SUMMARY PROSPECTUS    December 31, 2010

AllianceBernstein U.S. Large Cap Portfolio

Ticker: Class A–ABBAX; Class R–ABBRX; Class K–ABBKX; Class I–ABBIX

Before you invest, you may want to review the Fund’s Prospectus, which contains more information about the Fund and its risks. The Fund’s Prospectus and Statement of Additional Information (“SAI”), both dated December 31, 2010, are incorporated by reference into this Summary Prospectus. For free paper or electronic copies of the Fund’s Prospectus and other information about the Fund, go to http://www.alliancebernstein.com/links/mf, email a request to prorequest@alliancebernstein.com, call (800) 227-4618, or ask any financial advisor, bank, or broker-dealer who offers shares of the Fund. Unless otherwise noted, page number references refer to the current Prospectus for this Fund.

INVESTMENT OBJECTIVE:

The investment objective of the Fund is long-term growth of capital.

FEES AND EXPENSES OF THE FUND:

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)

	Class A Shares	Class R Shares	Class K Shares	Class I Shares
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price)	None	None	None	None
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is lower)	None*	None	None	None
Exchange Fee	None	None	None	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

	Class A		Class R		Class K		Class I
Management Fees		.65%		.65%		.65%		.65%
Distribution and/or Service (Rule 12b-1) Fees		.30%		.50%		.25%		None
Other Expenses:
Transfer Agent		.21%		.17%		.19%		.02%
Other Expenses		.80%		.80%		.81%		.82%
Total Other Expenses		1.01%		.97%		1.00%		.84%
Acquired Fund Fees and Expenses (Underlying Portfolios)		.01%		.01%		.01%		.01%
Total Annual Fund Operating Expenses**		1.97%		2.13%		1.91%		1.50%

* In some cases, a 1%, 1-year contingent deferred sales charge, or CDSC, may apply. CDSCs for Class A shares may also be subject to waiver in certain circumstances. See “Purchase of Shares” in the SAI.

** The Adviser has voluntarily agreed to limit total operating expenses on an annual basis to 1.65%, 1.85%, 1.60% and 1.35% on the Class A, Class R, Class K and Class I shares, respectively.

Examples

The Examples are intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Examples assume that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods. The Examples also assume that your investment has a 5% return each year and that the Fund’s operating expenses stay the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	Class A		Class R		Class K		Class I
After 1 Year	$	200	$	216	$	194	$	153
After 3 Years	$	618	$	667	$	600	$	474
After 5 Years	$	1,062	$	1,144	$	1,032	$	818
After 10 Years	$	2,296	$	2,462	$	2,233	$	1,791

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Portfolio Turnover

The Fund (or an Underlying Portfolio) pays transaction costs, such as commissions, when it buys or sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These transaction costs, which are not reflected in the Annual Fund Operating Expenses or in the Examples, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate (which reflects only purchases and sales of the Underlying Portfolios) was 4% of the average value of its portfolio.

PRINCIPAL STRATEGIES:

The Fund will seek to achieve its investment objective by investing in two portfolios, AllianceBernstein U.S. Value Portfolio and AllianceBernstein U.S. Large Cap Growth Portfolio of The AllianceBernstein Pooling Portfolios, representing growth and value equity investment styles (the “Underlying Portfolios”). Under normal circumstances, the Fund will invest at least 80% of its net assets in Underlying Portfolios that invest in large capitalization companies. By investing in the Underlying Portfolios, the Adviser efficiently diversifies the Fund between growth and value styles. Normally, approximately 50% of the value of the Fund’s investments in the Underlying Portfolios will consist of growth stocks and 50% of value stocks, although this allocation will vary within a narrow range around this 50/50 target. Beyond this range, the Adviser will rebalance the investments in the Underlying Portfolios as necessary to maintain this targeted allocation.

PRINCIPAL RISKS:

• Market Risk: The value of the Fund’s investments in the Underlying Portfolios will fluctuate as the stock or bond market fluctuates. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market.

• Allocation Risk: The allocation of investments between growth and value companies may have a more significant effect on the Fund’s net asset value, or NAV, when one of these styles is performing more poorly than the other.

• Management Risk: The Fund and the Underlying Portfolios are subject to management risk because they are actively managed investment funds. The Adviser will apply its investment techniques and risk analyses in making investment decisions, but there is no guarantee that its techniques will produce the intended results.

As with all investments, you may lose money by investing in the Fund.

BAR CHART AND PERFORMANCE INFORMATION:

The bar chart and performance information provide an indication of the historical risk of an investment in the Fund by showing:

• how the Fund’s performance changed from year to year over the life of the Fund; and

• how the Fund’s average annual returns for one and five years and over the life of the Fund compare to those of a broad-based securities market index.

You may obtain updated performance information on the Fund’s website at www.AllianceBernstein.com (click on “Pricing & Performance”).

The Fund’s past performance, of course, does not necessarily indicate how it will perform in the future.

Bar Chart

The annual returns in the bar chart are for the Fund’s Class A shares and do not reflect sales loads. If sales loads were reflected, returns would be less than those shown. Through September 30, 2010, the year-to-date unannualized return for Class A shares was
-1.92%.

During the period shown in the bar chart, the Fund’s:

Best Quarter was up 17.06%, 3rd quarter, 2009; and Worst Quarter was down -21.65%, 4th quarter, 2008.

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Performance Table

Average Annual Total Returns

(For the periods ended December 31, 2009)

	1 Year		5 Years*		Since Inception*
Class A**		26.63%		-1.37%		2.68%
Class R		27.49%		-1.58%		2.46%
Class K		27.64%		-1.33%		2.72%
Class I		28.24%		-0.98%		3.05%
S&P 500 Stock Index (reflects no deduction for fees, expenses, or taxes)		26.46%		0.42%		4.68%

* Inception date for Class A shares: 7/15/02, for Class R shares: 2/17/04 and for Class K and Class I shares: 3/1/05. Performance information for the period prior to the inception of the Class R, Class K and Class I shares is the performance of the Fund’s Class A shares adjusted to reflect the higher expense ratio of Class R shares and the lower expense ratio of Class K and Class I shares, respectively.

** Average annual total returns reflect imposition of the maximum CDSCs.

INVESTMENT ADVISER:

AllianceBernstein L.P. is the investment adviser for the Fund.

PORTFOLIO MANAGERS:

The following table lists the persons responsible for day-to-day management of the Fund’s portfolio:

Employee	Length of Service	Title
Thomas J. Fontaine	Since 2009	Senior Vice President of the Adviser
Dokyoung Lee	Since 2008	Senior Vice President of the Adviser
Seth J. Masters	Since 2002	Senior Vice President of the Adviser
Patrick J. Rudden	Since 2009	Senior Vice President of the Adviser
Karen A. Sesin	Since 2009	Senior Vice President of the Adviser

PURCHASE AND SALE OF FUND SHARES

Purchase Minimums

Class A, Class R, Class K and Class I shares are available at NAV, without an initial sales charge, to 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit-sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans where plan level or omnibus accounts are held on the books of the Fund.

You may sell (redeem) your shares any day the New York Stock Exchange is open. You may sell your shares through your financial intermediary.

TAX INFORMATION

The Fund may make income dividends or capital gains distributions, which may be subject to federal income taxes and taxable as ordinary income or capital gains, and may also be subject to state and local taxes.

PAYMENTS TO FINANCIAL INTERMEDIARIES

Financial intermediaries market and sell shares of the Fund. The Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the financial intermediary to recommend the Fund over another investment.

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