See notes to financial statements. - ------------------------------------------------------------------------------- 14 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND STATEMENT OF OPERATIONS Six Months Ended December 31, 2004 (unaudited) Investment Income Dividends (net of foreign taxes withheld of $380,757) $ 2,921,733 Interest 71,244 $ 2,992,977 Expenses Advisory fee 1,226,187 Distribution fee--Class A 320,134 Distribution fee--Class B 295,827 Distribution fee--Class C 86,717 Transfer agency 459,416 Custodian 253,342 Printing 80,772 Administrative 43,373 Audit 37,370 Registration 35,272 Legal 20,308 Directors' fees 12,000 Miscellaneous 7,224 Total expenses 2,877,942 Less: expenses waived by the Adviser (see Note B) (127,225) Less: expense offset arrangement (see Note B) (31) Net expenses 2,750,686 Net investment income 242,291 Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions Net realized gain on: Investment transactions 12,515,625 Foreign currency transactions 147,087 Net change in unrealized appreciation/depreciation of: Investments 44,077,498 Foreign currency denominated assets and liabilities (144,521) Net gain on investments and foreign currency transactions 56,595,689 Net Increase in Net Assets from Operations $ 56,837,980 See notes to financial statements. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 15 STATEMENT OF CHANGES IN NET ASSETS Six Months Ended December 31, Year Ended 2004 June 30, (unaudited) 2004 ------------- -------------- Increase (Decrease) in Net Assets from Operations Net investment income $ 242,291 $ 754,540 Net realized gain on investments and foreign currency transactions 12,662,712 32,408,125 Net change in unrealized appreciation/depreciation of investments and foreign currency denominated assets and liabilities 43,932,977 38,577,929 Net increase in net assets from operations 56,837,980 71,740,594 Dividends to Shareholders from Net investment income Class A (710,915) (708,293) Advisor Class (19,817) (6,139) Capital Stock Transactions Net increase (decrease) 10,123,089 (16,771,113) Total increase 66,230,337 54,255,049 Net Assets Beginning of period 278,679,947 224,424,898 End of period (including accumulated net investment loss of $495,455 and $7,004, respectively) $ 344,910,284 $ 278,679,947 See notes to financial statements. - ------------------------------------------------------------------------------- 16 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND NOTES TO FINANCIAL STATEMENTS December 31, 2004 (unaudited) NOTE A Significant Accounting Policies AllianceBernstein Worldwide Privatization Fund, Inc. (the "Fund") organized as a Maryland corporation on March 16, 1994, is registered under the Investment Company Act of 1940 as an 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 currently sold with a contingent deferred sales charge which declines from 4.00% 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. Advisor Class shares are offered solely 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, and the same terms and conditions, 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 U.S. generally accepted accounting principles, 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 Alliance Capital Management L.P. (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 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 - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 17 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, ("OTC"), (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 (including restricted securities) or are deemed unreliable are valued at fair value. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, analysis of the issuer's financial statements or other available documents. In addition, the Fund may use fair value pricing for securities primarily traded in non-U.S. markets because most foreign markets close well before the Fund values its securities at 4:00 p.m., Eastern Time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Fund may frequently value many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available. 2. 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 at rates of exchange prevailing when accrued. - ------------------------------------------------------------------------------- 18 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND 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 foreign 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 unrealized appreciation and depreciation of investments and foreign currency denominated assets and liabilities. 3. 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. The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued and applied to net investment income, net realized gains and net unrealized appreciation/depreciation as such income and/or gains are earned. 4. Investment Income and Investment Transactions Dividend income is recorded on the ex-dividend date or as soon as the Fund is informed of the dividend. 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 on short-term securities as adjustments to interest income. 5. 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 shares and Advisor Class shares. Advisor Class shares also have no distribution fees. 6. Dividends and Distributions Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. generally accepted accounting principles. 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. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 19 NOTE B Advisory Fee and Other Transactions with Affiliates Until September 6, 2004, under the terms of an investment advisory agreement, the Fund paid the Adviser an advisory fee at an annual rate of 1% of the Fund's average daily net assets. Effective September 7, 2004, the terms of the investment advisory agreement were amended so that the advisory fee was reduced to an annual rate of .75% of the first $2.5 billion, .65% of the next $2.5 billion and .60% in excess of $5 billion, of the Fund's average daily net assets. The fee is accrued daily and paid monthly. Effective January 1, 2004 through September 6, 2004, in contemplation of the final agreement with the Office of New York Attorney General ("NYAG"), the Adviser began waiving a portion of its advisory fee so as to charge the Fund at the reduced annual rate discussed above. From July 1, 2004 through September 6, 2004 such waivers amounted to $127,225. For a more complete discussion of the Adviser's settlement with the NYAG, please see "Legal Proceedings" below. 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. Such compensation amounted to $230,729 for the six months ended December 31, 2004. For the six months ended December 31, 2004, the Fund's expenses were reduced by $31 under an expense offset arrangement with AGIS. AllianceBernstein Investment Research and Management, Inc. (the "Distributor"), 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 $4,150 from the sale of Class A shares and received $835, $23,096 and $2,485 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A, Class B and Class C shares, respectively, for the six months ended December 31, 2004. Brokerage commissions paid on investment transactions for the six months ended December 31, 2004, amounted to $375,915, 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 the Fund's average daily net assets attributable to Class A shares and 1% of the average daily net assets attributable to the Class B - ------------------------------------------------------------------------------- 20 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND 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 amount of $6,468,687 and $1,294,876 for Class B and 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 six months ended December 31, 2004, were as follows: Purchases Sales ------------ ------------ Investment securities (excluding U.S. government securities) $ 85,080,329 $ 87,474,765 U.S. government securities -0- -0- The cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation (excluding foreign currency transactions) are as follows: Gross unrealized appreciation $ 105,347,929 Gross unrealized depreciation (5,652,022) Net unrealized appreciation $ 99,695,907 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 and 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 at 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 gains or losses 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 - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 21 liquid assets in a separate account of the Fund having a value 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 a foreign currency relative to the U.S. dollar. NOTE E Capital Stock There are 12,000,000,000 shares of $0.001 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 --------------------------- ---------------------------- SIX MONTHS ENDED SIX MONTHS ENDED DECEMBER 31, YEAR ENDED DECEMBER 31, YEAR ENDED 2004 JUNE 30, 2004 JUNE 30, (UNAUDITED) 2004 (UNAUDITED) 2004 -------------- ---------- ------------ ------------- CLASS A Shares sold 2,542,921 3,989,259 $ 31,529,425 $ 39,913,056 Shares issued in reinvestment of dividends 44,174 51,705 553,504 512,401 Shares converted from Class B 111,237 260,298 1,333,226 2,699,194 Shares redeemed (2,046,863) (5,587,310) (24,163,330) (55,610,239) Net increase (decrease) 651,469 (1,286,048) $ 9,252,825 $ (12,485,588) CLASS B Shares sold 614,423 1,136,407 $ 6,884,123 $ 11,229,830 Shares converted to Class A (119,593) (279,906) (1,333,226) (2,699,194) Shares redeemed (680,332) (1,515,967) (7,474,952) (14,641,878) Net decrease (185,502) (659,466) $ (1,924,055) $(6,111,242) CLASS C Shares sold 355,996 914,136 $ 4,056,167 $ 8,162,249 Shares redeemed (192,595) (915,426) (2,114,313) (8,142,925) Net increase (decrease) 163,401 (1,290) $ 1,941,854 $ 19,324 - ------------------------------------------------------------------------------- 22 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND SHARES AMOUNT --------------------------- ---------------------------- SIX MONTHS ENDED SIX MONTHS ENDED DECEMBER 31, YEAR ENDED DECEMBER 31, YEAR ENDED 2004 JUNE 30, 2004 JUNE 30, (UNAUDITED) 2004 (UNAUDITED) 2004 -------------- ---------- ------------ ------------- ADVISOR CLASS Shares sold 106,825 360,373 $ 1,326,078 $ 3,634,968 Shares issued in reinvestment of dividends 894 419 11,262 4,171 Shares redeemed (41,062) (197,821) (484,875) (1,832,746) Net increase 66,657 162,971 $ 852,465 $ 1,806,393 NOTE F Risks Involved inInvesting in the Fund Concentration of Risk--Investing in securities of foreign companies involves special risks which include changes in foreign exchange rates and 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 U.S. companies. The Fund invests in securities issued by enterprises that are undergoing, or that have undergone, privatization. Privatization is a process through which the ownership and control of companies or assets in whole or in part are transferred from the public sector to the private sector. Through privatization a government or state divests or transfers all or a portion of its interest in a state enterprise to some form of private ownership. Therefore, the Fund is susceptible to the government re-nationalization of these enterprises and economic factors adversely affecting the economics of these countries. In addition, these securities created through privatization may be less liquid and subject to greater volatility than securities of more developed countries. Indemnification Risk--In the ordinary course of business, the Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these indemnification provisions and expects the risk of loss thereunder to be remote. 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 miscella- - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 23 neous expenses in the statement of operations. The Fund did not utilize the facility during the six months ended December 31, 2004. NOTE H Distributions to Shareholders The tax character of distributions to be paid for the year ending June 30, 2005 will be determined at the end of the current fiscal year. The tax character of distributions paid for the year ending June 30, 2004 and June 30, 2003 were as follows: June 30, June 30, 2004 2003 --------- -------- Distributions paid from: Ordinary income $ 714,432 $ -0- Total taxable distributions $ 714,432 $ -0- Total distributions paid $ 714,432 $ -0- As of June 30, 2004, the components of accumulated earning/(deficit) on a tax basis were as follows: Accumulated capital and other losses $ (30,590,327)(a) Undistributed ordinary income 353,076 Unrealized appreciation/(depreciation) 55,216,763 Total accumulated earnings/(deficit) $ 24,979,512 (a) On June 30, 2004, the Fund had a net capital loss carryforward of $30,230,247 which expires in the year 2011. To the extent future capital gains are offset by capital loss carryforward, 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 June 30, 2004, the Fund deferred to July 1, 2004, post October currency losses of $224,358. During the fiscal year, the Fund utilized capital loss carryforwards of $27,358,663. NOTE I Legal Proceedings As has been previously reported, the staff of the U.S. Securities and Exchange Commission ("SEC") and the NYAG have been investigating practices in the mutual fund industry identified as "market timing" and "late trading" of mutual fund shares. Certain other regulatory authorities have also been conducting investigations into these practices within the industry and have requested that the Adviser provide information to them. The Adviser has been cooperating and will continue to cooperate with all of these authorities. On December 18, 2003, the Adviser confirmed that it had reached terms with the SEC and the NYAG for the resolution of regulatory claims relating to the practice of "market timing" mutual fund shares in some of the AllianceBernstein Mutual Funds. The agreement with the SEC is reflected in an Order of the - ------------------------------------------------------------------------------- 24 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND Commission ("SEC Order"). The agreement with the NYAG is memorialized in an Assurrance of Discontinuance dated September 1, 2004 ("NYAG Order"). Among the key provisions of these agreements are the following: (i) The Adviser agreed to establish a $250 million fund (the "Reimbursement Fund") to compensate mutual fund shareholders for the adverse effects of market timing attributable to market timing relationships described in the SEC Order. According to the SEC Order, the Reimbursement Fund is to be paid, in order of priority, to fund investors based on (i) their aliquot share of losses suffered by the fund due to market timing, and (ii) a proportionate share of advisory fees paid by such fund during the period of such market timing; (ii) The Adviser agreed to reduce the advisory fees it receives from some of the AllianceBernstein long-term, open-end retail funds until December 31, 2008; and (iii) The Adviser agreed to implement changes to its governance and compliance procedures. Additionally, the SEC Order and the NYAG Order contemplate that the Adviser's registered investment company clients, including the Fund, will introduce governance and compliance changes. In anticipation of final, definitive documentation of the NYAG Order and effective January 1, 2004, the Adviser began waiving a portion of its advisory fee. On September 7 2004, the Fund's investment advisory agreement was amended to reflect the reduced advisory fee. For more information on this waiver and amendment to the Fund's investment advisory agreement, please see "Advisory Fee and Other Transactions with Affiliates" above. A special committee of the Adviser's Board of Directors, comprised of the members of the Adviser's Audit Committee and the other independent member of the Adviser's Board, is continuing to direct and oversee an internal investigation and a comprehensive review of the facts and circumstances relevant to the SEC's and the NYAG's investigations. In addition, the Independent Directors of the Fund ("the Independent Directors") have initiated an investigation of the above-mentioned matters with the advice of an independent economic consultant and independent counsel. The Independent Directors have formed a special committee to supervise the investigation. On October 2, 2003, a putative class action complaint entitled Hindo et al. v. AllianceBernstein Growth & Income Fund et al. (the "Hindo Complaint") was filed against the Adviser; Alliance Capital Management Holding L.P.; Alliance Capital Management Corporation; AXA Financial, Inc.; certain of the - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 25 AllianceBernstein Mutual Funds, including the Fund; Gerald Malone; Charles Schaffran (collectively, the "Alliance Capital defendants"); and certain other defendants not affiliated with the Adviser. The Hindo Complaint was filed in the United States District Court for the Southern District of New York by alleged shareholders of two of the AllianceBernstein Mutual Funds. The Hindo Complaint alleges that certain of the Alliance Capital defendants failed to disclose that they improperly allowed certain hedge funds and other unidentified parties to engage in late trading and market timing of AllianceBernstein Fund securities, violating Sections 11 and 15 of the Securities Act, Sections 10(b) and 20(a) of the Exchange Act, and Sections 206 and 215 of the Advisers Act. Plaintiffs seek an unspecified amount of compensatory damages and rescission of their contracts with the Adviser, including recovery of all fees paid to the Adviser pursuant to such contracts. Since October 2, 2003, numerous additional lawsuits making factual allegations similar to those in the Hindo Complaint were filed against the Adviser and certain other defendants, some of which name the Fund as a defendant. All of these lawsuits seek an unspecified amount of damages. The lawsuits are now pending in the United States District Court for the District of Maryland pursuant to a ruling by the Judicial Panel on Multidistrict Litigation transferring and centralizing all of the mutual fund cases involving market and late trading in the District of Maryland. As a result of the matters discussed above, investors in the AllianceBernstein Mutual Funds may choose to redeem their investments. This may require the AllianceBernstein Mutual Funds to sell investments held by those funds to provide for sufficient liquidity and could also have an adverse effect on the investment performance of the AllianceBernstein Mutual Funds. The Adviser and approximately twelve other investment management firms were publicly mentioned in connection with the settlement by the SEC of charges that an unaffiliated broker/dealer violated federal securities laws relating to its receipt of compensation for selling specific mutual funds and the disclosure of such compensation. The SEC has indicated publicly that, among other things, it is considering enforcement action in connection with mutual funds' disclosure of such arrangements and in connection with the practice of considering mutual fund sales in the direction of brokerage commissions from fund portfolio transactions. The SEC has issued subpoenas to the Adviser in connection with this matter and the Adviser has provided documents and other information to the SEC and is cooperating fully with its investigation. On June 22, 2004, a purported class action complaint entitled Aucoin, et al. v. Alliance Capital Management L.P., et al. ("Aucoin Complaint") was filed against the Adviser, Alliance Capital Management Holding L.P., Alliance Capital Management Corporation, AXA Financial, Inc., AllianceBernstein Investment - ------------------------------------------------------------------------------- 26 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND Research & Management, Inc., certain current and former directors of the AllianceBernstein Mutual Funds, and unnamed Doe defendants. The Aucoin Complaint names certain of the AllianceBernstein mutual funds as nominal defendants. The Aucoin Complaint was filed in the United States District Court for the Southern District of New York by an alleged shareholder of an AllianceBernstein mutual fund. The Aucoin Complaint alleges, among other things, (i) that certain of the defendants improperly authorized the payment of excessive commissions and other fees from fund assets to broker-dealers in exchange for preferential marketing services, (ii) that certain of the defendants misrepresented and omitted from registration statements and other reports material facts concerning such payments, and (iii) that certain defendants caused such conduct as control persons of other defendants. The Aucoin Complaint asserts claims for violation of Sections 34(b), 36(b) and 48(a) of the Investment Company Act, Sections 206 and 215 of the Advisers Act, breach of common law fiduciary duties, and aiding and abetting breaches of common law fiduciary duties. Plaintiffs seek an unspecified amount of compensatory damages and punitive damages, rescission of their contracts with the Adviser, including recovery of all fees paid to the Adviser pursuant to such contracts, an accounting of all fund-related fees, commissions and soft dollar payments, and restitution of all unlawfully or discriminatorily obtained fees and expenses. Since June 22, 2004, numerous additional lawsuits making factual allegations substantially similar to those in the Aucoin Complaint were filed against the Adviser and certain other defendants, and others may be filed. It is possible that these matters and/or other developments resulting from these matters could result in increased redemptions of the Fund's shares or other adverse consequences to the Fund. However, the Adviser believes that these matters are not likely to have a material adverse effect on its ability to perform advisory services relating to the Fund. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 27 FINANCIAL HIGHLIGHTS Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
CLASS A ----------------------------------------------------------------------------- SIX MONTHS ENDED DECEMBER 31, YEAR ENDED JUNE 30, 2004 --------------------------------------------------------------- (UNAUDITED) 2004 2003 2002 2001 2000 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $11.15 $8.38 $8.19 $8.76 $13.57 $11.84 Income From Investment Operations Net investment income (loss)(a) .02(b) .05(b)(c) .02 (.03) .02 (.04) Net realized and unrealized gain (loss) on investment and foreign currency transactions 2.29 2.76 .17 (.54) (3.45) 2.83 Net increase (decrease) in net asset value from operations 2.31 2.81 .19 (.57) (3.43) 2.79 Less: Dividends and Distributions Dividends from net investment income (.04) (.04) -0- -0- -0- -0- Distributions from net realized gains on investment and foreign currency transactions -0- -0- -0- -0- (1.37) (1.06) Distributions in excess of net realized gains on investments -0- -0- -0- -0- (.01) -0- Total dividends and distributions (.04) (.04) -0- -0- (1.38) (1.06) Net asset value, end of period $13.42 $11.15 $8.38 $8.19 $8.76 $13.57 Total Return Total investment return based on net asset value(d) 20.74% 33.57% 2.32% (6.51)% (26.81)% 24.26% Ratios/Supplemental Data Net assets, end of period (000's omitted) $253,086 $202,899 $163,406 $183,160 $245,873 $394,665 Ratio to average net assets of: Expenses, net of waivers/reimbursement 1.68%(e) 1.89% 2.29% 2.10% 1.81% 1.74%(f) Expenses, before waivers/reimbursement 1.77%(e) 2.04% 2.29% 2.10% 1.81% 1.74%(f) Net investment income (loss) .36%(b)(e) .49%(b)(c) .23% (.40)% .14% (.31)% Portfolio turnover rate 30% 50% 29% 43% 42% 67%
See footnote summary on page 32. - ------------------------------------------------------------------------------- 28 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
CLASS B ------------------------------------------------------------------------------ SIX MONTHS ENDED DECEMBER 31, YEAR ENDED JUNE 30, 2004 --------------------------------------------------------------- (UNAUDITED) 2004 2003 2002 2001 2000 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $10.38 $7.84 $7.72 $8.32 $13.06 $11.50 Income From Investment Operations Net investment loss(a) (.02)(b) (.03)(b)(c) (.04) (.09) (.07) (.13) Net realized and unrealized gain (loss) on investment and foreign currency transactions 2.13 2.57 .16 (.51) (3.29) 2.75 Net increase (decrease) in net asset value from operations 2.11 2.54 .12 (.60) (3.36) 2.62 Less: Distributions Distributions from net realized gains on investment and foreign currency transactions -0- -0- -0- -0- (1.37) (1.06) Distributions in excess of net realized gains on investments -0- -0- -0- -0- (.01) -0- Total dividends and distributions -0- -0- -0- -0- (1.38) (1.06) Net asset value, end of period $12.49 $10.38 $7.84 $7.72 $8.32 $13.06 Total Return Total investment return based on net asset value(d) 20.33% 32.40% 1.55% (7.21)% (27.37)% 23.45% Ratios/Supplemental Data Net assets, end of period (000's omitted) $66,229 $56,959 $48,183 $65,724 $92,446 $160,847 Ratio to average net assets of: Expenses, net of waivers/reimbursement 2.45%(e) 2.67% 3.08% 2.89% 2.56% 2.47%(f) Expenses, before waivers/reimbursement 2.54%(e) 2.82% 3.08% 2.89% 2.56% 2.47%(f) Net investment loss (.41)%(b)(e) (.30)%(b)(c) (.61)% (1.19)% (.64)% (1.02)% Portfolio turnover rate 30% 50% 29% 43% 42% 67%
See footnote summary on page 32. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 29 Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
CLASS C ------------------------------------------------------------------------------ SIX MONTHS ENDED DECEMBER 31, YEAR ENDED JUNE 30, 2004 --------------------------------------------------------------- (UNAUDITED) 2004 2003 2002 2001 2000 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $10.38 $7.84 $7.72 $8.32 $13.05 $11.50 Income From Investment Operations Net investment loss(a) (.02)(b) (.02)(b)(c) (.04) (.09) (.06) (.12) Net realized and unrealized gain (loss) on investment and foreign currency transactions 2.13 2.56 .16 (.51) (3.29) 2.73 Net increase (decrease) in net asset value from operations 2.11 2.54 .12 (.60) (3.35) 2.61 Less: Distributions Distributions from net realized gains on investment and foreign currency transactions -0- -0- -0- -0- (1.37) (1.06) Distributions in excess of net realized gains on investments -0- -0- -0- -0- (.01) -0- Total dividends and distributions -0- -0- -0- -0- (1.38) (1.06) Net asset value, end of period $12.49 $10.38 $7.84 $7.72 $8.32 $13.05 Total Return Total investment return based on net asset value(d) 20.33% 32.40% 1.55% (7.21)% (27.30)% 23.37% Ratios/Supplemental Data Net assets, end of period (000's omitted) $21,305 $16,005 $12,092 $15,541 $23,976 $39,598 Ratio to average net assets of: Expenses, net of waivers/reimbursement 2.41%(e) 2.65% 3.06% 2.85% 2.56% 2.44%(f) Expenses, before waivers/reimbursement 2.49%(e) 2.80% 3.06% 2.85% 2.56% 2.44%(f) Net investment loss (.37)%(b)(e) (.26)%(b)(c) (.57)% (1.18)% (.62)% (.94)% Portfolio turnover rate 30% 50% 29% 43% 42% 67%
See footnote summary on page 32. - ------------------------------------------------------------------------------- 30 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
ADVISOR CLASS ------------------------------------------------------------------------------ SIX MONTHS ENDED DECEMBER 31, YEAR ENDED JUNE 30, 2004 --------------------------------------------------------------- (UNAUDITED) 2004 2003 2002 2001 2000 ----------- ----------- ----------- ----------- ----------- ----------- Net asset value, beginning of period $11.22 $8.44 $8.21 $8.76 $13.53 $11.77 Income From Investment Operations Net investment income (loss)(a) .04(b) .13(b)(c) .06 (.01) .04 -0- Net realized and unrealized gain (loss) on investment and foreign currency transactions 2.31 2.72 .17 (.54) (3.43) 2.82 Net increase (decrease) in net asset value from operations 2.35 2.85 .23 (.55) (3.39) 2.82 Less: Dividends and Distributions Dividends from net investment income (.07) (.07) -0- -0- -0- -0- Distributions from net realized gains on investment and foreign currency transactions -0- -0- -0- -0- (1.37) (1.06) Distributions in excess of net realized gains on investments -0- -0- -0- -0- (.01) -0- Total dividends and distributions (.07) (.07) -0- -0- (1.38) (1.06) Net asset value, end of period $13.50 $11.22 $8.44 $8.21 $8.76 $13.53 Total Return Total investment return based on net asset value(d) 20.99% 33.81% 2.80% (6.28)% (26.58)% 24.68% Ratios/Supplemental Data Net assets, end of period (000's omitted) $4,290 $2,817 $744 $808 $1,343 $2,506 Ratio to average net assets of: Expenses, net of waivers/reimbursement 1.38%(e) 1.54% 1.98% 1.80% 1.50% 1.43%(f) Expenses, before waivers/reimbursement 1.46%(e) 1.69% 1.98% 1.80% 1.50% 1.43%(f) Net investment income (loss) .66%(b)(e) 1.29%(b)(c) .74% (.18)% .38% .01% Portfolio turnover rate 30% 50% 29% 43% 42% 67%
See footnote summary on page 32. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 31 (a) Based on average shares outstanding. (b) Net of expenses waived/reimbursed by the Adviser. (c) Net of expenses waived by the Transfer Agent. (d) 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 charge or contingent deferred sales charge is not reflected in the calculation of total investment return. Total investment 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 for a period of less than one year is not annualized. (e) Annualized. (f) 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 June 30, 2000 Class A 1.73% Class B 2.46% Class C 2.43% Advisor Class 1.42% - ------------------------------------------------------------------------------- 32 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND BOARD OF DIRECTORS William H. Foulk, Jr.,(1) Chairman Marc O. Mayer, President Ruth Block(1) David H. Dievler(1) John H. Dobkin(1) Michael J. Downey(1) OFFICERS Philip L. Kirstein, Senior Vice President and Independent Compliance Officer Edward D. Baker, III,(2) Vice President Thomas J. Bardong, Vice President Russell Brody, Vice President Jean Van De Walle, Vice President Michael Levy,(2) Vice President Mark R. Manley, Secretary Mark D. Gersten, Treasurer & Chief Financial Officer Vincent S. Noto, Controller Custodian Brown Brothers Harriman & Company 40 Water Street Boston, MA 02109-3661 Principal Underwriter AllianceBernstein Investment Research and Management, Inc. 1345 Avenue of the Americas New York, NY 10105 Transfer Agent Alliance Global Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free (800) 221-5672 Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP 300 Madison Avenue New York, NY 10017 Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004 (1) Member of the Audit Committee and the Governance and Nominating Committee. (2) Messrs. Baker and Levy are the persons primarily responsible for the day-to-day management of the Fund's investment portfolio. - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 33 ALLIANCEBERNSTEIN FAMILY OF FUNDS Wealth Strategies Funds - ------------------------------------------------------------------------------- Balanced Wealth Strategy Wealth Appreciation Strategy Wealth Preservation Strategy Tax-Managed Balanced Wealth Strategy Tax-Managed Wealth Appreciation Strategy Tax-Managed Wealth Preservation Strategy Blended Style Funds - ------------------------------------------------------------------------------- U.S. Large Cap Portfolio International Portfolio Tax-Managed International Portfolio Growth Funds - ------------------------------------------------------------------------------- Domestic Growth Fund Mid-Cap Growth Fund Large Cap Growth Fund* Small Cap Growth Fund Global & International All-Asia Investment Fund Global Health Care Fund* Global Research Growth Fund Global Technology Fund* Greater China '97 Fund International Premier Growth Fund New Europe Fund Worldwide Privatization Fund Value Funds - ------------------------------------------------------------------------------- Domestic Balanced Shares Focused Growth & Income Fund* Growth & Income Fund Real Estate Investment Fund Small CapValue Fund** Utility Income Fund Value Fund Global & International Global Value Fund International Value Fund Taxable 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 Short Duration Portfolio U.S. Government Portfolio Municipal Bond Funds - ------------------------------------------------------------------------------- National Insured National Arizona California Insured California Florida Massachusetts Michigan Minnesota New Jersey New York Ohio Pennsylvania Virginia Intermediate Municipal Bond Funds - ------------------------------------------------------------------------------- Intermediate California Intermediate Diversified Intermediate New York 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 We also offer Exchange Reserves,*** which serves as the money market fund exchange vehicle for the AllianceBernstein mutual funds. For more complete information on any AllianceBernstein mutual fund, including investment objectives and policies, sales charges, expenses, risks and other matters of importance to prospective investors, visit our web site at www.alliancebernstein.com or call us at (800) 227-4618 for a current prospectus. You should read the prospectus carefully before you invest. * Prior to December 15, 2004, these Funds were named as follows: Global Health Care Fund was Health Care Fund; Large Cap Growth Fund was Premier Growth Fund; Global Technology Fund was Technology Fund; and Focused Growth & Income Fund was Disciplined Value Fund. ** Effective February 1, 2005, Small Cap Value Fund will be renamed Small/Mid-Cap Value Fund. *** An investment in the Fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. - ------------------------------------------------------------------------------- 34 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND NOTES - ------------------------------------------------------------------------------- ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND o 35 NOTES - ------------------------------------------------------------------------------- 36 o ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION FUND ALLIANCEBERNSTEIN WORLDWIDE PRIVATIZATION 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. WWPSR1204 ITEM 2. CODE OF ETHICS. Not applicable when filing a semi-annual report to shareholders. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable when filing a semi-annual report to shareholders. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable when filing a semi-annual report to shareholders. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable to the registrant. ITEM 6. SCHEDULE OF INVESTMENTS. Please see Schedule of Investments contained in the Report to Shareholders included under Item 1 of this Form N-CSR. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to the registrant. ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable to the registrant. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. There have been no material changes to the procedures by which shareholders may recommend nominees to the Fund's Board of Directors since the Fund last provided disclosure in response to this item. ITEM 10. 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 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 11. EXHIBITS. The following exhibits are attached to this Form N-CSR: EXHIBIT NO. DESCRIPTION OF EXHIBIT ----------- ----------------------- 11 (b) (1) Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 11 (b) (2) Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 11 (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 Worldwide Privatization Fund, Inc. By: /s/ Marc O. Mayer ----------------- Marc O. Mayer President Date: February 28, 2005 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/ Marc O. Mayer ----------------- Marc O. Mayer President Date: February 28, 2005 By: /s/ Mark D. Gersten Mark D. Gersten Treasurer and Chief Financial Officer Date: February 28, 2005 EX-99.CERT 2 edg10698_ex11b-302.txt CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER I, Marc O. Mayer, certify that: 1. I have reviewed this report on Form N-CSR (the "Report") of AllianceBernstein Worldwide Privatization 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) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) 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) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) 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 d) 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 and material weaknesses 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 control over financial reporting. Date: February 28, 2005 /s/ Marc O. Mayer -------------------- Marc O. Mayer President 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 Worldwide Privatization 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) and internal control over financial reporting (as defined in Rule30a-3(d) under the Investment Company Act of 1940) 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) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) 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 d) 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 and material weaknesses 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 control over financial reporting. Date: February 28, 2005 /s/ Mark D. Gersten -------------------- Mark D. Gersten Treasurer and Chief Financial Officer EX-99.906 CERT 3 edg10698_ex11c-906.txt 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 Worldwide Privatization Fund, Inc. (the "Registrant"), hereby certifies that the Registrant's report on Form N-CSR for the period ended December 31, 2004 (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: February 28, 2005 By: /s/ Marc O. Mayer ----------------- Marc O. Mayer 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-----