Seward & Kissel LLP
                               901 K Street, N.W.
                                   Suite 800
                             Washington, D.C. 20001
                             (202) 737-8833 (phone)
                              (202) 737-5184 (fax)


                                                      October 17, 2012

VIA EDGAR
---------

Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C.  20549

       Re:   AllianceBernstein Cap Fund, Inc.
              - AllianceBernstein Emerging Markets Equity Portfolio
             (File Nos. 2-29901 and 811-01716)
             -------------------------------------------------------

Ladies and Gentlemen:

            On behalf of AllianceBernstein Cap Fund, Inc. - AllianceBernstein
Emerging Markets Equity Portfolio (the "Fund"), we are transmitting a
certification pursuant to Rule 497(j) under the Securities Act of 1933. In this
regard, we certify that the Statement of Additional Information for the Fund
that would have been filed under Rule 497(c) does not differ from that included
in the most recent post-effective amendment to the Fund's registration
statement. The post-effective amendment was filed electronically with the
Securities and Exchange Commission on October 12, 2012.

      Please call me at the above-referenced number if you have any questions
regarding the attached.

                                                         Sincerely,



                                                         /s/ Joanne Skerrett
                                                         --------------------
                                                             Joanne Skerrett


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