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: 811-08201

ALLIANCEBERNSTEIN GREATER CHINA ‘97 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)

Joseph J. Mantineo

AllianceBernstein L.P.

1345 Avenue of the Americas

New York, New York 10105

(Name and address of agent for service)

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

Date of fiscal year end: July 31, 2009

Date of reporting period: July 31, 2009

ITEM 1. REPORTS TO STOCKHOLDERS.

ANNUAL REPORT

AllianceBernstein Greater China ’97 Fund

July 31, 2009

Annual Report

Investment Products Offered

• Are Not FDIC Insured

• May Lose Value

• 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 Investments, Inc. (ABI) is the distributor of the AllianceBernstein family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the manager of the funds.

AllianceBernstein^® and the AB Logo are registered trademarks and service marks used by permission of the owner, AllianceBernstein L.P.

September 13, 2009

Annual Report

This report provides management’s discussion of fund performance for AllianceBernstein Greater China ’97 Fund (the “Fund”) for the annual reporting period ended July 31, 2009.

Investment Objective and Policies

The Fund’s investment objective is long-term capital appreciation through investment of at least 80% of its total assets in equity securities of Greater China companies. Under normal circumstances, the Fund will invest at least 80%, and normally substantially all, of its net assets in equity securities of Greater China companies, which are companies in China, Hong Kong and Taiwan. Of these countries, the Fund expects to invest a significant portion of its assets, which may be greater than 50%, in Hong Kong companies and may invest all of its assets in Hong Kong companies or companies of either of the other Greater China countries. The Fund also may invest in convertible securities and equity-linked debt securities issued or guaranteed by Greater China companies or Greater China Governments, their agencies, or instrumentalities. In addition to investing in equity securities of Greater China companies, the Fund may invest up to 20% of its total assets in (i) debt securities issued or guaranteed by Greater China companies or by Greater China Governments, their agencies or instrumentalities and (ii) equity or debt securities issued by issuers other than Greater China companies. The Fund will invest only in investment-grade securities.

Investment Results

The table on page 4 shows the Fund’s performance compared to its benchmark, the Morgan Stanley Capital International (MSCI) Golden Dragon Index (net and gross) and the Lipper China Region Funds Average (the “Lipper Average”). The MSCI Golden Dragon Index is a composite index consisting of equity securities of companies based in China, Hong Kong and Taiwan. These are the countries in which the great majority of the Fund’s securities are located. Funds in the Lipper Average have generally similar investment objectives to the Fund, although some may have different investment policies and sales and management fees.

The Fund’s Class A shares without sales charges underperformed the benchmark for both the six- and 12-month periods ended July 31, 2009. For the 12-month period, both the Fund and the benchmark declined and posted negative returns. Detracting from returns was an underweight position in the utility sector, and security selection in the financial and industrials sectors. The market rebound of the past few months did not favor the financial companies that the Fund owns (which have strong earnings support and momentum), thereby hurting performance. Contributing to Fund returns was an underweight in the telecom sector and security selection in technology.

For the six-month period, the Fund’s underperformance was due primarily

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 1

to stock selection in financials. Returns for both the six- and 12-month periods were not impacted by leverage.

Market Review and Investment Strategy

The dramatic recovery in capital markets in the first half of 2009 suggests that massive government efforts to thaw the credit markets and revive economic growth have started to take effect. While major economies remain mired in recession and the timing of a sustainable economic recovery is uncertain, the pace of deterioration is moderating in the view of the Fund’s Hong Kong/China Portfolio Oversight Group (the “Group”). A host of indicators around the world suggests that the free fall in economic activity

witnessed in the second half of 2008 may have significantly moderated. Consumer and business confidence has recovered slightly and there are signs of a global rebound in industrial production. Profit for Greater China companies and firms in the emerging markets generally now look brighter.

The Group favored overweight positions in materials and financials during the 12-month reporting period ended July 31, 2009. Stimulus from government measures and an improved liquidity situation presented opportunities for both these sectors. Meanwhile, opportunities in consumer staples were limited and the Fund has moved from an overweight to an underweight position in this sector.

2 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 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 website at www.alliancebernstein.com or call your financial advisor or AllianceBernstein Investments at 800.227.4618. You should read the prospectus carefully before you invest.

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 the different share classes will vary due to different expenses associated with each class. Performance assumes reinvestment of distributions and does not account for taxes.

Benchmark Disclosure

The unmanaged Morgan Stanley Capital International (MSCI) Golden Dragon Index does not reflect fees and expenses associated with the active management of a mutual fund portfolio. The Index is an aggregate of the MSCI Hong Kong Index, the MSCI China Free Index and the MSCI Taiwan Index (at 65%) (the MSCI Taiwan Index has an inclusion weight at 65% of its market capitalization in the MSCI Index series). The Lipper China Region Funds Average (the “Lipper Average”) represents funds that invest in equity securities whose primary trading markets or operations are concentrated in the China region or in a single country within this region. For the six- and 12-month periods ended July 31, 2009, the Lipper Average consisted of 79 and 75 funds, respectively. These funds have generally similar investment objectives to the Fund, although some may have different investment policies and sales and management fees. An investor cannot invest directly in an index or average, and its results are not indicative of the performance for any specific investment, including the Fund.

The MSCI Golden Dragon Index values are calculated using net and gross returns. Net returns approximate the minimum possible dividend reinvestment—the dividend is reinvested after deduction of withholding tax, applying the highest rate possible to non-resident individuals who do not benefit from double taxation treaties. In calculating gross returns, the amount of the dividend reinvested is the dividend distributed to individuals resident in the country of the company, but does not include tax credits.

A Word About Risk

Substantially all of the Fund’s assets will be invested in Greater China (People’s Republic of China (Mainland), Republic of China (Taiwan) and Hong Kong Special Administrative Region) company securities, and so the Fund is subject to greater risk than a fund with a more diversified portfolio. Since the Fund invests in foreign currency denominated securities, fluctuations may be magnified by changes in foreign exchange rates. Foreign markets can be more volatile than the US market due to increased risks of adverse issuer, political, regulatory, market or economic developments. 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 GREATER CHINA ’97 FUND  • 3

Historical Performance

HISTORICAL PERFORMANCE

(continued from previous page)

THE FUND VS. ITS BENCHMARK PERIODS ENDED JULY 31, 2009	Returns
	6 Months	12 Months
AllianceBernstein Greater China ’97 Fund
Class A	57.54%	-11.92%
Class B*	57.01%	-12.59%
Class C	56.89%	-12.56%
Advisor Class**	57.84%	-11.65%
MSCI Golden Dragon Index (net)	63.26%	-3.15%
MSCI Golden Dragon Index (gross)	63.58%	-2.85%
Lipper China Region Funds Average	69.42%	-2.22%
*    Effective January 31, 2009, Class B shares are no longer available for purchase to new investors. Please see Note A for more information.
**  Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Funds.

GROWTH OF A $10,000 INVESTMENT IN THE FUND

7/31/99 TO 7/31/09

This chart illustrates the total value of an assumed $10,000 investment in AllianceBernstein Greater China ’97 Fund Class A shares (from 7/31/99 to 7/31/09) as compared to the performance of the Fund’s benchmark. The chart reflects the deduction of the maximum 4.25% sales charge from the initial $10,000 investment in the Fund and assumes the reinvestment of dividends and capital gains distributions.

See Historical Performance and Benchmark disclosures on previous page.

(Historical Performance continued on next page)

4 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Historical Performance

HISTORICAL PERFORMANCE

(continued from previous page)

AVERAGE ANNUAL RETURNS AS OF JULY 31, 2009
	NAV Returns		SEC Returns
Class A Shares
1 Year	-11.92	%	-15.65	%
5 Years	14.51	%	13.51	%
10 Years	10.12	%	9.65	%
Class B Shares
1 Year	-12.59	%	-14.92	%
5 Years	13.68	%	13.68	%
10 Years(a)	9.45	%	9.45	%
Class C Shares
1 Year	-12.56	%	-13.14	%
5 Years	13.70	%	13.70	%
10 Years	9.28	%	9.28	%
Advisor Class Shares†
1 Year	-11.65	%	-11.65	%
5 Years	14.84	%	14.84	%
10 Years	10.45	%	10.45	%

The Fund’s current prospectus fee table shows the Fund’s total annual operating expense ratios as 2.40%, 3.15%, 3.10% and 2.09% for Class A, Class B, Class C and Advisor Class, respectively. The Financial Highlights section of this report sets forth expense ratio data for the current reporting period; the expense ratios shown above may differ from the expense ratios in the Financial Highlights section since they are based on different time periods.

(a) Assumes conversion of Class B shares into Class A shares after eight years.

† This share class is offered at net asset value (NAV) to eligible investors and its SEC returns are the same as its NAV returns. Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Funds.

See Historical Performance disclosures on page 3.

(Historical Performance continued on next page)

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 5

Historical Performance

HISTORICAL PERFORMANCE

(continued from previous page)

SEC AVERAGE ANNUAL RETURNS (WITH ANY APPLICABLE SALES CHARGES) AS OF THE MOST RECENT CALENDAR QUARTER-END (JUNE 30, 2009)
	SEC Returns
Class A Shares
1 Year	-25.15	%
5 Years	10.64	%
10 Years	7.87	%
Class B Shares
1 Year	-24.43	%
5 Years	10.82	%
10 Years(a)	7.69	%
Class C Shares
1 Year	-22.80	%
5 Years	10.86	%
10 Years	7.53	%
Advisor Class Shares†
1 Year	-21.51	%
5 Years	11.97	%
10 Years	8.66	%

(a) Assumes conversion of Class B shares into Class A shares after eight years.

† Please note that this share class is for investors purchasing shares through accounts established under certain fee-based programs sponsored and maintained by certain broker-dealers and financial intermediaries, institutional pension plans and/or advisory clients of, and certain other persons associated with, the Adviser and its affiliates or the Funds.

See Historical Performance disclosures on page 3.

6 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Historical Performance

FUND EXPENSES

(unaudited)

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 table below provides information about actual account values and actual expenses. You may use the information, 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 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 table below also 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 hypothetical example 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 Account Value February 1, 2009				Ending Account Value July 31, 2009				Expenses Paid During Period*
	Actual		Hypothetical		Actual		Hypothetical**		Actual		Hypothetical
Class A	$	1,000	$	1,000	$	1,575.38	$	1,015.77	$	11.62	$	9.10
Class B	$	1,000	$	1,000	$	1,570.06	$	1,011.41	$	17.21	$	13.47
Class C	$	1,000	$	1,000	$	1,568.90	$	1,011.60	$	16.94	$	13.27
Advisor Class	$	1,000	$	1,000	$	1,578.43	$	1,016.56	$	10.61	$	8.30

* Expenses are equal to the classes’ annualized expense ratios of 1.82%, 2.70%, 2.66% and 1.66%, respectively, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

** Assumes 5% return before expenses.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 7

Fund Expenses

PORTFOLIO SUMMARY

July 31, 2009 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $112.6

* All data are as of July 31, 2009. The Fund’s sector and country breakdowns are expressed as a percentage of total investments and may vary over time.

Please Note: The sector classifications presented herein are based on the Global Industry Classification Standard (GICS) which was developed by Morgan Stanley Capital International and Standard and Poor’s. The components are divided into sector, industry group, and industry sub-indices as classified by the GICS for each of the market capitalization indices in the Broad Market. These sector classifications are broadly defined. The “Portfolio of Investments” section of the report reflects more specific industry information and is consistent with the investment restrictions discussed in the Fund’s prospectus.

8 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Portfolio Summary

TEN LARGEST HOLDINGS*

July 31, 2009 (unaudited)

Company	U.S. $ Value		Percent of Net Assets
China Mobile Ltd.	$	6,442,997	5.7	%
Industrial & Commercial Bank of China Ltd. – Class H		5,955,588	5.3
China Construction Bank Corp. – Class H		5,008,723	4.5
Taiwan Semiconductor Manufacturing Co. Ltd.		4,983,806	4.4
China Life Insurance Co. Ltd. – Class H		4,720,919	4.2
HON HAI Precision Industry Co. Ltd.		4,326,469	3.8
CNOOC Ltd.		3,933,018	3.5
Sun Hung Kai Properties Ltd.		3,127,642	2.8
Cathay Financial Holding Co. Ltd.		3,055,361	2.7
Yuanta Financial Holding Co. Ltd.		2,998,164	2.7
	$	44,552,687	39.6	%

* Long-term investments.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 9

Ten Largest Holdings

PORTFOLIO OF INVESTMENTS

July 31, 2009

Company	Shares	U.S. $ Value
COMMON STOCKS – 96.7%
Financials – 38.8%
Capital Markets – 2.7%
Yuanta Financial Holding Co. Ltd.(a)	4,180,000	$	2,998,164
Commercial Banks – 15.2%
Bank of China Ltd.	4,594,000		2,283,233
BOC Hong Kong Holdings Ltd.	292,000		619,236
China Construction Bank Corp. – Class H	6,236,000		5,008,723
China Merchants Bank Co. Ltd. – Class H	578,500		1,356,309
Industrial & Commercial Bank of China Ltd. – Class H	8,294,000		5,955,588
Standard Chartered PLC	82,450		1,944,329
			17,167,418
Diversified Financial Services – 1.8%
Hong Kong Exchanges and Clearing Ltd.	108,500		2,037,309
Insurance – 6.9%
Cathay Financial Holding Co. Ltd.(a)	1,991,000		3,055,361
China Life Insurance Co. Ltd. – Class H	1,066,000		4,720,919
			7,776,280
Real Estate Management & Development – 12.2%
Cheung Kong Holdings Ltd.	167,000		2,152,409
China Overseas Land & Investment Ltd.	767,920		1,888,952
Guangzhou R&F Properties Co. Ltd.	882,800		1,938,468
Henderson Land Development Co. Ltd.	177,000		1,166,233
Sino-Ocean Land Holdings Ltd.	1,400,500		1,492,002
Sun Hung Kai Properties Ltd.	206,000		3,127,642
Swire Pacific Ltd.	124,500		1,396,725
Wharf Holdings Ltd.	123,000		577,125
			13,739,556
			43,718,727
Information Technology – 18.3%
Computers & Peripherals – 1.6%
High Tech Computer Corp.(a)	36,990		504,503
Wistron Corp.	643,000		1,281,484
			1,785,987
Electronic Equipment, Instruments & Components – 4.7%
AU Optronics Corp.	870,275		965,770
HON HAI Precision Industry Co. Ltd.	1,253,056		4,326,469
			5,292,239
Internet Software & Services – 2.3%
Tencent Holdings Ltd.	195,200		2,631,055

10 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Portfolio of Investments

Company	Shares	U.S. $ Value
Semiconductors & Semiconductor Equipment – 8.9%
MediaTek, Inc.	116,232	$	1,670,076
Novatek Microelectronics Corp. Ltd.	197,000		550,859
Siliconware Precision Industries Co.	729,000		957,377
Taiwan Semiconductor Manufacturing Co. Ltd.	2,798,714		4,983,806
United Microelectronics Corp.	4,114,000		1,820,866
			9,982,984
Software – 0.8%
Shanda Interactive Entertainment Ltd. (Sponsored ADR)(a)	19,100		946,978
			20,639,243
Materials – 9.9%
Chemicals – 2.8%
China BlueChemical Ltd.	700,000		392,250
Formosa Plastics Corp.	1,096,750		1,882,229
Taiwan Fertilizer Co. Ltd.	288,000		910,789
			3,185,268
Construction Materials – 2.3%
Anhui Conch Cement Co. Ltd. – Class H	248,000		1,790,408
Asia Cement Corp.	796,000		851,929
			2,642,337
Metals & Mining – 4.8%
Angang Steel Co. Ltd. – Class H	886,000		2,001,867
China Zhongwang Holdings Ltd.(a)	2,044,400		2,743,435
Jiangxi Copper Co. Ltd. – Class H	266,000		611,045
			5,356,347
			11,183,952
Energy – 7.5%
Energy Equipment & Services – 0.9%
China Oilfield Services Ltd. – Class H	862,000		935,036
Oil, Gas & Consumable Fuels – 6.6%
China Coal Energy Co. – Class H	518,000		722,635
China Petroleum & Chemical Corp. – Class H	1,812,000		1,615,382
China Shenhua Energy Co., Ltd – Class H	289,000		1,174,664
CNOOC Ltd.	2,956,000		3,933,018
			7,445,699
			8,380,735
Industrials – 6.6%
Construction & Engineering – 0.4%
China Railway Construction Corp. Ltd. – Class H	322,000		512,604
Electrical Equipment – 2.2%
Harbin Power Equipment Co. Ltd. – Class H	2,076,000		2,450,655

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 11

Portfolio of Investments

Company	Shares	U.S. $ Value
Industrial Conglomerates – 1.3%
Beijing Enterprises Holdings Ltd.	292,000	$	1,465,654
Machinery – 0.3%
China South Locomotive and Rolling Stock Corp.	499,000		308,367
Marine – 2.4%
China COSCO Holdings Co. Ltd. – Class H	917,000		1,319,916
China Shipping Container Lines Co. Ltd. – Class H(a)	1,812,000		706,301
Orient Overseas International Ltd.	121,000		675,853
			2,702,070
			7,439,350
Telecommunication Services – 6.2%
Diversified Telecommunication Services – 0.5%
China Communications Services Corp. Ltd. – Class H	816,000		517,867
Wireless Telecommunication Services – 5.7%
China Mobile Ltd.	614,000		6,442,997
			6,960,864
Consumer Discretionary – 4.3%
Automobiles – 1.6%
Dongfeng Motor Group Co. Ltd. – Class H	1,016,000		1,078,435
Great Wall Motor Co. Ltd. – Class H	624,500		709,129
			1,787,564
Distributors – 0.4%
Li & Fung Ltd.	180,000		530,351
Hotels, Restaurants & Leisure – 1.2%
Ctrip.com International Ltd. (ADR)(a)	26,000		1,332,500
Textiles, Apparel & Luxury Goods – 1.1%
China Dongxiang Group Co.	1,593,000		1,208,596
			4,859,011
Health Care – 2.3%
Health Care Equipment & Supplies – 2.3%
Bawang International(a)	764,000		325,314
Shandong Weigao Group Medical Polymer Co. Ltd. – Class H	864,000		2,261,246
			2,586,560
Utilities – 2.1%
Electric Utilities – 0.6%
HongKong Electric Holdings	128,000		705,809
Gas Utilities – 0.6%
Xinao Gas Holdings Ltd.	404,000		670,276

12 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Portfolio of Investments

Company	Shares		U.S. $ Value
Independent Power Producers & Energy Traders – 0.9%
China Resources Power Holdings Co.		365,600	$	943,723
				2,319,808
Consumer Staples – 0.7%
Food Products – 0.7%
China Mengniu Dairy Co. Ltd.(a)		342,000		816,788
Total Common Stocks (cost $77,113,648)				108,905,038
	Principal Amount (000)
SHORT-TERM INVESTMENTS – 1.7%
Time Deposit – 1.7%
HSBC Bank USA (cost $1,900,000) 0.13%, 8/03/09	$	1,900		1,900,000
Total Investments – 98.4% (cost $79,013,648)				110,805,038
Other assets less liabilities – 1.6%				1,836,948
Net Assets – 100.0%			$	112,641,986

(a) Non-income producing security.

Glossary:

ADR – American Depositary Receipt

See notes to financial statements.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 13

Portfolio of Investments

STATEMENT OF ASSETS & LIABILITIES

July 31, 2009

Assets
Investments in securities, at value (cost $79,013,648)	$	110,805,038
Cash		95,813
Foreign currencies, at value (cost $2,192,070)		2,194,731
Receivable for capital stock sold		457,553
Dividends and interest receivable		367,853
Total assets		113,920,988
Liabilities
Payable for investment securities purchased		814,093
Payable for capital stock redeemed		225,144
Advisory fee payable		65,632
Distribution fee payable		40,927
Administrative fee payable		31,002
Custodian fee payable		12,994
Transfer Agent fee payable		9,129
Accrued expenses		80,081
Total liabilities		1,279,002
Net Assets	$	112,641,986
Composition of Net Assets
Capital stock, at par	$	9,175
Additional paid-in capital		99,393,276
Undistributed net investment income		212,447
Accumulated net realized loss on investment and foreign currency transactions		(18,768,259	)
Net unrealized appreciation of investments and foreign currency denominated assets and liabilities		31,795,347
	$	112,641,986

Net Asset Value Per Share—12 billion shares of capital stock authorized, $.001 par value

Class	Net Assets		Shares Outstanding	Net Asset Value
A	$	80,443,780	6,416,968	$	12.54	*
B	$	12,000,132	1,039,753	$	11.54
C	$	16,211,324	1,409,094	$	11.50
Advisor	$	3,986,750	309,620	$	12.88

* The maximum offering price per share for Class A shares was $13.10 which reflects a sales charge of 4.25%.

See notes to financial statements.

14 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Statement of Assets & Liabilities

STATEMENT OF OPERATIONS

Year Ended July 31, 2009

Investment Income
Dividends (net of foreign taxes withheld of $199,805)	$	1,806,564
Interest		5,723		$	1,812,287
Expenses
Advisory fee (see Note B)		500,690
Distribution fee—Class A		116,156
Distribution fee—Class B		104,733
Distribution fee—Class C		136,210
Transfer agency—Class A		102,499
Transfer agency—Class B		36,047
Transfer agency—Class C		42,274
Transfer agency—Advisor Class		11,464
Custodian		121,904
Administrative		97,668
Legal		81,480
Registration		68,537
Audit		55,490
Printing		43,007
Directors’ fees		20,158
Miscellaneous		16,306
Total expenses		1,554,623
Less: expense offset arrangement (see Note B)		(365	)
Net expenses					1,554,258
Net investment income					258,029
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized loss on:
Investment transactions					(18,665,699	)
Foreign currency transactions					(28,338	)
Net change in unrealized appreciation of:
Investments					12,739,097
Foreign currency denominated assets and liabilities					8,080
Net loss on investment and foreign currency transactions					(5,946,860	)
Net Decrease in Net Assets from Operations				$	(5,688,831	)

See notes to financial statements.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 15

Statement of Operations

STATEMENT OF CHANGES IN NET ASSETS

	Year Ended July 31, 2009			Year Ended July 31, 2008
Increase (Decrease) in Net Assets from Operations
Net investment income	$	258,029		$	362,167
Net realized gain (loss) on investment and foreign currency transactions		(18,694,037	)		20,652,956
Net change in unrealized appreciation/depreciation of investments and foreign currency denominated assets and liabilities		12,747,177			(38,838,677	)
Net decrease in net assets from operations		(5,688,831	)		(17,823,554	)
Dividends and Distributions to Shareholders from
Net investment income
Class A		(261,260	)		(239,434	)
Advisor Class		(65,684	)		(66,138	)
Net realized gain on investment and foreign currency transactions
Class A		(7,355,331	)		(4,621,615	)
Class B		(3,011,582	)		(1,927,823	)
Class C		(3,923,887	)		(2,590,111	)
Advisor Class		(1,073,484	)		(728,337	)
Capital Stock Transactions
Net increase (decrease)		36,901,745			(5,569,642	)
Total increase (decrease)		15,521,686			(33,566,654	)
Net Assets
Beginning of period		97,120,300			130,686,954
End of period (including undistributed net investment income of $212,447 and $326,715, respectively)	$	112,641,986		$	97,120,300

See notes to financial statements.

16 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Statement of Changes in Net Assets

NOTES TO FINANCIAL STATEMENTS

July 31, 2009

NOTE A

Significant Accounting Policies

AllianceBernstein Greater China ’97 Fund, Inc. (the “Fund”) was organized as a Maryland corporation on April 30, 1997 and is registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The Fund offers Class A, Class B, Class C and Advisor Class shares. Class A shares are sold with a front-end 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 sold with a contingent deferred sales charge which declines from 4% to zero depending on the period of time the shares are held. Effective January 31, 2009, sales of Class B shares of the Fund to new investors were suspended. Class B shares will only be issued (i) upon the exchange of Class B shares from another AllianceBernstein Fund, (ii) for purposes of dividend reinvestment, (iii) through the Fund’s Automatic Investment Program (the “Program”) for accounts that established the Program prior to January 31, 2009, and (iv) for purchases of additional shares by Class B shareholders as of January 31, 2009. The ability to establish a new Program for accounts containing Class B shares was suspended as of January 31, 2009. 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 and are not subject to ongoing distribution expenses. Advisor Class shares are offered 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, except that the classes bear different distribution and transfer agency expenses. Each class 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. The following is a summary of significant accounting policies followed by the Fund.

1. Security Valuation

Portfolio securities are valued at their current market value determined on the basis of market quotations or, if market quotations are not readily available or are deemed unreliable, at “fair value” as determined in accordance with procedures established by and under the general supervision of the Fund’s Board of Directors.

In general, the market value of securities which are readily available and deemed reliable are determined as follows. Securities listed on a national securities exchange (other than securities listed on the NASDAQ Stock Market, Inc.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 17

Notes to Financial Statements

(“NASDAQ”)) 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. Securities listed on more than one exchange are valued by reference to the principal exchange on which the securities are traded; securities listed only on 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 valuation, the last available closing settlement price is used; securities traded in the over-the-counter market (“OTC”) 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, AllianceBernstein L.P. (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. Investments in money market funds are valued at their net asset value each day.

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 (see Note A.2).

2. Fair Value Measurements

The Fund adopted Financial Accounting Standards Board (“FASB”) Statement of Financial Accounting Standards No. 157, “Fair Value Measurements” (“FAS 157”), effective August 1, 2008. In accordance with FAS 157, fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. FAS 157 also establishes a framework for measuring fair value, and a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. Inputs may be

18 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Notes to Financial Statements

observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Fund. Unobservable inputs reflect the Fund’s own assumptions about the assumptions that market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. Each investment is assigned a level based upon the observability of the inputs which are significant to the overall valuation. The three-tier hierarchy of inputs is summarized below.

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

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

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

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of July 31, 2009:

Investments in Securities

Level 1

Level 2

Level 3

Total

Common Stocks

Financials

$

– 0

–

$

43,718,727

$

– 0

–

$

43,718,727

Information Technology

946,978

19,692,265

– 0

–

20,639,243

Materials

2,743,435

8,440,517

– 0

–

11,183,952

Energy

– 0

–

8,380,735

– 0

–

8,380,735

Industrials

– 0

–

7,439,350

– 0

–

7,439,350

Telecommunication Services

– 0

–

6,960,864

– 0

–

6,960,864

Consumer Discretionary

1,332,500

3,526,511

– 0

–

4,859,011

Health Care

325,314

2,261,246

– 0

–

2,586,560

Utilities

– 0

–

2,319,808

– 0

–

2,319,808

Consumer Staples

– 0

–

816,788

– 0

–

816,788

Short term

1,900,000

– 0

–

– 0

–

1,900,000

7,248,227

103,556,811

†

– 0

–

110,805,038

Other Financial Instruments*

– 0

–

– 0

–

– 0

–

– 0

–

Total

$

7,248,227

$

103,556,811

$

– 0

–

$

110,805,038

* Other financial instruments are derivative instruments, such as futures, forwards and swap contracts, which are valued at the unrealized appreciation/depreciation on the instrument.

^† The earlier close of the foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred between the close of the foreign markets and the time at which the Fund values its securities which may materially affect the value of securities trading in such markets. 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. Accordingly, a significant portion of the Fund’s investments are categorized as Level 2 investments.

3. Currency Translation

Assets and liabilities denominated in foreign currencies and commitments under forward currency exchange contracts are translated into U.S. dollars at the mean

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 19

Notes to Financial Statements

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 into U.S. dollars at rates of exchange prevailing when accrued.

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 net unrealized appreciation and depreciation of investments and foreign currency denominated assets and liabilities.

4. 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.

In accordance with the FASB Interpretation No. 48, “Accounting for Uncertainties in Income Taxes” (“FIN 48”), management has analyzed the Fund’s tax positions taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund’s financial statements.

5. 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 or losses are determined on the identified cost basis. The Fund amortizes premiums and accretes discounts as adjustments to interest income.

6. Class Allocations

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 for class specific

20 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Notes to Financial Statements

expenses which are allocated to the respective class. Realized and unrealized gains and losses are allocated among the various share classes based on their respective net assets.

7. 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.

8. Recent Accounting Pronouncements

During the year ended July 31, 2009, the Fund adopted FASB Statement of Financial Accounting Standards No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 requires enhanced disclosure about an entity’s derivative and hedging activities including qualitative disclosures about the objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements (see Note D.1).

In accordance with the provision set forth in FASB Statement of Financial Accounting Standards No. 165, “Subsequent Events”, adopted by the Fund as of July 31, 2009, management has evaluated the possibility of subsequent events existing in the Fund’s financial statements issued on September 25, 2009. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

NOTE B

Advisory Fee and Other Transactions with Affiliates

Under the terms of the investment advisory agreement, the Fund pays the Adviser an advisory fee at 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. The Adviser has agreed for the current fiscal year to waive its fee and bear certain expenses to the extent necessary to limit total operating expenses on an annual basis to 2.50%, 3.20%, 3.20%, and 2.20% of average daily net assets, respectively, for the Class A, Class B, Class C and Advisor Class shares. For the year ended July 31, 2009, there was no such reimbursement by the Adviser.

Pursuant to the investment advisory agreement, the Fund has agreed to reimburse the Adviser for the cost of providing certain legal and accounting services. For the year ended July 31, 2009, the total amount of such fees was $97,668.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 21

Notes to Financial Statements

The Fund compensates AllianceBernstein Investor Services, Inc. (“ABIS”), 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. ABIS may make payments to intermediaries that provide omnibus account services, sub-accounting services and/or networking services. The compensation retained by ABIS amounted to $105,579 for the year ended July 31, 2009.

For the year ended July 31, 2009, the expenses of Class A, B, C and Advisor Class shares were reduced by $365 under an expense offset arrangement with ABIS.

AllianceBernstein Investments, 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 $3,930 from the sale of Class A shares and received $102, $31,127 and $5,006 in contingent deferred sales charges imposed upon redemptions by shareholders of Class A, Class B and Class C shares, respectively, for the year ended July 31, 2009.

Brokerage commissions paid on investment transactions for the year ended July 31, 2009, amounted to $238,584, none of which was paid to Sanford C. Bernstein & Co. LLC and Sanford C. Bernstein Limited, affiliates 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 Fund’s average daily net assets attributable to the Class B 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 incurred expenses in excess of the distribution costs reimbursed by the Fund in the amounts of $2,242,418 and $1,423,983 for Class B and Class C shares, respectively. While such costs may be recovered from the Fund in future periods so long as the Agreement is in effect, the rate of the distribution and servicing fees payable under the Agreement may not be increased without a shareholder vote. 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.

22 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Notes to Financial Statements

NOTE D

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended July 31, 2009, were as follows:

	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	92,351,623		$	71,751,584
U.S. government securities		– 0	–		– 0	–

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation (excluding foreign currency transactions) are as follows:

Cost	$	80,532,293
Gross unrealized appreciation	$	30,493,794
Gross unrealized depreciation		(221,049	)
Net unrealized appreciation	$	30,272,745

1. Derivative Financial Instruments

The Fund may use derivatives to earn income and enhance returns, to hedge or adjust the risk profile of its portfolio, to replace more traditional direct investments, or to obtain exposure to otherwise inaccessible markets. The Fund may also use derivatives for non-hedging purposes as a means of making direct investment in foreign currencies, as described below under “Currency Transactions”.

The principal type of derivatives utilized by the Fund, as well as the methods in which they may be used are:

• Forward Currency Exchange Contracts

The Fund may enter into forward currency exchange contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to hedge certain firm purchase and sales commitments denominated in foreign currencies and for non-hedging purposes as a means of making direct investments in foreign currencies, as described below under “Currency Transactions”.

A forward currency exchange 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 gain or loss on foreign currency transactions. Fluctuations in the value of open forward currency exchange contracts are recorded for financial reporting purposes as unrealized appreciation and/or depreciation by the Fund. 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. The face or contract amount, in U.S. dollars reflects the total exposure the Fund has in that particular currency contract.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 23

Notes to Financial Statements

The Fund did not engage in derivative transactions for the year ended July 31, 2009.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar securities on a currency hedged or unhedged basis. The Fund may seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives, including forward currency exchange contracts, futures and options on futures, swaps, and options. The Fund may enter into transactions for investment opportunities when it anticipates that a foreign currency will appreciate or depreciate in value but securities denominated in that currency are not held by the Fund and do not present attractive investment opportunities. Such transactions may also be used when the Adviser believes that it may be more efficient than a direct investment in a foreign currency-denominated security. The Fund may also conduct currency exchange contracts on a spot basis (i.e., for cash at the spot rate prevailing in the currency exchange market for buying or selling currencies).

NOTE E

Capital Stock

Each class consists of 3,000,000,000 authorized shares. Transactions in capital shares for each class were as follows:

	Shares				Amount
	Year Ended July 31, 2009		Year Ended July 31, 2008		Year Ended July 31, 2009			Year Ended July 31, 2008
Class A
Shares sold	4,387,561		966,505		$	42,688,153		$	27,276,051
Shares issued in reinvestment of dividends and distributions	838,025		156,274			7,005,894			4,474,118
Shares converted from Class B	74,155		128,601			861,143			3,267,860
Shares redeemed	(1,081,117	)	(1,481,698	)		(12,245,388	)		(38,215,508	)
Net increase (decrease)	4,218,624		(230,318	)	$	38,309,802		$	(3,197,479	)
Class B
Shares sold	173,357		299,103		$	1,671,734		$	7,669,417
Shares issued in reinvestment of dividends and distributions	363,151		66,106			2,810,786			1,788,820
Shares converted to Class A	(79,919	)	(136,331	)		(861,143	)		(3,267,860	)
Shares redeemed	(346,141	)	(392,504	)		(3,849,970	)		(9,380,937	)
Net increase (decrease)	110,448		(163,626	)	$	(228,593	)	$	(3,190,560	)

24 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Notes to Financial Statements

	Shares				Amount
	Year Ended July 31, 2009		Year Ended July 31, 2008		Year Ended July 31, 2009			Year Ended July 31, 2008
Class C
Shares sold	293,965		450,745		$	2,809,393		$	12,075,747
Shares issued in reinvestment of dividends and distributions	478,932		88,700			3,692,568			2,394,002
Shares redeemed	(650,535	)	(539,781	)		(7,104,375	)		(12,923,822	)
Net increase (decrease)	122,362		(336	)	$	(602,414	)	$	1,545,927
Advisor Class
Shares sold	636,935		432,598		$	6,404,336		$	11,577,719
Shares issued in reinvestment of dividends and distributions	120,379		23,933			1,031,650			700,516
Shares redeemed	(777,253	)	(506,874	)		(8,013,036	)		(13,005,765	)
Net decrease	(19,939	)	(50,343	)	$	(577,050	)	$	(727,530	)

NOTE F

Risks Involved in Investing in the Fund

Foreign Securities Risk—Investing in securities of foreign companies or foreign governments involves special risks which include changes in foreign currency 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 or foreign governments and their markets may be less liquid and their prices more volatile than those of comparable U.S. companies or of the U.S. government.

The Fund has invested approximately 58% of its net assets in China equity securities. Political, social or economic changes in this market may have a greater impact on the value of the Fund’s portfolio due to this concentration.

Currency Risk—This is the risk that changes in foreign currency exchange rates may negatively affect the value of the Fund’s investments or reduce the returns of the Fund. For example, the value of the Fund’s investments in foreign currency-denominated securities or currencies may decrease if the U.S. Dollar is strong (i.e., gaining value relative to other currencies) and other currencies are weak (i.e., losing value relative to the U.S. Dollar). Currency markets are generally not as regulated as securities markets. Independent of the Fund’s investments denominated in foreign currencies, the Fund’s positions in various foreign currencies may cause the Fund to experience investment losses due to the changes in exchange rates and interest rates.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 25

Notes to Financial Statements

Derivatives Risk—The Fund may invest in derivatives such as forwards, options, futures and swaps. These investments may be illiquid, difficult to price, and leveraged so that small changes may produce disproportionate losses for the Fund, and subject to counterparty risk to a greater degree than more traditional investments.

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 $140 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 miscellaneous expenses in the statement of operations. The Fund did not utilize the Facility during the year ended July 31, 2009.

NOTE H

Distributions to Shareholders

The tax character of distributions paid for the year ending July 31, 2009 and July 31, 2008 were as follows:

	2009		2008
Distributions paid from:
Ordinary income	$	370,309	$	4,456,139
Net long-term capital gains		15,320,919		5,717,319
Total taxable distributions		15,691,228		10,173,458
Total distributions paid	$	15,691,228	$	10,173,458

As of July 31, 2009, the components of accumulated earnings/(deficit) on a tax basis were as follows:

Undistributed net investment income	$	417,417
Accumulated capital and other losses		(17,454,584	)(a)
Unrealized appreciation/(depreciation)		30,276,702	(b)
Total accumulated earnings/(deficit)	$	13,239,535

^(a) On July 31, 2009, the Fund had a net capital loss carryover for federal income tax purposes of $8,476,193 of which $8,476,193 expires in the year 2017. To the extent future capital gains are offset by capital loss carryforwards, 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 July 31, 2009, the Fund defers to August 1, 2009 post-October capital losses of $8,978,391.

26 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Notes to Financial Statements

^(b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax deferral of losses on wash sales and to the tax treatment of Passive Foreign Investment Companies (“PFIC’s”).

During the current fiscal year, permanent differences, primarily due to foreign currency transactions, the utilization of earnings and profits distributed to shareholders on redemption of shares, and dividend redesignation resulted in a net decrease in undistributed net investment income, a net increase in accumulated net realized loss on investment and foreign currency transactions, and an increase to additional paid in capital. This reclassification had no effect on net assets.

NOTE I

Legal Proceedings

On October 2, 2003, a purported class action complaint entitled Hindo, et al. v. AllianceBernstein Growth & Income Fund, et al. (“Hindo Complaint”) was filed against the Adviser, Alliance Capital Management Holding L.P. (“Alliance Holding”), Alliance Capital Management Corporation, AXA Financial, Inc., the AllianceBernstein Funds, certain officers of the Adviser (“AllianceBernstein defendants”), and certain other unaffiliated defendants, as well as unnamed Doe defendants. 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 Funds. The Hindo Complaint alleges that certain of the AllianceBernstein 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.

Following October 2, 2003, 43 additional lawsuits making factual allegations generally similar to those in the Hindo Complaint were filed in various federal and state courts against the Adviser and certain other defendants. On September 29, 2004, plaintiffs filed consolidated amended complaints with respect to four claim types: mutual fund shareholder claims; mutual fund derivative claims; derivative claims brought on behalf of Alliance Holding; and claims brought under ERISA by participants in the Profit Sharing Plan for Employees of the Adviser. All four complaints include substantially identical factual allegations, which appear to be based in large part on the Order of the SEC dated December 18, 2003 as amended and restated January 15, 2004 (“SEC Order”) and the New York State Attorney General Assurance of Discontinuance dated September 1, 2004 (“NYAG Order”).

On April 21, 2006, the Adviser and attorneys for the plaintiffs in the mutual fund shareholder claims, mutual fund derivative claims, and ERISA claims

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 27

Notes to Financial Statements

entered into a confidential memorandum of understanding containing their agreement to settle these claims. The agreement will be documented by a stipulation of settlement and will be submitted for court approval at a later date. The settlement amount ($30 million), which the Adviser previously accrued and disclosed, has been disbursed. The derivative claims brought on behalf of Alliance Holding, in which plaintiffs seek an unspecified amount of damages, remain pending.

It is possible that these matters and/or other developments resulting from these matters could result in increased redemptions of the AllianceBernstein Mutual Funds’ shares or other adverse consequences to the AllianceBernstein Mutual Funds. 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. 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 AllianceBernstein Mutual Funds.

28 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Notes to Financial Statements

FINANCIAL HIGHLIGHTS

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class A
	Year Ended July 31,
	2009		2008		2007		2006		2005
Net asset value, beginning of period	$  21.04		$  25.78		$  16.19		$  13.16		$  10.75
Income From Investment Operations
Net investment income(a)	.10		.15	(b)	.04	(b)	.12	(b)	.07	(b)
Net realized and unrealized gain (loss) on investment and foreign currency transactions	(4.60	)	(3.00	)	10.72		2.98		2.34
Net increase (decrease) in net asset value from operations	(4.50	)	(2.85	)	10.76		3.10		2.41
Less: Dividends and Distributions
Dividends from net investment income	(.14	)	(.09	)	(.10	)	(.06	)	– 0	–
Distributions from net realized gains on investment and foreign currency transactions	(3.86	)	(1.80	)	(1.07	)	(.01	)	– 0	–
Total dividends and distributions	(4.00	)	(1.89	)	(1.17	)	(.07	)	– 0	–
Net asset value, end of period	$  12.54		$  21.04		$  25.78		$  16.19		$  13.16
Total Return
Total investment return based on net asset value(c)	(11.92	)%	(13.00	)%	69.53	%	23.79	%	22.42	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$80,444		$46,250		$62,614		$26,050		$20,163
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements	2.02	%	1.61	%	1.63	%	2.02	%(d)	2.32	%(e)
Expenses, before waivers/ reimbursements	2.02	%	1.64	%	1.71	%	2.17	%(d)	2.52	%
Net investment income	.95	%	.57	%(b)	.19	%(b)	.85	%(b)(d)	.60	%(b)
Portfolio turnover rate	105	%	46	%	43	%	48	%	42	%

See footnote summary on page 33.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 29

Financial Highlights

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class B
	Year Ended July 31,
	2009		2008		2007		2006		2005
Net asset value, beginning of period	$  19.78		$  24.43		$  15.41		$  12.56		$  10.33
Income From Investment Operations
Net investment income (loss)(a)	(.06	)	(.04	)(b)	(.11	)(b)	– 0	–(b)	(.02	)(b)
Net realized and unrealized gain (loss) on investment and foreign currency transactions	(4.32	)	(2.81	)	10.20		2.86		2.25
Net increase (decrease) in net asset value from operations	(4.38	)	(2.85	)	10.09		2.86		2.23
Less: Dividends and Distributions
Dividends from net investment income	– 0	–	– 0	–	– 0	–	– 0	–	– 0	–
Distributions from net realized gains on investment and foreign currency transactions	(3.86	)	(1.80	)	(1.07	)	(.01	)	– 0	–
Total dividends and distributions	(3.86	)	(1.80	)	(1.07	)	(.01	)	– 0	–
Net asset value, end of period	$  11.54		$  19.78		$  24.43		$  15.41		$  12.56
Total Return
Total investment return based on net asset value(c)	(12.59	)%	(13.66	)%	68.40	%	22.84	%	21.59	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$12,000		$18,382		$26,697		$16,697		$14,676
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements	2.92	%	2.32	%	2.36	%	2.79	%(d)	3.04	%(e)
Expenses, before waivers/ reimbursements	2.92	%	2.36	%	2.45	%	2.94	%(d)	3.24	%
Net investment loss	(.55	)%	(.16	)%(b)	(.54	)%(b)	(.02	)%(b) (d)	(.13	)%(b)
Portfolio turnover rate	105	%	46	%	43	%	48	%	42	%

See footnote summary on page 33.

30 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Financial Highlights

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Class C
	Year Ended July 31,
	2009		2008		2007		2006		2005
Net asset value, beginning of period	$  19.73		$  24.37		$  15.38		$  12.53		$  10.30
Income From Investment Operations
Net investment income (loss)(a)	(.05	)	(.03	)(b)	(.10	)(b)	– 0	–(b)	(.01	)(b)
Net realized and unrealized gain (loss) on investment and foreign currency transactions	(4.32	)	(2.81	)	10.16		2.86		2.24
Net increase (decrease) in net asset value from operations	(4.37	)	(2.84	)	10.06		2.86		2.23
Less: Dividends and Distributions
Dividends from net investment income	– 0	–	– 0	–	– 0	–	– 0	–	– 0	–
Distributions from net realized gains on investment and foreign currency transactions	(3.86	)	(1.80	)	(1.07	)	(.01	)	– 0	–
Total dividends and distributions	(3.86	)	(1.80	)	(1.07	)	(.01	)	– 0	–
Net asset value, end of period	$  11.50		$  19.73		$  24.37		$  15.38		$  12.53
Total Return
Total investment return based on net asset value(c)	(12.56	)%	(13.66	)%	68.34	%	22.89	%	21.65	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$16,211		$25,388		$31,363		$15,266		$12,838
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements	2.88	%	2.32	%	2.34	%	2.75	%(d)	3.02	%(e)
Expenses, before waivers/ reimbursements	2.88	%	2.35	%	2.42	%	2.91	%(d)	3.22	%
Net investment income (loss)	(.51	)%	(.14	)%(b)	(.50	)%(b)	.02	%(b)(d)	(.10	)%(b)
Portfolio turnover rate	105	%	46	%	43	%	48	%	42	%

See footnote summary on page 33.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 31

Financial Highlights

Selected Data For A Share of Capital Stock Outstanding Throughout Each Period

	Advisor Class
	Year Ended July 31,
	2009		2008		2007		2006		2005
Net asset value, beginning of period	$  21.54		$  26.36		$  16.52		$  13.43		$  10.93
Income From Investment Operations
Net investment income(a)	.04		.23	(b)	.07	(b)	.22	(b)	.07	(b)
Net realized and unrealized gain (loss) on investment and foreign currency transactions	(4.60	)	(3.09	)	10.98		2.98		2.43
Net increase (decrease) in net asset value from operations	(4.56	)	(2.86	)	11.05		3.20		2.50
Less: Dividends and Distributions
Dividends from net investment income	(.24	)	(.16	)	(.14	)	(.10	)	– 0	–
Distributions from net realized gains on investment and foreign currency transactions	(3.86	)	(1.80	)	(1.07	)	(.01	)	– 0	–
Total dividends and distributions	(4.10	)	(1.96	)	(1.21	)	(.11	)	– 0	–
Net asset value, end of period	$  12.88		$  21.54		$  26.36		$  16.52		$  13.43
Total Return
Total investment return based on net asset value(c)	(11.65	)%	(12.82	)%	70.01	%	24.11	%	22.87	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)	$3,987		$7,100		$10,013		$4,134		$2,827
Ratio to average net assets of:
Expenses, net of waivers/ reimbursements	1.87	%	1.31	%	1.32	%	1.74	%(d)	2.00	%(e)
Expenses, before waivers/ reimbursements	1.87	%	1.34	%	1.40	%	1.90	%(d)	2.20	%
Net investment income	.39	%	.85	%(b)	.35	%(b)	1.54	%(b)(d)	.55	%(b)
Portfolio turnover rate	105	%	46	%	43	%	48	%	42	%

See footnote summary on page 33.

32 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Financial Highlights

(a) Based on average shares outstanding.

(b) Net of expenses waived/reimbursed by the Adviser.

(c) 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 charges or contingent deferred sales charges are not reflected in the calculation of total investment return. Total 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 calculated for a period of less than one year is not annualized.

(d) The ratio includes expenses attributable to costs of proxy solicitation.

(e) Ratios reflect expenses grossed up, where applicable, for expenses offset arrangement with the Transfer Agent. For the period shown below, the net expense ratios were as follows:

	Year Ended July 31, 2005
Class A	2.31	%
Class B	3.04	%
Class C	3.02	%
Advisor Class	2.00	%

See notes to financial statements.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 33

Financial Highlights

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of AllianceBernstein Greater China ’97 Fund, Inc.

We have audited the accompanying statement of assets and liabilities of AllianceBernstein Greater China ’97 Fund, Inc. (the “Fund”), including the portfolio of investments, as of July 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of July 31, 2009, by correspondence with the custodian and others, or by other appropriate auditing procedures where replies from others were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of AllianceBernstein Greater China ’97 Fund, Inc. at July 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

New York, New York

September 25, 2009

34 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Report of Independent Registered Public Accounting Firm

TAX INFORMATION

(unaudited)

For the fiscal year ended July 31, 2009, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designates $370,309 of its ordinary dividends paid during its fiscal year as qualified dividend income, which is taxed at a maximum rate of 15%. The Fund also designates $15,320,919 as long-term capital gain dividends. The Fund also designates $199,804 as foreign tax credit with the associated foreign gross income of $2,012,092.

The information and distributions reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ended December 31, 2009. Complete information will be computed and reported in conjunction with your 2009 Form 1099-DIV.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 35

Tax Information

BOARD OF DIRECTORS

William H. Foulk, Jr.⁽¹⁾, Chairman

David H. Dievler⁽¹⁾

Garry L. Moody⁽¹⁾

OFFICERS

Robert M. Keith, President and Chief Executive Officer

Philip L. Kirstein, Senior Vice President and Independent Compliance Officer

Stephen M. Beinhacker⁽²⁾, Vice President

Richard Chow⁽²⁾, Vice President

Vernon K. Yu⁽²⁾, Vice President

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Stephen Woetzel, Controller

Principal Underwriter AllianceBernstein Investments, Inc. 1345 Avenue of the Americas New York, NY 10105   Custodian and Accounting Agent Brown Brothers Harriman & Co. 40 Water Street Boston, MA 02109   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004 Transfer Agent AllianceBernstein Investor Services, Inc. P.O. Box 786003 San Antonio, TX 78278-6003 Toll-Free (800) 221-5672   Independent Registered Public Accounting Firm Ernst & Young LLP 5 Times Square New York, NY 10036

(1) Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee. Mr. Foulk is the sole member of the Fair Value Pricing Committee.

(2) The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Adviser’s Hong Kong/Greater China Growth Portfolio Oversight Group. Mr. Stephen M. Beinhacker, Mr. Richard Chow and Mr. Vernon K. Yu are the investment professionals with the most significant responsibility for the day-to-day management of the Fund’s portfolio.

36 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Board of Directors

MANAGEMENT OF THE FUND

Board of Directors Information

The business and affairs of the Fund are managed under the direction of the Board of Directors. Certain information concerning the Fund’s Directors is set forth below.

NAME, ADDRESS*, AGE AND (FIRST YEAR ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR	OTHER DIRECTORSHIPS HELD BY DIRECTOR
DISINTERESTED DIRECTORS
Chairman of the Board William H. Foulk, Jr., #, + 77 (1997)	Investment Adviser and an Independent Consultant. Previously, Senior Manager of Barrett Associates, Inc., a registered investment adviser, with which he had been associated since prior to 2004. He was formerly Deputy Comptroller and Chief Investment Officer of the State of New York and, prior thereto, Chief Investment Officer of the New York Bank for Savings.	86	None
David H. Dievler, # 79 (1997)	Independent Consultant. Until December 1994, he was Senior Vice President of AllianceBernstein Corporation (“AB Corp.”), (formerly, Alliance Capital Management Corporation) responsible for mutual fund administration. Prior to joining AB Corp. in 1984, he was Chief Financial Officer of Eberstadt Asset Management since 1968. Prior to that, he was a Senior Manager at Price Waterhouse & Co. Member of the American Institute of Certified Public Accountants since 1953.	1	None
Garry L. Moody, # 57 (2008)	Formerly, Partner, Deloitte & Touche LLP, Vice Chairman, and U.S. and Global Managing Partner, Investment Management Services Group 1995-2008.	83	None

* The address for each of the Fund’s disinterested Directors is c/o AllianceBernstein L.P., Attn: Philip L. Kirstein, 1345 Avenue of the Americas, New York, NY 10105.

** There is no stated term of office for the Fund’s Directors.

# Member of the Audit Committee, the Governance and Nominating Committee and the Independent Directors Committee.

+ Member of the Fair Value Pricing Committee.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 37

Management of the Fund

Officer Information

Certain information concerning the Fund’s Officers is listed below.

NAME, ADDRESS* AND AGE	POSITION(S) HELD WITH FUND	PRINCIPAL OCCUPATION DURING PAST 5 YEARS**
Robert M. Keith, 49	President and Chief Executive Officer	Executive Vice President of AllianceBernstein L.P. (the “Adviser”),** since July 2008. Director of AllianceBernstein Investments, Inc. (“ABI”),** and the head of ABI since July 2008. Prior to joining ABI in 2006, Executive Managing Director of Bernstein Global Wealth Management, and prior thereto, Senior Managing Director and Global Head of Client Service and Sales of the Adviser’s institutional investment management business since 2004. Prior thereto, Managing Director and Head of North American Client Service and Sales in the Adviser’s institutional investment management business, with which he had been associated since prior to 2004.
Philip L. Kirstein, 64	Senior Vice President and Independent Compliance Officer	Senior Vice President and Independent Compliance Officer of the AllianceBernstein Funds, with which he has been associated since October 2004. Prior thereto, he was Of Counsel to Kirkpatrick & Lockhart, LLP from October 2003 to October 2004, and General Counsel of Merrill Lynch Investment Managers, L.P. since prior to 2004.
Stephen M. Beinhacker, 44	Vice President	Senior Vice President of the Adviser,** with which he has been associated since prior to 2004.
Richard Chow, 38	Vice President	Senior Vice President of AllianceBernstein Limited,** and Vice President of the Adviser,** with which he has been associated since prior to 2004.
Vernon K. Yu, 40	Vice President	Vice President of the Adviser,** and Research Analyst of AllianceBernstein Hong Kong Limited,** since January 2005. Prior thereto, he was a Senior Investment Manager with HSBC Asset Management since prior to 2004.
Emilie D. Wrapp, 53	Secretary	Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI,** with which she has been associated since prior to 2004.
Joseph J. Mantineo, 50	Treasurer and Chief Financial Officer	Senior Vice President of ABIS,** with which he has been associated since prior to 2004.

38 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Management of the Fund

NAME, ADDRESS* AND AGE	POSITION(S) HELD WITH FUND	PRINCIPAL OCCUPATION DURING PAST 5 YEARS**
Stephen Woetzel, 37	Controller	Vice President of ABIS**, with which he has been associated since prior to 2004.

* The address for each of the Fund’s Officers is 1345 Avenue of the Americas, New York, NY 10105.

** The Adviser, ABI, ABIS, AllianceBernstein Limited and AllianceBernstein Hong Kong Limited are affiliates of the Fund.

The Fund’s Statement of Additional Information (“SAI”) has additional information about the Fund’s Directors and Officers and is available without charge upon request. Contact your financial representative or AllianceBernstein at 1-800-227-4618 for a free prospectus or SAI.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 39

Management of the Fund

Information Regarding the Review and Approval of the Fund’s Advisory Agreement

The disinterested directors (the “directors”) of AllianceBernstein Greater China ’97 Fund, Inc. (the “Fund”) unanimously approved the continuance of the Fund’s Advisory Agreement with the Adviser at a meeting held on May 5-7, 2009.

Prior to approval of the continuance of the Advisory Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also reviewed an independent evaluation prepared by the Fund’s Senior Officer (who is also the Fund’s Independent Compliance Officer) of the reasonableness of the advisory fee in the Advisory Agreement wherein the Senior Officer concluded that the contractual fee for the Fund were reasonable. The directors also discussed the proposed continuance in private sessions with counsel and the Fund’s Senior Officer.

The directors considered their knowledge of the nature and quality of the services provided by the Adviser to the Fund gained from their experience as directors or trustees of most of the registered investment companies advised by the Adviser, their overall confidence in the Adviser’s integrity and competence they have gained from that experience, the Adviser’s initiative in identifying and raising potential issues with the directors and its responsiveness, frankness and attention to concerns raised by the directors in the past, including the Adviser’s willingness to consider and implement organizational and operational changes designed to improve investment results and the services provided to the AllianceBernstein Funds. The directors noted that they have four regular meetings each year, at each of which they receive presentations from the Adviser on the investment results of the Fund and review extensive materials and information presented by the Adviser.

The directors also considered all other factors they believed relevant, including the specific matters discussed below. In their deliberations, the directors did not identify any particular information that was all-important or controlling, and different directors may have attributed different weights to the various factors. The directors determined that the selection of the Adviser to manage the Fund and the overall arrangements between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee, were fair and reasonable in light of the services performed, expenses incurred and such other matters as the directors considered relevant in the exercise of their business judgment. The material factors and conclusions that formed the basis for the directors’ determinations included the following:

Nature, Extent and Quality of Services Provided

The directors considered the scope and quality of services provided by the Adviser under the Advisory Agreement, including the quality of the investment

40 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund. They also noted the professional experience and qualifications of the Fund’s portfolio management team and other senior personnel of the Adviser. The directors also considered that the Advisory Agreement provides that the Fund will reimburse the Adviser for the cost to it of providing certain clerical, accounting, administrative and other services provided at the Fund’s request by employees of the Adviser or its affiliates. Requests for these reimbursements are approved by the directors on a quarterly basis and, to the extent requested and paid, result in a higher rate of total compensation from the Fund to the Adviser than the fee rates stated in the Fund’s Advisory Agreement. The directors noted that the methodology used to determine the reimbursement amounts had been reviewed by an independent consultant retained by the Fund’s Senior Officer. The quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also were considered. The directors concluded that, overall, they were satisfied with the nature, extent and quality of services provided to the Fund under the Advisory Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues, expenses and related notes indicating the profitability of the Fund to the Adviser for calendar years 2007 and 2008 that had been prepared with an expense allocation methodology arrived at in consultation with an independent consultant retained by the Fund’s Senior Officer. The directors reviewed the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and noted that there are a number of potentially acceptable allocation methodologies for information of this type. The directors noted that the profitability information reflected all revenues and expenses of the Adviser’s relationship with the Fund, including those relating to its subsidiaries which provide transfer agency, distribution and brokerage services to the Fund. The directors recognized that it is difficult to make comparisons of profitability between fund advisory contracts because comparative information is not generally publicly available and is affected by numerous factors. The directors focused on the profitability of the Adviser’s relationship with the Fund before taxes and distribution expenses. The directors concluded that they were satisfied that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

Fall-Out Benefits

The directors considered the benefits to the Adviser and its affiliates from their relationships with the Fund other than the fees and expense reimbursements payable under the Advisory Agreement, including but not limited to benefits relating to soft dollar arrangements (whereby the Adviser receives brokerage and research services from many of the brokers and dealers that execute purchases and sales of securities on behalf of its clients on an agency basis), 12b-1 fees and sales charges received by the Fund’s principal underwriter (which is a wholly

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 41

owned subsidiary of the Adviser) in respect of certain classes of the Fund’s shares, transfer agency fees paid by the Fund to a wholly owned subsidiary of the Adviser, and brokerage commissions paid by the Fund to brokers affiliated with the Adviser. The directors recognized that the Adviser’s profitability would be somewhat lower without these benefits. The directors understood that the Adviser also might derive reputational and other benefits from its association with the Fund.

Investment Results

In addition to the information reviewed by the directors in connection with the meeting, the directors receive detailed performance information for the Fund at each regular Board meeting during the year. At the May 2009 meeting, the directors reviewed information prepared by Lipper showing the performance of the Class A Shares of the Fund as compared with that of a group of similar funds selected by Lipper (the “Performance Group”) and as compared with that of a broader array of funds selected by Lipper (the “Performance Universe”) for the 1-, 3-, 5- and 10-year periods ended January 31, 2009, and information prepared by the Adviser showing performance of the Class A Shares as compared with the Morgan Stanley Capital International Golden Dragon Index (Net) (the “Index”) for the 1-, 3- and 5-year periods. The directors noted that the Fund was in the 5th quintile of the Performance Group and the Performance Universe for the 1- and 3-year periods, 3rd out of 3 of the Performance Group and 5th quintile of the Performance Universe for the 5-year period and 3rd out of 3 of the Performance Group and 3rd out of 4 of the Performance Universe for the 10-year period, and that the Fund outperformed the Index in the 3- and 5-year periods and underperformed the Index in the 1-year period. The directors noted the small number of funds in the Performance Group. The directors also reviewed performance information for periods ended March 31, 2009 (for which the data was not limited to Class A Shares), and noted that relative investment performance had improved in the most recent months and that the Fund had outperformed the Lipper China Region Funds Average, although it continued to lag the Index. Based on their review, the directors concluded that the Fund’s relative performance over time had been satisfactory.

Advisory Fees and Other Expenses

The directors considered the advisory fee rate paid by the Fund to the Adviser and information prepared by Lipper concerning advisory fee rates paid by other funds in the same Lipper category as the Fund at a common asset level. The directors recognized that it is difficult to make comparisons of advisory fees because there are variations in the services that are included in the fees paid by other funds.

The Adviser informed the directors that there are no institutional products managed by it that have an investment style substantially similar to that of the Fund. The directors reviewed the relevant fee information from the Adviser’s

42 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Form ADV and noted that the Adviser charged institutional clients lower fees for advising comparably sized institutional accounts using strategies that differ from those of the Fund but which involved investments in securities of the same type that the Fund invests in (i.e., international equity securities).

The Adviser reviewed with the directors the significantly greater scope of the services it provides to the Fund relative to institutional clients. The Adviser also noted that because mutual funds are constantly issuing and redeeming shares, they are more difficult to manage than an institutional account, where the assets tend to be relatively stable. In light of these facts, the directors did not place significant weight on these fee comparisons.

The directors also considered the total expense ratio of the Class A shares of the Fund in comparison to the fees and expenses of funds within two comparison groups created by Lipper: an Expense Group and an Expense Universe. Lipper described an Expense Group as a representative sample of funds similar to the Fund and an Expense Universe as a broader group, consisting of all funds in the Fund’s investment classification/objective with a similar load type as the Fund. The Class A expense ratio of the Fund was based on the Fund’s latest fiscal year. The directors view the expense ratio information as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. The directors noted that it was likely that the expense ratios of some funds in the Fund’s Lipper category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases were voluntary and perhaps temporary.

The directors noted that the Fund’s contractual effective advisory fee rate, at approximate current size, of 75 basis points, plus the 11 basis point impact of the administrative expense reimbursement in the latest fiscal year, was lower than the Expense Group median. The directors noted that in light of the Fund’s historical investment performance, they had asked the Adviser to address the continued appropriateness of the Fund’s fee rate. In response the Adviser informed the directors that the Adviser had begun to implement changes and enhancements to address investment performance and discussed the new leadership for the Adviser effective December 2008. The Adviser further noted, among other things, that while it would take time to realize the benefits of these changes, relative investment performance in 2009 had shown improvement. The directors noted that they had discussed their concerns about the relative performance of a number of the AllianceBernstein equity funds with senior management of the Adviser. The directors noted that the Fund’s total expense ratio, which had been capped by the Adviser (although the expense ratio was currently lower than the cap), was lower than the Expense Group and the Expense Universe medians. The directors concluded that the Fund’s expense ratio was satisfactory.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 43

Economies of Scale

The directors noted that the advisory fee schedule for the Fund contains breakpoints that reduce the fee rates on assets above specified levels. The directors also considered presentations by an independent consultant discussing economies of scale in the mutual fund industry and for the AllianceBernstein Funds, as well as a presentation by the Adviser concerning certain of its views on economies of scale. The directors believe that economies of scale may be realized (if at all) by the Adviser across a variety of products and services, and not only in respect of a single fund. The directors noted that there is no established methodology for establishing breakpoints that give effect to the fund-specific services provided by a fund’s adviser and to the economies of scale that an adviser may realize in its overall mutual fund business or those components of it which directly or indirectly affect a fund’s operations. The directors observed that in the mutual fund industry as a whole, as well as among funds similar to the Fund, there is no uniformity or pattern in the fees and asset levels at which breakpoints (if any) apply. The directors also noted that the advisory agreements for many funds do not have breakpoints at all. Having taken these factors into account, the directors concluded that the Fund’s breakpoint arrangements would result in a sharing of economies of scale in the event the Fund’s net assets exceed a breakpoint in the future.

44 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

THE FOLLOWING IS NOT PART OF THE SHAREHOLDER REPORT OR THE FINANCIAL STATEMENTS

SUMMARY OF SENIOR OFFICER’S EVALUATION OF INVESTMENT ADVISORY AGREEMENT¹

The following is a summary of the evaluation of the Investment Advisory Agreement between AllianceBernstein L.P. (the “Adviser”) and AllianceBernstein Greater China ’97 Fund, Inc. (the “Fund”).² The evaluation of the Investment Advisory Agreement was prepared by Philip L. Kirstein, the Senior Officer of the Fund, for the Trustees of the Fund, as required by a September 2004 agreement between the Adviser and the New York State Attorney General (the “NYAG”). The Senior Officer’s evaluation of the Investment Advisory Agreement is not meant to diminish the responsibility or authority of the Board of Directors of the Fund to perform its duties pursuant to Section 15 of the Investment Company Act of 1940 (the “40 Act”) and applicable state law. The purpose of the summary is to provide shareholders with a synopsis of the independent evaluation of the reasonableness of the advisory fees proposed to be paid by the Fund which was provided to the Directors in connection with their review of the proposed approval of the continuance of the Investment Advisory Agreement. The Senior Officer’s evaluation considered the following factors:

1. Advisory fees charged to institutional and other clients of the Adviser for like services;

2. Advisory fees charged by other mutual fund companies for like services;

3. Costs to the Adviser and its affiliates of supplying services pursuant to the advisory agreement, excluding any intra-corporate profit;

4. Profit margins of the Adviser and its affiliates from supplying such services;

5. Possible economies of scale as the Fund grows larger; and

6. Nature and quality of the Adviser’s services including the performance of the Fund.

FUND ADVISORY FEES, NET ASSETS, EXPENSE CAPS & RATIOS

The Adviser proposed that the Fund pay the advisory fee set forth in the table below for receiving the services to be provided pursuant to the Investment Advisory Agreement. The fee schedule below, implemented in January 2004 in consideration of the Adviser’s settlement with the NYAG in December 2003, is

1 It should be noted that the information in the fee summary was completed on April 23, 2009 and presented to the Board of Directors on May 5-7, 2009.

2 Future references to the Fund do not include “AllianceBernstein.”. References in the fee summary pertaining to performance and expense ratio rankings refer to the Class A shares of the Fund.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 45

based on a master schedule that contemplates eight categories of funds with almost all funds in each category having the same advisory fee schedule.³

Category	Advisory Fee Based on % of Average Daily Net Assets	Net Assets 02/28/09 ($MIL)		Fund
Specialty	75 bp on 1st $2.5 billion 65 bp on next $2.5 billion 60 bp on the balance	$	39.9	Greater China ’97 Fund, Inc.

The Adviser is reimbursed as specified in the Investment Advisory Agreement for certain clerical, legal, accounting, administrative and other services provided to the Fund. During the Fund’s most recently completed fiscal year, the Adviser received $106,000 (0.11% of the Fund’s average daily net assets) for such services but waived the amount in its entirety.

The Adviser has agreed to waive that portion of its management fees and/or reimburse the Fund for that portion of its total operating expenses to the degree necessary to limit the Fund’s expense ratio to the amount set forth below for the Fund’s fiscal year. The waiver is terminable by the Adviser at the end of the Fund’s fiscal year upon at least 60 days written notice prior to the termination date of the undertaking. It should be noted that the Fund was operating below its expense cap as of its most recent semi-annual period; accordingly, the expense limitation undertaking of the Fund was of no effect. Set forth below are the gross expense ratios of the Fund for the most recent semi-annual period:⁴

Fund	Expense Cap Pursuant to Expense Limitation Undertaking		Gross Expense Ratio (01/31/09)5	Fiscal Year End
Greater China ’97 Fund, Inc.	Advisor Class A Class B Class C	2.20% 2.50% 3.20% 3.20%	2.01% 2.31% 3.06% 3.03%	July 31

I. ADVISORY FEES CHARGED TO INSTITUTIONAL AND OTHER CLIENTS

The advisory fees charged to investment companies which the Adviser manages and sponsors are normally higher than those charged to similar sized institutional accounts, including pension plans and sub-advised investment companies. The fee differential reflects, among other things, different services provided to such clients, and different liabilities assumed. Services provided by the Adviser to the Fund that are not provided to non-investment company clients and

3 Most of the AllianceBernstein Mutual Funds, which the Adviser manages, were affected by the Adviser’s settlement with the NYAG.

4 Semi-annual total expense ratios are unaudited.

5 Annualized.

46 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

sub-advised investment companies include providing office space and personnel to serve as Fund Officers, who among other responsibilities make the certifications required under the Sarbanes–Oxley Act of 2002, and coordinating with and monitoring the Fund’s third party service providers such as Fund counsel, auditors, custodians, transfer agents and pricing services. The accounting, administrative, legal and compliance requirements for the Fund are more costly than those for institutional assets due to the greater complexities and time required for investment companies, although as previously noted, a portion of these expenses are entitled to be reimbursed by the Fund to the Adviser. Also, retail mutual funds managed by the Adviser are widely held. Servicing the Fund’s investors is more time consuming and labor intensive compared to institutional clients since the Adviser needs to communicate with a more extensive network of financial intermediaries and shareholders. The Adviser also believes that it incurs substantial entrepreneurial risk when offering a new mutual fund since establishing a new mutual fund requires a large upfront investment and it may take a long time for the fund to achieve profitability since the fund must be priced to scale from inception in order to be competitive and assets are acquired one account at a time. In addition, managing the cash flow of an investment company may be more difficult than managing that of a stable pool of assets, such as an institutional account with little cash movement in either direction, particularly, if a fund is in net redemption and the Adviser is frequently forced to sell securities to raise cash for redemptions. However, managing a fund with positive cash flow may be easier at times than managing a stable pool of assets. Finally, in recent years, investment advisers have been sued by institutional clients and have suffered reputational damage both by the attendant publicity and outcomes other than complete victories. Accordingly, the legal and reputational risks associated with institutional accounts are greater than previously thought, although still not equal to those related to the mutual fund industry.

Notwithstanding the Adviser’s view that managing an investment company is not comparable to managing other institutional accounts because the services provided are different and legal and reputational risks are greater, it is worth considering information regarding the advisory fees charged to institutional accounts with a similar investment style as the Fund. However, with respect to the Fund, the Adviser represented that there is no institutional product that has a substantially similar investment style as the Fund.

The Adviser also manages and sponsors retail mutual funds, which are organized in jurisdictions outside the United States, generally Luxembourg and Japan, and sold to non-United States resident investors. The Adviser charges the fees set forth below for Greater China Portfolio, which is a Luxembourg fund that has a somewhat similar investment style as the Fund. It should be noted that Class A

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 47

shares of the funds are charged an “all-in” fee, which covers investment advisory services and distribution related services, unlike Class I shares, whose fee is for investment advisory services only.

Fund	Fee
Greater China Portfolio
Class A	2.00	%
Class I (Institutional)	1.20	%

The Adviser represented that it does not sub-advise any registered investment company with a substantially similar investment style as the Fund.

II. MANAGEMENT FEES CHARGED BY OTHER MUTUAL FUND COMPANIES FOR LIKE SERVICES.

Lipper, Inc. (“Lipper”), an analytical service that is not affiliated with the Adviser, compared the fees charged to the Fund with fees charged to other investment companies for similar services offered by other investment advisers. Lipper’s analysis included the Fund’s ranking with respect to the proposed management fee relative to the median of the Fund’s Lipper Expense Group (“EG”)⁶ at the approximate current asset level of the Fund.⁷

Lipper describes an EG as a representative sample of comparable funds. Lipper’s standard methodology for screening funds to be included in an EG entails the consideration of several fund criteria, including fund type, investment classification/objective, load type and similar 12b-1/non-12b-1 service fees, asset (size) comparability, expense components and attributes. An EG will typically consist of seven to twenty funds.

Fund	Contractual Management Fee8	Lipper Exp. Group Median (%)	Rank
Greater China ’97 Fund, Inc.	0.750	1.000	1/8

6 It should be noted that Lipper does not consider average account size when constructing EGs. Funds with relatively small average account sizes tend to have higher transfer agent expense ratio than comparable sized funds that have relatively large average account sizes. Note that there are limitations on Lipper expense category data because different funds categorize expenses differently.

7 The contractual management fee is calculated by Lipper using the Fund’s contractual management fee rate at a hypothetical asset level. The hypothetical asset level is based on the combined net assets of all classes of the Fund, rounded up to the next $25 million. Lipper’s total expense ratio information is based on the most recent annual report except as otherwise noted. A ranking of “1” would mean that the Fund had the lowest effective fee rate in the Lipper peer group.

8 The contractual management fee would not reflect any expense reimbursements made by the Fund to the Adviser for certain clerical, legal, accounting, administrative and other services. In addition, the contractual management fee does not reflect any advisory fee waivers for expanse caps that would effectively reduce the actual effective management fee.

48 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Lipper also analyzed the Fund’s most recently completed fiscal year total expense ratio in comparison to the Fund’s EG and Lipper Expense Universe (“EU”). The EU⁹ is a broader group compared to the EG, consisting of all funds that have the same investment classification/objective and load type as the subject Fund. It should be noted that Lipper uses expense ratio data from financial statements of the most current fiscal year in their database. This has several implications: the total expense ratio of each fund that Lipper uses in their report is based on each fund’s average net assets during its fiscal year. Since funds have different fiscal year ends, the total expense ratios of the funds may cover different twelve month periods, depending on the funds’ fiscal year ends. This is the process that Lipper utilizes but given market conditions during 2008, especially the last three months of 2008, the effects on the funds’ total expense ratio caused by the differences in fiscal year ends may be more pronounced in 2008 compared to other years under more normal market conditions.¹⁰

Fund	Expense Ratio (%)11	Lipper Exp. Group Median (%)	Lipper Group Rank	Lipper Exp. Universe Median (%)	Lipper Universe Rank
Greater China ’97 Fund, Inc.	1.612	1.755	3/8	1.871	3/12

Based on this analysis, the Fund has a more favorable ranking on a management fee basis than on a total expense ratio basis.

III. COSTS TO THE ADVISER AND ITS AFFILIATES OF SUPPLYING SERVICES PURSUANT TO THE ADVISORY FEE ARRANGEMENT, EXCLUDING ANY INTRA-CORPORATE PROFIT.

The Adviser utilizes two profitability reporting systems, which operate independently but are aligned with each other, to estimate the Adviser’s profitability in connection with investment advisory services provided to the Fund. The Senior Officer has retained a consultant to provide independent advice regarding the alignment of the two profitability systems as well as the methodologies and allocations utilized by both profitability systems. See Section IV for additional discussion.

IV. PROFIT MARGINS OF THE ADVISER AND ITS AFFILIATES FOR SUPPLYING SUCH SERVICES.

The Fund’s profitability information, prepared by the Adviser for the Board of Directors, was reviewed by the Senior Officer and the consultant. The Adviser’s

9 Except for asset (size) comparability, Lipper uses the same criteria for selecting an EG when selecting an EU. Unlike the EG, the EU allows for the same adviser to be represented by more than just one fund.

10 To cite an example, the average net assets and total expense ratio of a fund with a fiscal year end of March 31, 2008 will not be reflective of the market declines that occurred in the second half of 2008, in contrast to a fund with a fiscal year end of December 31, 2008.

11 Most recently completed fiscal year end Class A total expense ratio.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 49

profitability from providing investment advisory services to the Fund decreased during calendar year 2008, relative to 2007.

In addition to the Adviser’s direct profits from managing the Fund, certain of the Adviser’s affiliates have business relationships with the Fund and may earn a profit from providing other services to the Fund. The courts have referred to this type of business opportunity as “fall-out benefits” to the Adviser and indicated that such benefits should be factored into the evaluation of the total relationship between the Fund and the Adviser. Neither case law nor common business practice precludes the Adviser’s affiliates from earning a reasonable profit on this type of relationship provided the affiliates’ charges and services are competitive and the relationship otherwise complies with the 40 Act restrictions. These affiliates provide transfer agent, distribution and brokerage related services to the Fund and receive transfer agent fees, Rule 12b-1 payments, front-end sales loads, contingent deferred sales charges (“CDSC”) and brokerage commissions. In addition, the Adviser benefits from soft dollar arrangements which offset expenses the Adviser would otherwise incur.

AllianceBernstein Investments, Inc. (“ABI”), an affiliate of the Adviser, is the Fund’s principal underwriter. ABI and the Adviser have disclosed in the Fund’s prospectus that they may make revenue sharing payments from their own resources, in addition to resources derived from sales loads and Rule 12b-1 fees, to firms that sell shares of the Fund. In 2008, ABI paid approximately 0.04% of the average monthly assets of the AllianceBernstein Mutual Funds or approximately $21 million for distribution services and educational support (revenue sharing payments). During the Fund’s most recently completed fiscal year, ABI received from the Fund $20,672, $793,559 and $82,198 in front-end sales charges, Rule 12b-1 and CDSC fees, respectively.

Fees and reimbursements for out of pocket expenses charged by AllianceBernstein Investor Services, Inc. (“ABIS”), the affiliated transfer agent for the Fund, are charged on a per account basis, based on the level of service provided and the class of share held by the account. ABIS also receives a fee per shareholder sub-account for each account maintained by an intermediary on an omnibus basis. During the Fund’s most recently completed fiscal year, ABIS received $108,953 in fees from the Fund.¹²

The Portfolio may effect brokerage transactions through the Adviser’s affiliate, Sanford C. Bernstein & Co., LLC (“SCB & Co.”) and/or its U.K. affiliate,

12 The fees disclosed are net of any expense offsets with ABIS. An expense offset is created by the interest earned on the positive cash balance that occurs within the transfer agent account as there is a one day lag with regards to money movement from the shareholder’s account to the transfer agent’s account and then the transfer agent’s account to the Fund’s account. During the Fund’s most recently completed fiscal year, the fees paid by the Fund to ABIS were reduced by $6,303 under the offset agreement between the Fund and ABIS.

50 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Sanford C. Bernstein Limited (“SCB Ltd.”), collectively “SCB,” and pay commissions for such transactions. During the Portfolio’s most recently completed fiscal year, the Portfolio did not effect any brokerage transactions with and pay any commission to SCB. The Adviser represented that SCB’s profitability from any future business conducted with the Portfolio would be comparable to the profitability of SCB’s dealings with other similar third party clients. In the ordinary course of business, SCB receives and pays liquidity rebates from electronic communications networks (“ECNs”) derived from trading for its clients. These credits and charges are not being passed onto any SCB client. The Adviser also receives certain soft dollar benefits from brokers that execute agency trades for its clients. These soft dollar benefits reduce the Adviser’s cost of doing business and increase its profitability.

V. POSSIBLE ECONOMIES OF SCALE

The Adviser has indicated that economies of scale are being shared with shareholders through fee structures,¹³ subsidies and enhancement to services. Based on some of the professional literature that has considered economies of scale in the mutual fund industry, it is thought that to the extent economies of scale exist, they may more often exist across a fund family as opposed to a specific fund. This is because the costs incurred by the Adviser, such as investment research or technology for trading or compliance systems can be spread across a greater asset base as the fund family increases in size. It is also possible that as the level of services required to operate a successful investment company has increased over time, and advisory firms make such investments in their business to provide services, there may be a sharing of economies of scale without a reduction in advisory fees.

An independent consultant, retained by the Senior Officer, provided the Board of Directors an update of the Deli¹⁴ study on advisory fees and various fund characteristics. The independent consultant first reiterated the results of his previous two dimensional comparison analysis (fund size and family size) with the Board of Directors.¹⁵ The independent consultant then discussed the results of the regression model that was utilized to study the effects of various factors on advisory fees. The regression model output indicated that the bulk of the variation in fees predicted were explained by various factors, but substantially by fund AUM, family AUM, index fund indicator and investment style. The independent

13 Fee structures include fee reductions, pricing at scale and breakpoints in advisory fee schedules.

14 The Deli study was originally published in 2002 based on 1997 data.

15 The two dimensional analysis showed patterns of lower advisory fees for funds with larger asset sizes and funds from larger family sizes compared to funds with smaller asset sizes and funds from smaller family sizes, which according to the independent consultant is indicative of a sharing of economies of scale and scope. However, in less liquid and active markets, such is not the case, as the empirical analysis showed potential for diseconomies of scale in those markets. The empirical analysis also showed diminishing economies of scale and scope as funds surpassed a certain high level of assets.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 51

consultant also compared the advisory fees of the AllianceBernstein Mutual Funds to similar funds managed by 19 other large asset managers, regardless of the fund size and each Adviser’s proportion of mutual fund assets to non-mutual fund assets.

VI. NATURE AND QUALITY OF THE ADVISER’S SERVICES, INCLUDING THE PERFORMANCE OF THE FUND

With assets under management of approximately $411 billion as of March 31, 2009, the Adviser has the investment experience to manage and provide non-investment services (described in Section I) to the Fund.

The information prepared by Lipper shows the 1, 3, 5 and 10 year performance rankings of the Fund¹⁶ relative to its Lipper Performance Group (“PG”) and Lipper Performance Universe (“PU”)¹⁷ for the periods ended January 31, 2009.¹⁸

	Fund Return (%)	PG Median (%)	PU Median (%)	PG Rank	PU Rank
1 year	-50.70	-47.24	-46.10	8/8	12/13
3 year	-3.29	2.21	-0.32	6/6	9/10
5 year	1.61	4.53	5.68	3/3	5/5
10 year	8.70	12.79	10.75	3/3	3/4

16 The performance rankings are for the Class A shares of the Fund. It should be noted that the performance returns of the Fund shown were provided by the Adviser. Lipper maintains its own database that includes the Fund’s performance returns. Rounding differences may cause the Adviser’s Fund returns to be one or two basis points different from Lipper’s own Fund returns. To maintain consistency, the performance returns of the Fund, as reported by the Adviser, are provided instead of Lipper.

17 The Fund’s PG is identical to the Fund’s EG. The Fund’s PU is not identical to the Fund’s EU as the criteria for including or excluding a fund in a PU is somewhat different from that of an EU.

18 Note that the current Lipper investment classification/objective dictates the PG and PU throughout the life of the fund even if a fund had a different investment classification/objective at a different point in time.

52 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

Set forth below are the 1, 3, 5 and 10 year and since inception performance returns of the Fund (in bold)¹⁹ versus its benchmark.²⁰ Fund and benchmark volatility and reward-to-variability ratio (“Sharpe Ratio”) information is also shown.²¹

	Periods Ending January 31, 2009 Annualized Performance
	1 Year (%)	3 Year (%)	5 Year (%)	10 Year (%)	Since Inception (%)	Annualized		Risk Period (Year)
						Volatility (%)	Sharpe (%)
Greater China ’97 Fund, Inc.	-50.70	-3.29	1.61	8.70	2.84	25.57	0.07	5
MSCI Golden Dragon Index (Net)	-44.11	-5.41	1.08	N/A	N/A	24.05	0.04	5
Inception Date: September 3, 1997

CONCLUSION:

Based on the factors discussed above the Senior Officer’s conclusion is that the proposed advisory fee for the Fund is reasonable and within the range of what would have been negotiated at arm’s-length in light of all the surrounding circumstances. This conclusion in respect of the Fund is based on an evaluation of all of these factors and no single factor was dispositive.

Dated: May 29, 2009

19 The performance returns and risk measures shown in the table are for the Class A shares of the Fund.

20 The Adviser provided Fund and benchmark performance return information for periods through January 31, 2009.

21 Fund and benchmark volatility and Sharpe Ratio information was obtained through Lipper LANA, a database maintained by Lipper. Volatility is a statistical measure of the tendency of a market price or yield to vary over time. A Sharpe Ratio is a risk adjusted measure of return that divides a fund’s return in excess of the riskless return by the fund’s standard deviation. A fund with a greater volatility would be seen as more risky than a fund with equivalent performance but lower volatility; for that reason, a greater return would be demanded for the more risky fund. A fund with a higher Sharpe Ratio would be viewed as better performing than a fund with a lower Sharpe Ratio.

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND  • 53

THIS PAGE IS NOT PART OF THE SHAREHOLDER REPORT OR THE FINANCIAL STATEMENTS

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

Large Cap Growth Fund

Small Cap Growth Portfolio

Small/Mid Cap Growth Fund*

Global & International

Global Growth Fund*

Global Thematic Growth Fund*

Greater China ’97 Fund

International Growth Fund

Value Funds

Domestic

Balanced Shares

Focused Growth & Income Fund

Growth & Income Fund

Small/Mid Cap Value Fund

Utility Income Fund

Value Fund

Global & International

Global Real Estate Investment Fund

Global Value Fund

International Value Fund

Taxable Bond Funds

Diversified Yield Fund

Global Bond Fund

High Income Fund

Intermediate Bond Portfolio

Short Duration Portfolio

Municipal Bond Funds

National Arizona California Massachusetts Michigan Minnesota New Jersey New York Ohio Pennsylvania Virginia

Intermediate Municipal Bond Funds

Intermediate California

Intermediate Diversified

Intermediate New York

Closed-End Funds

AllianceBernstein Global High Income Fund

AllianceBernstein Income Fund

AllianceBernstein National Municipal Income Fund

ACM Managed Dollar Income Fund

Alliance California Municipal Income Fund

Alliance New York Municipal Income Fund

The Spain Fund

Retirement Strategies Funds

2000 Retirement Strategy	2020 Retirement Strategy	2040 Retirement Strategy
2005 Retirement Strategy	2025 Retirement Strategy	2045 Retirement Strategy
2010 Retirement Strategy	2030 Retirement Strategy	2050 Retirement Strategy
2015 Retirement Strategy	2035 Retirement Strategy	2055 Retirement Strategy

We also offer Exchange Reserves,** which serves as the money market fund exchange vehicle for the AllianceBernstein mutual funds.

You should consider the investment objectives, risks, charges and expenses of any AllianceBernstein fund/portfolio carefully before investing. For free copies of our prospectuses, which contain this and other information, visit us online at www.alliancebernstein.com or contact your financial advisor. Please read the prospectus carefully before investing.

* Prior to November 3, 2008, Small/Mid Cap Growth Fund was named Mid-Cap Growth Fund, Global Growth Fund was named Global Research Growth Fund, and Global Thematic Growth Fund was named Global Technology 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.

54 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

AllianceBernstein Family of Funds

NOTES

ALLIANCEBERNSTEIN GREATER CHINA ‘97 FUND  • 55

NOTES

56 •  ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

ALLIANCEBERNSTEIN GREATER CHINA ’97 FUND

1345 Avenue of the Americas

New York, NY 10105

800.221.5672

GC-0151-0709

ITEM 2. CODE OF ETHICS.

(a) The registrant has adopted a code of ethics that applies to its principal executive officer, principal financial officer and principal accounting officer. A copy of the registrant’s code of ethics is filed herewith as Exhibit 12(a)(1).

(b) During the period covered by this report, no material amendments were made to the provisions of the code of ethics adopted in 2(a) above.

(c) During the period covered by this report, no implicit or explicit waivers to the provisions of the code of ethics adopted in 2(a) above were granted.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant’s Board of Directors has determined that independent directors William H. Foulk, Jr. and Garry L. Moody qualify as audit committee financial experts.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

(a) - (c) The following table sets forth the aggregate fees billed by the independent registered public accounting firm Ernst & Young LLP, for the Fund’s last two fiscal years for professional services rendered for: (i) the audit of the Fund’s annual financial statements included in the Fund’s annual report to stockholders; (ii) assurance and related services that are reasonably related to the performance of the audit of the Fund’s financial statements and are not reported under (i), which include advice and education related to accounting and auditing issues and quarterly press release review (for those Funds which issue press releases), and preferred stock maintenance testing (for those Funds that issue preferred stock); and (iii) tax compliance, tax advice and tax return preparation.

		Audit Fees		Audit - Related Fees		Tax Fees
AB Greater China	2008	$	32,600	$	2,785	$	15,716
	2009	$	32,240	$	1,650	$	10,084

(d) Not applicable.

(e) (1) Beginning with audit and non-audit service contracts entered into on or after May 6, 2003, the Fund’s Audit Committee policies and procedures require the pre-approval of all audit and non-audit services provided to the Fund by the Fund’s independent registered public accounting firm. The Fund’s Audit Committee policies and procedures also require pre-approval of all audit and non-audit services provided to the Adviser and Service Affiliates to the extent that these services are directly related to the operations or financial reporting of the Fund.

(e) (2) All of the amounts for Audit Fees, Audit-Related Fees and Tax Fees in the table under Item 4 (a) – (c) are for services pre-approved by the Fund’s Audit Committee.

(f) Not applicable.

(g) The following table sets forth the aggregate non-audit services provided to the Fund, the Fund’s Adviser and entities that control, are controlled by or under common control with the Adviser that provide ongoing services to the Fund, which include preparing an annual internal control report pursuant to Statement on Auditing Standards No. 70 (“Service Affiliates”):

		All Fees for Non-Audit Services Provided to the Portfolio, the Adviser and Service Affiliates		Pre-approved by the Audit Committee (Portion Comprised of Audit Related Fees) (Portion Comprised of Tax Fees)
AB Greater China	2008	$	1,214,749	$	161,620
				$	(145,904	)
				$	(15,716	)
	2009	$	713,449	$	255,580
				$	(245,496	)
				$	(10,084	)

(h) The Audit Committee of the Fund has considered whether the provision of any non-audit services not pre-approved by the Audit Committee provided by the Fund’s independent registered public accounting firm to the Adviser and Service Affiliates is compatible with maintaining the auditor’s independence.

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. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the registrant.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable to the registrant.

ITEM 10. 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 11. 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 changes in the registrant’s internal controls over financial reporting that occurred during the second fiscal quarter of the period that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. EXHIBITS.

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

EXHIBIT NO.	DESCRIPTION OF EXHIBIT
12 (a) (1)	Code of Ethics that is subject to the disclosure of Item 2 hereof
12 (b) (1)	Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (b) (2)	Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 (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 Greater China ‘97 Fund, Inc.

By:	/s/    Robert M. Keith
	Robert M. Keith
	President

Date: September 28, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/    Robert M. Keith
	Robert M. Keith
	President

Date: September 28, 2009

By:	/s/    Joseph J. Mantineo
	Joseph J. Mantineo
	Treasurer and Chief Financial Officer

Date: September 28, 2009