ALLIANCE PREMIER GROWTH FUND, INC.

                      ARTICLES OF AMENDMENT

                      (Changing its Name to
           AllianceBernstein Premier Growth Fund, Inc.)

     Alliance Premier Growth Fund, Inc., a Maryland corporation
having its principal office in Maryland in Baltimore City,
Maryland (hereinafter called the "Corporation"), certifies to the
State Department of Assessments and Taxation of Maryland that:

     FIRST: The charter of the Corporation is hereby amended by
striking out Article SECOND and inserting in lieu thereof the
following:

          SECOND: The name of the corporation (hereinafter called
          the "Corporation") is AllianceBernstein Premier Growth
          Fund, Inc.

     SECOND: The amendment to the charter of the Corporation as
herein set forth was approved by a majority of the entire Board
of Directors of the Corporation. The charter amendment is limited
to changes expressly permitted by Section 2-605 of the Maryland
General Corporation Law to be made without action by the
stockholders of the Corporation. The Corporation is registered as
an open-end investment company under the Investment Company Act
of 1940.

     THIRD: This amendment to the charter of the Corporation will
be effective on March 31, 2003, as permitted by Section 2-610.1
of the Maryland General Corporation Law.


     IN WITNESS WHEREOF, Alliance Premier Growth Fund, Inc., has
caused these Articles of Amendment to be executed in its name and
on its behalf by John D. Carifa, President of the Corporation,
and witnessed by Domenick Pugliese, the Assistant Secretary of
the Corporation, this 19th day of March, 2003. The undersigned
President of the Corporation acknowledges these Articles of
Amendment to be the corporate act of the Corporation and states
that to the best of his knowledge, information and belief, the
matters and facts set forth in these Articles with respect to the
authorization and approval of the amendment of the Corporation's
charter are true in all material respects, and that this
statement is made under the penalties of perjury.

                            ALLIANCE PREMIER GROWTH
                            FUND, INC.


                            By:/s/ John D. Carifa
                               ------------------------
                                   John D. Carifa
                                   President

WITNESS:

/s/ Domenick Pugliese
-------------------------
Domenick Pugliese
Assistant Secretary

00250.0118 #388015