This is filed pursuant to Rule 497(e).
File Nos. 33-18647 and 811-05398.



ALLIANCEBERNSTEIN
Investment Research and Management                             ALLIANCEBERNSTEIN
[LOGO] SM                                    VARIABLE PRODUCTS SERIES FUND, INC.
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Supplement dated November 25, 2003 to the Prospectuses dated May 1, 2003 that
offer the Class A and Class B shares of AllianceBernstein Variable Products
Series Fund, Inc. (the "Fund"). This Supplement provides additional information
under the heading "Management of the Portfolios" in the Prospectuses.

In addition to Hindo et al. v. AllianceBernstein Growth & Income Fund et al.
(the "Hindo Complaint"), between October 3 and November 13, 2003 over twenty
additional lawsuits making factual allegations similar to those in the Hindo
Complaint were filed against Alliance Capital Management L.P. ("Alliance
Capital") and certain other defendants. All of these lawsuits seek an
unspecified amount of damages.

As has been publicly reported, the United States Securities and Exchange
Commission (the "SEC") and the Office of the New York State Attorney General
("NYAG") are investigating practices in the mutual fund industry identified as
"market timing" and "late trading" of mutual fund shares. Alliance Capital is
currently under investigation by these regulators for matters relating to market
timing transactions in shares of certain AllianceBernstein Mutual Funds. Certain
other regulatory authorities are also conducting investigations into these
practices within the industry and have requested that Alliance Capital provide
information to them.

Through November 17, 2003, Alliance Capital's internal investigation has
revealed that Alliance Capital maintained relationships with certain investors
who were permitted to engage in market timing trades in certain
AllianceBernstein Mutual Funds in return for or in connection with making
investments (which were not actively traded) in other Alliance Capital products,
including hedge funds and mutual funds, for which Alliance Capital receives
advisory fees ("Market Timing Relationships"). Alliance Capital believes that
these Market Timing Relationships created conflicts of interest and that certain
of the trades made pursuant to these relationships had an adverse effect on some
of the shareholders of the AllianceBernstein Mutual Funds. These matters are the
subject of the ongoing internal investigation by Alliance Capital.

The Fund's Independent Directors (the "Independent Directors") have also
initiated an investigation of these matters with the advice of an independent
economic consultant and independent counsel. The Independent Directors have
formed a special committee to supervise the investigation.

As announced by Alliance on November 10, 2003, John D. Carifa has resigned as
Chairman of the Board of Directors and President of the Fund. The Fund's Board
of Directors (the "Board") has elected Marc O. Mayer, who has assumed the
leadership of Alliance's mutual fund business, as President and a Director of
the Fund. The Board has elected William H. Foulk, Jr., an Independent Director,
as Chairman of the Board.

As a result of Alliance Capital's involvement in market timing or for other
reasons, investors in the AllianceBernstein Mutual Funds may choose to redeem
their investments. This may require the AllianceBernstein Mutual Funds to sell
investments held by those funds to provide for sufficient liquidity and could
also have an adverse effect on the investment performance of the
AllianceBernstein Mutual Funds.

Any resolution of Alliance Capital's involvement in market timing and the
related SEC and NYAG investigations and private lawsuits is likely to include,
but not be limited to, sanctions, penalties, appropriate restitution to mutual
fund shareholders and structural changes in the governance of Alliance Capital's
mutual fund business. Alliance Capital is committed to full restitution of the
adverse effects that inappropriate market timing transactions allowed by
Alliance Capital had on the shareholders of the AllianceBernstein Mutual Funds.

You should retain this Supplement with your prospectus for future reference.

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SM This is a service mark used under license from the owner.



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