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: 811-07732

ALLIANCEBERNSTEIN GLOBAL HIGH INCOME 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: March 31, 2017

Date of reporting period: March 31, 2017

ITEM 1. REPORTS TO STOCKHOLDERS.

MAR    ^03.31.17

ANNUAL REPORT

ALLIANCEBERNSTEIN

GLOBAL HIGH INCOME FUND

(NYSE: AWF)

Investment Products Offered • Are Not FDIC Insured • May Lose Value • Are Not Bank Guaranteed

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 AB’s website at www.abfunds.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AB 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 website 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 Investments, Inc. (ABI) is the distributor of the AB family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the Adviser of the funds.

The [A/B] logo is a registered service mark of AllianceBernstein and AllianceBernstein^® is a registered service mark used by permission of the owner, AllianceBernstein L.P.

FROM THE PRESIDENT

Dear Shareholder,

We are pleased to provide this report for AllianceBernstein Global High Income Fund (the “Fund”). Please review the discussion of Fund performance, the market conditions during the reporting period and the Fund’s investment strategy.

As always, AB strives to keep clients ahead of what’s next by:

⁺  Transforming uncommon insights into uncommon knowledge with a global research scope

⁺  Navigating markets with seasoned investment experience and sophisticated solutions

⁺  Providing thoughtful investment insights and actionable ideas

Whether you’re an individual investor or a multi-billion-dollar institution, we put knowledge and experience to work for you.

AB’s global research organization connects and collaborates across platforms and teams to deliver impactful insights and innovative products. Better insights lead to better opportunities—anywhere in the world.

For additional information about AB’s range of products and shareholder resources, please log on to www.abfunds.com.

Thank you for your investment in the AB Mutual Funds.

Sincerely,

Robert M. Keith

President and Chief Executive Officer, AB Mutual Funds

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    1

ANNUAL REPORT

May 18, 2017

This report provides management’s discussion of fund performance for AllianceBernstein Global High Income Fund for the annual reporting period ended March 31, 2017. The Fund is a closed-end fund and its shares of common stock trade on the New York Stock Exchange.

The Fund seeks high current income, and secondarily, capital appreciation.

RETURNS AS OF MARCH 31, 2017 (unaudited)

	6 Months		12 Months
ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND (NAV)1		6.14%		18.46%
Primary Benchmark:2 Bloomberg Barclays Global High Yield Index (USD hedged)		4.00%		15.07%
Blended Benchmark: 33% JPM GBI-EM / 33% JPM EMBI Global / 33% Bloomberg Barclays US Corporate HY 2% Issuer Capped Index		2.11%		10.99%
JPM GBI-EM (local currency-denominated)		2.19%		7.48%
JPM EMBI Global		-0.47%		8.82%
Bloomberg Barclays US Corporate HY 2% Issuer Capped Index		4.50%		16.39%

The Fund’s market price per share on March 31, 2017 was $12.58. The Fund’s NAV per share on March 31, 2017 was $13.87. For additional financial highlights, please see pages 119-120.

1 Includes the impact of proceeds received and credited to the Fund resulting from class-action settlements, which enhanced the performance of the Fund for the six- and 12-month periods ended March 31, 2017, by 0.01% and 0.01%, respectively.

2 The Fund’s broad-based index used for comparison purposes has changed from the JPMorgan Emerging Markets Bond Index Global to the Bloomberg Barclays Global High Yield Index (USD hedged) because the new index more closely reflects the Fund’s investments.

INVESTMENT RESULTS

The table above shows the Fund’s performance compared with its primary broad-based benchmark, the Bloomberg Barclays Global High Yield Index (USD hedged), as well as its blended benchmark and its components for the six- and 12-month periods ended March 31, 2017. The blended benchmark is composed of equal weightings of the JPMorgan Government Bond Index-Emerging Markets (“JPM GBI-EM”, local currency-denominated), the JPMorgan Emerging Markets Bond Index Global (“JPM EMBI Global”) and the Bloomberg Barclays US Corporate High Yield (“HY”) 2% Issuer Capped Index.

During the 12-month period, the Fund outperformed the primary and blended benchmarks.

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Relative to the primary benchmark, security selection contributed most to performance on the back of gains from selections within high-yield and investment-grade corporates. Currency investments were also positive. Profits from long positions in the Brazilian real, Russian ruble and Argentine peso more than offset losses from a long position in the Mexican peso. The Fund’s yield-curve positioning, particularly in the US, eurozone and Canada, was negative. Sector allocation also detracted, primarily because of positions in US Treasuries, commercial mortgage-backed securities (“CMBS”), investment-grade corporates and bank loans. An exposure to agency risk-sharing transactions was positive.

Relative to the blended benchmark, sector positioning contributed to performance, as an underweight in sovereign bonds and allocation to agency risk-sharing transactions more than offset losses from an exposure to CMBS. Security selection added further to returns. Selections in high-yield and investment-grade corporates were positive. Currency allocation was negative, primarily because of a short position in the Brazilian real. The Fund’s short in the Turkish lira offset some of these losses. Yield-curve positioning did not have a meaningful impact on overall returns in the 12-month period.

During the six-month period, the Fund outperformed the primary and blended benchmarks.

Relative to the primary benchmark, security selection contributed most to performance. Selections within high-yield and investment-grade corporates benefited returns. The Fund’s currency investments also bolstered performance, as profits from long positions in the Russian ruble and Brazilian real outweighed losses from a long position in the Swedish krona and a short position in the offshore Chinese renminbi. Yield-curve positioning detracted, mostly because of an overweight to the long end of the US yield curve, as rates rose across the board for the period. Although sector allocation did not have a meaningful impact on overall performance, there were some positions of note: gains from the Fund’s underweight in emerging-market corporates and several other contributors were offset by losses from allocations to US Treasuries and CMBS as well as an overweight in investment-grade corporates.

Relative to the blended benchmark, sector allocation contributed most to performance. Gains from the Fund’s underweight to sovereign bonds and exposure to agency risk-sharing transactions more than offset losses from an allocation to CMBS. Security selection within high-yield and investment-grade corporates bolstered returns further, though selection within Treasuries took back some of these gains. Yield-curve positioning also contributed, primarily because of positioning along the long end of the US yield curve. Currency investments modestly detracted. Losses from short positions in the Brazilian real, Mexican peso and South African rand and an overweight in the US dollar outweighed positive returns from the Fund’s short positions in the Turkish lira and Malaysian ringgit.

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During both periods, the Fund utilized currency forwards and currency options, both written and purchased, to hedge currency exposure as well as to manage active currency risk. Credit default swaps, both single name and index, were used to hedge credit risk as well as to take active credit risk. Interest rate swaps and treasury futures were used to manage duration, country exposure and yield-curve positioning. Swaptions and variance swaps were used to take active risk in an effort to add alpha.

MARKET REVIEW AND INVESTMENT STRATEGY

Bond markets generally absorbed the political surprises of the 12-month period well, the two biggest of which were Donald Trump’s win in the US presidential election and the UK’s decision to exit the European Union (“Brexit”). After initial optimism regarding policy implications for economic growth and trade, markets lost some momentum after the failure of health care reform in the US stoked concern about whether the Trump administration would be able to steer its agenda of tax cuts and deregulation through Congress as seamlessly as many had expected. Meanwhile, UK Prime Minister Theresa May triggered Article 50 to begin the two-year countdown to fully cease the country’s membership in the European Union, with the specifics of future negotiations still uncertain. After rising sharply in late 2016, the 10-year US Treasury yield stabilized to end the 12-month period higher at 2.39%. The 10-year German Bund yield rose through the period, ending at 0.33%.

In the aftermath of Brexit, European central banks maintained an easing bias through the period. The Bank of England cut rates for the first time in seven years to a new historic low. The US Federal Reserve raised interest rates for the second and third time since the 2008 financial crisis, moves universally anticipated by markets. Commodity price strength, accelerating trade and waning inflationary pressures contributed to a rally in emerging-market debt. Developed-market yields had varying performance, generally rising in the US and Canada, falling in the UK, and moving in different directions elsewhere. Investment-grade credit securities, developed-market treasuries and emerging-market local-currency government bonds all rallied, but lagged the double-digit returns of global high yield. Within high yield, sector performance was broadly positive, with the commodity-linked energy and basic industries sectors posting the highest returns. Real estate investment trusts and consumer sectors were the relative laggards, while still rallying appreciably through the period.

INVESTMENT POLICIES

The Fund invests without limit in securities denominated in non-US currencies as well as those denominated in the US dollar. The Fund may also invest, without limit, in sovereign debt securities issued by

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(continued on next page)

emerging and developed nations and in debt securities of US and non-US corporate issuers. For more information regarding the Fund’s risks, please see “Disclosures and Risks” on pages 6-8 and “Note E—Risks Involved in Investing in the Fund” of the Notes to Financial Statements on pages 113-116.

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DISCLOSURES AND RISKS

AllianceBernstein Global High Income Fund Shareholder Information

Weekly comparative net asset value (“NAV”) and market price information about the Fund is published each Saturday in Barron’s and in other newspapers in a table called “Closed End Funds”. Daily NAV and market price information, and additional information regarding the Fund, is available at www.abfunds.com and www.nyse.com. For additional shareholder information regarding this Fund, please see pages 123-124.

Benchmark Disclosure

All indices are unmanaged and do not reflect fees and expenses associated with the active management of a fund portfolio. The Bloomberg Barclays Global High Yield Index (USD hedged) represents non-investment grade fixed-income securities of companies in the US, developed and emerging markets. The JPM^® GBI-EM represents the performance of local currency government bonds issued by emerging markets. The JPM^® EMBI Global (market-capitalization weighted) represents the performance of US dollar-denominated Brady bonds, Eurobonds and trade loans issued by sovereign and quasi-sovereign entities. The Bloomberg Barclays US Corporate HY 2% Issuer Capped Index is the 2% Issuer Capped component of the US Corporate High Yield Index, which represents the performance of fixed-income securities having a maximum quality rating of Ba1, a minimum amount outstanding of $150 million and at least one year to maturity. An investor cannot invest directly in an index, and its results are not indicative of the performance of any specific investment, including the Fund.

A Word About Risk

Market Risk: The value of the Fund’s assets 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.

Interest Rate Risk: Changes in interest rates will affect the value of investments in fixed-income securities. When interest rates rise, the value of investments in fixed-income securities tends to fall and this decrease in value may not be offset by higher income from new investments. Interest rate risk is generally greater for fixed-income securities with longer maturities or durations.

Credit Risk: An issuer or guarantor of a fixed-income security, or the counterparty to a derivatives or other contract, may be unable or unwilling to make timely payments of interest or principal, or to otherwise honor its

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DISCLOSURES AND RISKS (continued)

obligations. The issuer or guarantor may default, causing a loss of the full principal amount of a security. The degree of risk for a particular security may be reflected in its credit rating. There is the possibility that the credit rating of a fixed-income security may be downgraded after purchase, which may adversely affect the value of the security.

Below Investment Grade Securities: Investments in fixed-income securities with lower ratings (commonly known as “junk bonds”) tend to have a higher probability that an issuer will default or fail to meet its payment obligations. These securities may be subject to greater price volatility due to such factors as specific corporate developments, interest rate sensitivity, negative perceptions of the junk bond market generally and less secondary market liquidity.

Inflation Risk: This is the risk that the value of assets or income from investments will be less in the future as inflation decreases the value of money. As inflation increases, the value of the Fund’s assets can decline as can the value of the Fund’s distributions. This risk is significantly greater if the Fund invests a significant portion of its assets in fixed-income securities with longer maturities.

Foreign (Non-US) Risk: Investments in securities of non-US issuers may involve more risk than those of US issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors.

Emerging Market Risk: Investments in emerging-market countries may have more risk because the markets are less developed and less liquid as well as being subject to increased economic, political, regulatory or other uncertainties.

Currency Risk: Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Leverage Risk: As a result of the Fund’s use of leveraging techniques, its NAV may be more volatile because leverage tends to exaggerate the effect of changes in interest rates and any increase or decrease in the value of the Fund’s investments.

Diversification Risk: The Fund may have more risk because it is “non-diversified”, meaning that it can invest more of its assets in a smaller number of issuers and that adverse changes in the value of one security could have a more significant effect on the Fund’s NAV.

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DISCLOSURES AND RISKS (continued)

Derivatives Risk: Investments in derivatives may be illiquid, difficult to price and leveraged so that small changes may produce disproportionate losses for the Fund, and may be subject to counterparty risk to a greater degree than more traditional investments.

Management Risk: The Fund is subject to management risk because it is an actively managed investment fund. 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. The Fund may invest in mortgage-backed and/or other asset-backed securities, including securities backed by mortgages and assets with an international or emerging-markets origination and securities backed by non-performing loans at the time of investment. Investments in mortgage-backed and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that, in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by nongovernmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.

These risks are fully discussed in the Fund’s prospectus. As with all investments, you may lose money by investing in the Fund.

An Important Note About Historical Performance

The performance shown in this report represents past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. All fees and expenses related to the operation of the Fund have been deducted. Performance assumes reinvestment of distributions and does not account for taxes.

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PORTFOLIO SUMMARY

March 31, 2017 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $1,195.9

1 All data are as of March 31, 2017. The Fund’s security type breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). “Other” security type weightings represent 0.7% or less in the following security types: Governments–Sovereign Bonds, Inflation-Linked Securities, Investment Companies, Local Governments–Municipal Bonds, Local Governments–Regional Bonds, Options Purchased–Calls, Options Purchased–Puts, Quasi-Sovereigns, Warrants and Whole Loan Trusts.

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PORTFOLIO SUMMARY (continued)

March 31, 2017 (unaudited)

1 All data are as of March 31, 2017. The Fund’s country breakdown is expressed as a percentage of total investments and may vary over time. The Fund also enters into derivative transactions, which may be used for hedging or investment purposes (see “Portfolio of Investments” section of the report for additional details). “Other” country weightings represent 0.8% or less in the following countries: Angola, Australia, Bahamas, Bahrain, Barbados, Bermuda, Cameroon, Cayman Islands, Chile, Croatia, Ecuador, Egypt, El Salvador, Ethiopia, Finland, Gabon, Germany, Guatemala, Honduras, India, Iraq, Ireland, Italy, Ivory Coast, Jamaica, Jordan, Kenya, Lebanon, Macau, Mongolia, Netherlands, New Zealand, Nigeria, Norway, Pakistan, Peru, Portugal, Russia, Serbia, Spain, Sri Lanka, Switzerland, Trinidad & Tobago, United Arab Emirates, Venezuela and Zambia.

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PORTFOLIO OF INVESTMENTS

March 31, 2017

		Principal Amount (000)		U.S. $ Value
CORPORATES – NON-INVESTMENT GRADE – 39.4%
Industrial – 33.5%
Basic – 2.9%
AK Steel Corp. 7.625%, 10/01/21	U.S.$		278	$	290,162
Aleris International, Inc. 7.875%, 11/01/20			664		654,040
Anglo American Capital PLC 4.125%, 4/15/21(a)			200		203,000
ArcelorMittal 7.50%, 3/01/41			536		598,310
7.75%, 10/15/39			1,938		2,214,165
Ashland LLC 4.75%, 8/15/22			501		517,909
Axalta Coating Systems LLC 4.875%, 8/15/24(a)			516		532,125
CF Industries, Inc. 4.95%, 6/01/43			595		504,262
5.375%, 3/15/44			545		476,194
Consolidated Energy Finance SA 6.75%, 10/15/19(a)			2,100		2,112,054
Constellium NV 5.75%, 5/15/24(a)			400		369,500
ERP Iron Ore, LLC 9.039%, 12/31/19(b)(c)(d)			518		517,913
First Quantum Minerals Ltd. 7.00%, 2/15/21(a)			199		204,721
7.25%, 5/15/22-4/01/23(a)			1,344		1,380,570
Freeport-McMoRan, Inc. 5.45%, 3/15/43			584		494,210
6.50%, 11/15/20(a)			867		884,340
6.75%, 2/01/22(a)			1,197		1,231,414
Grinding Media, Inc./MC Grinding Media Canada, Inc. 7.375%, 12/15/23(a)			1,093		1,144,917
Ineos Finance PLC 4.00%, 5/01/23(a)	EUR		790		867,002
Joseph T Ryerson & Son, Inc. 11.00%, 5/15/22(a)	U.S.$		3,215		3,600,800
Lecta SA 6.50%, 8/01/23(a)	EUR		227		253,061
Lundin Mining Corp. 7.50%, 11/01/20(a)	U.S.$		396		419,760
7.875%, 11/01/22(a)			837		911,284

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Magnetation LLC/Mag Finance Corp. 11.00%, 5/15/18(e)(f)(g)	U.S.$		2,857	$	286
Momentive Performance Materials, Inc. 3.88%, 10/24/21			3,472		3,419,920
8.875%, 10/15/20(c)(f)(h)			3,472		– 0	–
Novelis Corp. 5.875%, 9/30/26(a)			1,573		1,604,460
Peabody Energy Corp. 6.00%, 11/15/18(b)(e)(f)			4,310		2,715,300
Peabody Securities Finance Corp. 6.00%, 3/31/22(a)			295		293,525
Smurfit Kappa Acquisitions Unltd Co. 4.875%, 9/15/18(a)			2,064		2,113,020
Smurfit Kappa Treasury Funding Ltd. 7.50%, 11/20/25			238		279,948
SPCM SA 6.00%, 1/15/22(a)			400		412,500
Steel Dynamics, Inc. 6.375%, 8/15/22			423		440,449
Teck Resources Ltd. 5.20%, 3/01/42			174		163,560
5.40%, 2/01/43			1,454		1,386,752
6.25%, 7/15/41			238		246,628
United States Steel Corp. 8.375%, 7/01/21(a)			932		1,034,520
W.R. Grace & Co.-Conn 5.625%, 10/01/24(a)			386		406,747
					34,899,328
Capital Goods – 2.4%
Accudyne Industries Borrower/Accudyne Industries LLC 7.75%, 12/15/20(a)			1,194		1,001,468
American Builders & Contractors Supply Co., Inc. 5.75%, 12/15/23(a)			560		578,200
Apex Tool Group LLC 7.00%, 2/01/21(a)			1,329		1,202,745
ARD Finance SA 6.625% (6.625% Cash or 7.375% PIK), 9/15/23(a)(d)	EUR		1,126		1,240,256
Ardagh Packaging Finance PLC/Ardagh Holdings USA, Inc. 6.75%, 5/15/24(a)			2,004		2,338,292
Berry Plastics Corp. 5.50%, 5/15/22	U.S.$		409		426,383

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Bombardier, Inc. 5.75%, 3/15/22(a)	U.S.$		863	$	844,661
7.50%, 3/15/25(a)			418		428,450
7.75%, 3/15/20(a)			552		589,260
8.75%, 12/01/21(a)			769		842,055
BWAY Holding Co. 5.50%, 4/15/24(a)			1,073		1,081,047
EnPro Industries, Inc. 5.875%, 9/15/22			970		993,038
Gardner Denver, Inc. 6.875%, 8/15/21(a)			486		502,403
GFL Environmental, Inc. 7.875%, 4/01/20(a)			309		320,201
9.875%, 2/01/21(a)			852		923,355
Herc Rentals, Inc. 7.75%, 6/01/24(a)			2,415		2,565,937
KLX, Inc. 5.875%, 12/01/22(a)			877		903,310
Loxam SAS 3.50%, 4/15/22(a)	EUR		186		199,615
4.25%, 4/15/24			138		149,611
Pactiv LLC 7.95%, 12/15/25	U.S.$		1,110		1,218,225
Plastipak Holdings, Inc. 6.50%, 10/01/21(a)			846		868,208
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer Lu 5.125%, 7/15/23(a)			781		803,454
Ritchie Bros Auctioneers, Inc. 5.375%, 1/15/25(a)			366		373,320
Sealed Air Corp. 6.875%, 7/15/33(a)			1,295		1,398,600
SIG Combibloc Holdings SCA 7.75%, 2/15/23(a)	EUR		682		775,758
SPX FLOW, Inc. 5.875%, 8/15/26(a)	U.S.$		156		156,585
Standard Industries, Inc./NJ 6.00%, 10/15/25(a)			977		1,008,752
Textron Financial Corp. 2.774% (LIBOR 3 Month + 1.74%), 2/15/67(a)(i)			575		432,878
TransDigm, Inc. 6.375%, 6/15/26			2,335		2,337,919
6.50%, 7/15/24			462		468,353

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
United Rentals North America, Inc. 5.50%, 5/15/27	U.S.$		477	$	481,770
5.75%, 11/15/24			1,005		1,046,456
					28,500,565
Communications - Media – 4.6%
Altice Financing SA 6.625%, 2/15/23(a)			2,892		3,018,525
7.50%, 5/15/26(a)			1,582		1,678,897
Arqiva Broadcast Finance PLC 9.50%, 3/31/20(a)	GBP		1,086		1,474,604
CCO Holdings LLC/CCO Holdings Capital Corp. 5.375%, 5/01/25(a)	U.S.$		128		131,680
5.75%, 1/15/24			166		172,848
5.875%, 5/01/27(a)			499		524,574
Cequel Communications Holdings I LLC/Cequel Capital Corp. 6.375%, 9/15/20(a)			426		438,248
7.75%, 7/15/25(a)			861		951,405
Clear Channel Worldwide Holdings, Inc. Series A 6.50%, 11/15/22			555		566,794
Series B 6.50%, 11/15/22			2,499		2,602,084
CSC Holdings LLC 10.125%, 1/15/23(a)			565		653,987
DISH DBS Corp. 5.875%, 11/15/24			2,185		2,296,981
Gray Television, Inc. 5.125%, 10/15/24(a)			1,037		1,022,741
Hughes Satellite Systems Corp. 7.625%, 6/15/21			1,437		1,589,681
iHeartCommunications, Inc. 6.875%, 6/15/18			2,016		1,562,400
9.00%, 12/15/19-3/01/21			1,630		1,301,105
10.625%, 3/15/23			142		109,873
11.25%, 3/01/21(a)			254		197,803
14.00% (12.00% Cash and 2.00% PIK), 2/01/21(d)			369		123,708
Intelsat Connect Finance SA 12.50%, 4/01/22(a)			698		624,710
Intelsat Jackson Holdings SA 5.50%, 8/01/23			1,675		1,383,969
7.25%, 4/01/19-10/15/20			955		892,004
7.50%, 4/01/21			820		740,050

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
8.00%, 2/15/24(a)	U.S.$		216	$	228,690
9.50%, 9/30/22(a)			516		606,945
Intelsat Luxembourg SA 7.75%, 6/01/21			226		135,883
LGE HoldCo VI BV 7.125%, 5/15/24(a)	EUR		968		1,161,745
Liberty Interactive LLC 3.75%, 2/15/30(j)	U.S.$		882		543,590
McClatchy Co. (The) 9.00%, 12/15/22(k)			958		1,005,900
McGraw-Hill Global Education Holdings LLC/McGraw-Hill Global Education Finance 7.875%, 5/15/24(a)			1,700		1,642,625
Mediacom Broadband LLC/Mediacom Broadband Corp. 6.375%, 4/01/23			2,168		2,252,010
Netflix, Inc. 4.375%, 11/15/26(a)			1,552		1,526,780
Nielsen Finance LLC/Nielsen Finance Co. 5.00%, 4/15/22(a)			599		612,477
Outfront Media Capital LLC/Outfront Media Capital Corp. 5.25%, 2/15/22			648		670,680
Radiate Holdco LLC/Radiate Finance, Inc. 6.625%, 2/15/25(a)			1,057		1,045,109
Radio One, Inc.
7.375%, 4/15/22(a)			1,400		1,463,000
9.25%, 2/15/20(a)			1,761		1,703,767
Sinclair Television Group, Inc. 5.625%, 8/01/24(a)			529		536,935
6.125%, 10/01/22			1,487		1,555,774
TEGNA, Inc. 4.875%, 9/15/21(a)			284		288,970
5.50%, 9/15/24(a)			162		166,050
6.375%, 10/15/23			718		759,285
Time, Inc. 5.75%, 4/15/22(a)			1,486		1,545,440
Townsquare Media, Inc. 6.50%, 4/01/23(a)			976		976,000
Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH 5.00%, 1/15/25(a)			1,078		1,100,907
6.25%, 1/15/29(a)	EUR		496		599,904

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    15

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Univision Communications, Inc. 5.125%, 2/15/25(a)	U.S.$		1,064	$	1,048,040
Virgin Media Finance PLC 4.875%, 2/15/22			1,347		1,203,881
5.25%, 2/15/22			900		822,375
Virgin Media Receivables Financing Notes I DAC 5.50%, 9/15/24(a)	GBP		128		166,786
Virgin Media Secured Finance PLC 5.50%, 1/15/25(a)			423		556,476
Wave Holdco LLC/Wave Holdco Corp. 8.25% (8.25% Cash or 9.00% PIK), 7/15/19(a)(d)	U.S.$		262		263,069
WideOpenWest Finance LLC/WideOpenWest Capital Corp. 10.25%, 7/15/19			2,831		2,951,317
Ziggo Bond Finance BV 5.875%, 1/15/25(a)			634		633,207
Ziggo Secured Finance BV 5.50%, 1/15/27(a)			1,013		1,011,734
					54,844,022
Communications - Telecommunications – 3.2%
Altice Luxembourg SA 7.25%, 5/15/22(a)	EUR		1,332		1,502,684
CenturyLink, Inc. Series W 6.75%, 12/01/23	U.S.$		437		456,119
Cincinnati Bell, Inc. 7.00%, 7/15/24(a)			1,151		1,208,550
Clear Channel Communications, Inc. 12.00%, 8/01/21(c)(f)			607		1,092
Columbus Cable Barbados Ltd. 7.375%, 3/30/21(a)			2,342		2,500,085
Embarq Corp. 7.995%, 6/01/36			1,600		1,586,000
Frontier Communications Corp. 6.875%, 1/15/25			45		37,238
7.125%, 1/15/23			11		9,653
7.625%, 4/15/24			1,768		1,513,850
7.875%, 1/15/27			834		691,177
9.00%, 8/15/31			450		387,000
10.50%, 9/15/22			511		516,749
11.00%, 9/15/25			267		258,656
Level 3 Financing, Inc. 5.375%, 1/15/24			478		488,158
6.125%, 1/15/21			596		616,115

16    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Sable International Finance Ltd. 6.875%, 8/01/22(a)	U.S.$		454	$	482,943
SFR Group SA 5.375%, 5/15/22(a)	EUR		264		293,957
5.625%, 5/15/24(a)			386		437,521
6.00%, 5/15/22(a)	U.S.$		1,610		1,670,375
7.375%, 5/01/26(a)			1,429		1,473,656
Sprint Corp. 7.625%, 2/15/25			1,736		1,894,410
7.875%, 9/15/23			937		1,037,727
T-Mobile USA, Inc. 6.00%, 3/01/23			743		792,224
6.375%, 3/01/25			655		701,669
6.731%, 4/28/22			128		132,618
6.836%, 4/28/23			543		581,010
Telecom Italia Capital SA 7.20%, 7/18/36			483		513,791
7.721%, 6/04/38			1,700		1,884,875
Telecom Italia SpA/Milano 5.303%, 5/30/24(a)			1,002		1,017,030
Uniti Group, Inc./CSL Capital LLC 6.00%, 4/15/23(a)			1,345		1,393,756
8.25%, 10/15/23			2,912		3,075,800
WaveDivision Escrow LLC/WaveDivision Escrow Corp. 8.125%, 9/01/20(a)			1,084		1,116,520
Wind Acquisition Finance SA 4.75%, 7/15/20(a)			785		796,775
7.375%, 4/23/21(a)			2,214		2,302,560
Windstream Services LLC 6.375%, 8/01/23			982		870,297
7.75%, 10/01/21(k)			1,715		1,693,562
Zayo Group LLC/Zayo Capital, Inc. 5.75%, 1/15/27(a)			300		316,500
6.00%, 4/01/23			917		967,435
6.375%, 5/15/25			1,187		1,281,960
					38,502,097
Consumer Cyclical - Automotive – 1.7%
Adient Global Holdings Ltd. 4.875%, 8/15/26(a)			1,323		1,298,194
BCD Acquisition, Inc. 9.625%, 9/15/23(a)			2,184		2,358,720
Commercial Vehicle Group, Inc. 7.875%, 4/15/19			2,285		2,287,856

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    17

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Cooper-Standard Automotive, Inc. 5.625%, 11/15/26(a)	U.S.$		1,101	$	1,098,248
Dana Financing Luxembourg SARL 5.75%, 4/15/25(a)			673		677,206
6.50%, 6/01/26(a)			1,379		1,437,607
Exide Technologies 7.00%, 4/30/25(c)(d)(g)(j)			152		79,554
Series AI 7.00%, 4/30/25(b)(d)(j)			4,113		2,159,442
11.00%, 4/30/20(d)(h)			3,804		2,929,258
Gates Global LLC/Gates Global Co. 5.75%, 7/15/22(a)	EUR		125		135,350
6.00%, 7/15/22(a)	U.S.$		1,096		1,116,550
Goodyear Tire & Rubber Co. (The) 7.00%, 3/15/28			400		433,000
8.75%, 8/15/20			112		131,600
IHO Verwaltungs GmbH 4.125% (4.125% Cash or 4.875% PIK), 9/15/21(a)(d)			889		891,189
Meritor, Inc. 6.25%, 2/15/24			610		623,725
6.75%, 6/15/21			925		955,063
ZF North America Capital, Inc. 4.75%, 4/29/25(a)			1,153		1,191,914
					19,804,476
Consumer Cyclical - Entertainment – 0.3%
AMC Entertainment Holdings, Inc. 5.875%, 11/15/26(a)			1,180		1,190,325
ClubCorp Club Operations, Inc. 8.25%, 12/15/23(a)			546		595,140
Pinnacle Entertainment, Inc. 5.625%, 5/01/24(a)			829		838,326
Silversea Cruise Finance Ltd. 7.25%, 2/01/25(a)			1,409		1,470,644
					4,094,435
Consumer Cyclical - Other – 2.7%
Beazer Homes USA, Inc. 6.75%, 3/15/25(a)			1,400		1,408,750
8.75%, 3/15/22(a)			99		108,034
Caesars Entertainment Operating Co., Inc. 10.00%, 12/15/18(e)(f)			700		546,875

18    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Caesars Entertainment Resort Properties LLC/Caesars Entertainment Resort Prope 8.00%, 10/01/20	U.S.$		1,260	$	1,313,550
CalAtlantic Group, Inc. 6.625%, 5/01/20			1,332		1,455,210
8.375%, 5/15/18			2,362		2,506,672
Cirsa Funding Luxembourg SA 5.75%, 5/15/21(a)	EUR		396		449,912
Diamond Resorts International, Inc. 7.75%, 9/01/23(a)	U.S.$		1,139		1,183,136
Eagle II Acquisition Co. LLC 6.00%, 4/01/25(a)			676		696,280
GLP Capital LP/GLP Financing II, Inc. 5.375%, 4/15/26			404		415,110
International Game Technology PLC 6.25%, 2/15/22(a)			2,050		2,193,500
Isle of Capri Casinos, Inc. 5.875%, 3/15/21			41		42,281
K. Hovnanian Enterprises, Inc. 5.00%, 11/01/21			2,257		1,822,527
7.25%, 10/15/20(a)			778		748,825
KB Home 7.00%, 12/15/21			536		590,940
7.50%, 9/15/22			494		544,018
9.10%, 9/15/17			436		447,990
MDC Holdings, Inc. 5.50%, 1/15/24			150		154,398
6.00%, 1/15/43			3,220		2,857,347
Meritage Homes Corp. 6.00%, 6/01/25			1,895		1,963,694
PulteGroup, Inc. 5.00%, 1/15/27			115		114,713
6.00%, 2/15/35			500		490,000
7.875%, 6/15/32			1,400		1,571,500
Safari Holding Verwaltungs GmbH 8.25%, 2/15/21(a)	EUR		243		268,842
Shea Homes LP/Shea Homes Funding Corp. 5.875%, 4/01/23(a)	U.S.$		420		420,000
6.125%, 4/01/25(a)			830		821,700
Studio City Co., Ltd. 5.875%, 11/30/19(a)			737		766,701
Taylor Morrison Communities, Inc./Monarch Communities, Inc. 5.625%, 3/01/24(a)			1,700		1,755,250
5.875%, 4/15/23(a)			875		918,750

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    19

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Toll Brothers Finance Corp. 4.875%, 3/15/27	U.S.$		1,124	$	1,124,000
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 5.50%, 3/01/25(a)(k)			785		798,738
Wynn Macau Ltd. 5.25%, 10/15/21(a)			1,265		1,287,123
					31,786,366
Consumer Cyclical - Restaurants – 0.2%
1011778 BC ULC/New Red Finance, Inc. 6.00%, 4/01/22(a)			1,014		1,052,025
Landry’s, Inc. 6.75%, 10/15/24(a)			390		402,188
Pizzaexpress Financing 2 PLC 6.625%, 8/01/21(a)	GBP		692		890,849
					2,345,062
Consumer Cyclical - Retailers – 1.3%
American Tire Distributors, Inc. 10.25%, 3/01/22(a)	U.S.$		2,113		2,149,977
Dufry Finance SCA 4.50%, 8/01/23(a)	EUR		1,208		1,380,514
Group 1 Automotive, Inc. 5.00%, 6/01/22	U.S.$		372		375,720
JC Penney Corp., Inc. 6.375%, 10/15/36			421		318,908
7.40%, 4/01/37			600		480,000
L Brands, Inc. 6.875%, 11/01/35			230		222,238
6.95%, 3/01/33			500		480,625
7.60%, 7/15/37			1,000		978,750
Levi Strauss & Co. 5.00%, 5/01/25			1,380		1,414,500
Murphy Oil USA, Inc. 6.00%, 8/15/23			716		748,220
Neiman Marcus Group Ltd. LLC 8.00%, 10/15/21(a)			2,115		1,276,931
8.75% (8.75% Cash or 9.50% PIK), 10/15/21(a)(d)			386		218,090
New Look Secured Issuer PLC 6.50%, 7/01/22(a)	GBP		418		460,867
Penske Automotive Group, Inc. 5.50%, 5/15/26	U.S.$		946		924,715
PetSmart, Inc. 7.125%, 3/15/23(a)			1,378		1,309,100

20    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Rite Aid Corp. 6.125%, 4/01/23(a)	U.S.$		240	$	237,900
Sally Holdings LLC/Sally Capital, Inc. 5.75%, 6/01/22			1,779		1,830,146
Sonic Automotive, Inc. 5.00%, 5/15/23			534		519,315
6.125%, 3/15/27(a)			817		818,021
					16,144,537
Consumer Non-Cyclical – 5.8%
Acadia Healthcare Co., Inc. 6.50%, 3/01/24			684		725,895
Air Medical Group Holdings, Inc. 6.375%, 5/15/23(a)			1,985		1,920,487
Albertsons Cos. LLC/Safeway, Inc./New Albertson’s, Inc./Albertson’s LLC 5.75%, 3/15/25(a)			561		542,066
6.625%, 6/15/24(a)			1,804		1,844,590
Alere, Inc. 6.375%, 7/01/23(a)			392		398,860
7.25%, 7/01/18			765		775,519
Aramark Services, Inc. 5.125%, 1/15/24			274		287,358
BI-LO LLC/BI-LO Finance Corp. 8.625% (8.625% Cash or 9.375% PIK), 9/15/18(d)(g)			1,809		909,022
9.25%, 2/15/19(g)			1,553		1,341,404
Boparan Finance PLC 5.50%, 7/15/21(a)	GBP		775		957,646
5.50%, 7/15/21(a)(k)			950		1,173,889
Catalent Pharma Solutions, Inc. 4.75%, 12/15/24(a)	EUR		400		452,323
Cerba HealthCare SAS 7.00%, 2/01/20(a)			959		1,043,718
Cerberus Nightingale 1 SARL 8.25%, 2/01/20(a)			200		217,894
CHS/Community Health Systems, Inc. 6.875%, 2/01/22	U.S.$		4,632		3,983,520
8.00%, 11/15/19			408		400,860
Concordia International Corp. 7.00%, 4/15/23(a)			186		36,503
9.50%, 10/21/22(a)			3,137		682,298
DaVita, Inc. 5.00%, 5/01/25			496		496,000
Endo Finance LLC 5.75%, 1/15/22(a)			126		114,345

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    21

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Endo Finance LLC/Endo Finco, Inc. 7.25%, 1/15/22(a)	U.S.$		332	$	314,155
Endo Ltd./Endo Finance LLC/Endo Finco, Inc. 6.00%, 7/15/23(a)			1,910		1,673,637
6.00%, 2/01/25(a)			2,080		1,773,200
Envision Healthcare Corp. 5.625%, 7/15/22			1,009		1,034,225
6.25%, 12/01/24(a)			694		722,627
First Quality Finance Co., Inc. 4.625%, 5/15/21(a)			3,247		3,182,060
Galaxy Bidco Ltd. 6.375%, 11/15/20(a)	GBP		133		171,218
HCA, Inc. 4.25%, 10/15/19	U.S.$		1,475		1,526,625
4.50%, 2/15/27			135		134,831
5.25%, 6/15/26			235		247,631
Hill-Rom Holdings, Inc. 5.75%, 9/01/23(a)			265		274,606
Holding Medi-Partenaires SAS 7.00%, 5/15/20(a)	EUR		1,401		1,556,035
Horizon Pharma, Inc. 6.625%, 5/01/23(k)	U.S.$		1,682		1,648,360
Horizon Pharma, Inc./Horizon Pharma USA, Inc. 8.75%, 11/01/24(a)			686		712,582
HRG Group, Inc. 7.875%, 7/15/19			2,084		2,156,940
Kinetic Concepts, Inc./KCI USA, Inc. 7.875%, 2/15/21(a)			506		535,095
Lamb Weston Holdings, Inc. 4.625%, 11/01/24(a)			439		446,683
4.875%, 11/01/26(a)			440		446,050
LifePoint Health, Inc. 5.375%, 5/01/24(a)			258		262,193
5.875%, 12/01/23			1,448		1,495,060
Mallinckrodt International Finance SA/Mallinckrodt CB LLC 5.50%, 4/15/25(a)			1,963		1,808,414
5.625%, 10/15/23(a)			394		375,285
5.75%, 8/01/22(a)			1,181		1,164,761
MEDNAX, Inc. 5.25%, 12/01/23(a)			422		429,913
MPH Acquisition Holdings LLC 7.125%, 6/01/24(a)			1,563		1,686,086

22    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Nature’s Bounty Co. (The) 7.625%, 5/15/21(a)	U.S.$		2,010	$	2,113,012
Post Holdings, Inc. 5.00%, 8/15/26(a)			442		424,873
5.50%, 3/01/25(a)			642		642,803
7.75%, 3/15/24(a)			605		667,013
8.00%, 7/15/25(a)			629		706,839
Quintiles IMS, Inc. 3.25%, 3/15/25(a)	EUR		782		829,024
Revlon Consumer Products Corp. 6.25%, 8/01/24	U.S.$		568		565,870
RSI Home Products, Inc. 6.50%, 3/15/23(a)			2,212		2,270,065
Spectrum Brands, Inc. 4.00%, 10/01/26(a)	EUR		530		582,366
6.125%, 12/15/24	U.S.$		361		382,660
6.625%, 11/15/22			560		588,700
Surgical Care Affiliates, Inc. 6.00%, 4/01/23(a)			480		514,800
Synlab Bondco PLC 6.25%, 7/01/22(a)	EUR		1,525		1,752,952
Synlab Unsecured Bondco PLC 8.25%, 7/01/23(a)			700		821,436
Team Health Holdings, Inc. 6.375%, 2/01/25(a)	U.S.$		861		840,551
Tenet Healthcare Corp. 6.00%, 10/01/20			95		100,581
6.75%, 6/15/23			1,308		1,285,110
6.875%, 11/15/31			3,384		2,880,630
8.00%, 8/01/20			351		356,265
8.125%, 4/01/22			752		784,900
Valeant Pharmaceuticals International 7.25%, 7/15/22(a)			635		538,163
Valeant Pharmaceuticals International, Inc. 5.375%, 3/15/20(a)			366		327,113
5.50%, 3/01/23(a)			230		176,813
5.875%, 5/15/23(a)			212		164,300
6.125%, 4/15/25(a)			3,163		2,435,510
6.50%, 3/15/22(a)			287		295,251
Valvoline, Inc. 5.50%, 7/15/24(a)			278		292,595
Vizient, Inc. 10.375%, 3/01/24(a)			404		460,560
Voyage Care Bondco PLC 6.50%, 8/01/18(a)	GBP		1,200		1,516,635
					69,399,859

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    23

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Energy – 4.2%
Alta Mesa Holdings LP/Alta Mesa Finance Services Corp. 7.875%, 12/15/24(a)	U.S.$		897	$	935,122
Berry Petroleum Co. LLC 6.375%, 9/15/22(b)(c)			2,383		– 0	–
California Resources Corp. 5.50%, 9/15/21			299		216,401
6.00%, 11/15/24			232		161,820
8.00%, 12/15/22(a)			1,271		1,032,687
Carrizo Oil & Gas, Inc. 7.50%, 9/15/20			246		254,610
CHC Group LLC/CHC Finance Ltd. Series AI Zero Coupon, 9/15/20(c)(h)(l)			2,948		5,306,780
Cheniere Corpus Christi Holdings LLC 7.00%, 6/30/24(a)			930		1,026,487
Chesapeake Energy Corp. 4.875%, 4/15/22(k)			2,475		2,202,750
6.125%, 2/15/21			175		169,531
8.00%, 1/15/25(a)(k)			1,204		1,200,990
Continental Resources, Inc./OK 3.80%, 6/01/24			96		89,280
4.90%, 6/01/44			212		182,055
5.00%, 9/15/22			346		349,893
DCP Midstream Operating LP 5.60%, 4/01/44			1,848		1,679,370
Denbury Resources, Inc. 4.625%, 7/15/23			439		317,178
5.50%, 5/01/22			406		316,173
Energy Transfer Equity LP 7.50%, 10/15/20			309		346,080
Ensco PLC 4.50%, 10/01/24			290		245,775
5.20%, 3/15/25			406		352,205
EP Energy LLC/Everest Acquisition Finance, Inc. 6.375%, 6/15/23			467		357,839
7.75%, 9/01/22			449		356,955
8.00%, 2/15/25(a)			1,792		1,668,800
9.375%, 5/01/20			95		89,419
Global Partners LP/GLP Finance Corp. 6.25%, 7/15/22			2,976		2,901,600
Golden Energy Offshore Services AS 5.00%, 12/31/17(g)	NOK		9,162		213,415

24    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Gulfport Energy Corp. 6.375%, 5/15/25(a)	U.S.$		782	$	767,337
Hilcorp Energy I LP/Hilcorp Finance Co. 5.75%, 10/01/25(a)			462		445,830
Hornbeck Offshore Services, Inc. 5.875%, 4/01/20			1,570		1,004,800
Murphy Oil Corp. 6.875%, 8/15/24			208		220,220
NGL Energy Partners LP/NGL Energy Finance Corp. 7.50%, 11/01/23(a)			261		270,135
Noble Holding International Ltd. 5.25%, 3/15/42			191		125,105
6.20%, 8/01/40			276		200,100
7.70%, 4/01/25(m)			375		355,313
8.20%, 4/01/45			467		424,386
Northern Oil and Gas, Inc. 8.00%, 6/01/20			819		704,340
Oasis Petroleum, Inc. 6.875%, 3/15/22(k)			931		954,275
Pacific Drilling SA 5.375%, 6/01/20(a)			2,442		1,187,422
Paragon Offshore PLC 6.75%, 7/15/22(a)(e)(f)			933		164,441
7.25%, 8/15/24(a)(e)(f)			3,719		627,581
PDC Energy, Inc. 6.125%, 9/15/24(a)			490		505,925
PHI, Inc. 5.25%, 3/15/19			1,567		1,480,815
QEP Resources, Inc. 5.25%, 5/01/23			1,248		1,226,160
6.875%, 3/01/21			1,225		1,303,094
Range Resources Corp. 5.00%, 3/15/23(a)(k)			928		914,080
Rowan Cos., Inc. 5.40%, 12/01/42			536		393,960
7.375%, 6/15/25			905		911,787
Sanchez Energy Corp. 6.125%, 1/15/23			851		788,239
SandRidge Energy, Inc. 7.50%, 2/15/23(b)(c)(f)			865		– 0	–
8.125%, 10/15/22(b)(c)(f)			2,076		– 0	–
Seitel, Inc. 9.50%, 4/15/19			597		587,299
SM Energy Co. 5.625%, 6/01/25			725		694,187

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    25

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Southern Star Central Corp. 5.125%, 7/15/22(a)	U.S.$		1,200	$	1,207,500
Transocean Phoenix 2 Ltd. 7.75%, 10/15/24(a)			1,216		1,309,212
Transocean, Inc. 5.55%, 10/15/22(n)			1,092		1,027,845
6.80%, 3/15/38			2,443		2,018,529
9.00%, 7/15/23(a)			652		697,640
Vantage Drilling International 7.125%, 4/01/23(b)(c)(f)			1,283		– 0	–
7.50%, 11/01/19(b)(c)(f)			2,176		– 0	–
10.00%, 12/31/20(b)			105		101,850
10.00%, 12/31/20(g)			87		84,390
Weatherford International Ltd. 5.95%, 4/15/42			594		516,038
6.50%, 8/01/36			752		710,640
6.75%, 9/15/40			849		805,489
7.00%, 3/15/38			600		579,000
9.875%, 2/15/24(a)			1,128		1,309,890
Whiting Petroleum Corp. 1.25%, 4/01/20(j)			542		472,218
5.00%, 3/15/19			593		590,776
WPX Energy, Inc. 8.25%, 8/01/23			187		207,103
					49,868,166
Other Industrial – 0.4%
Algeco Scotsman Global Finance PLC 8.50%, 10/15/18(a)			945		900,113
9.00%, 10/15/18(a)	EUR		633		642,364
B456 Systems, Inc. 3.75%, 4/15/16(b)(f)(j)(o)	U.S.$		955		57,300
General Cable Corp. 5.75%, 10/01/22			967		942,825
Laureate Education, Inc. 9.25%, 9/01/19(a)			1,807		1,879,148
Liberty Tire Recycling LLC 11.00%, 3/31/21(d)(g)			1,540		812,118
					5,233,868
Services – 1.0%
APX Group, Inc. 7.875%, 12/01/22			1,746		1,885,680
8.75%, 12/01/20			1,328		1,379,460
Carlson Travel, Inc. 6.75%, 12/15/23(a)			255		265,200

26    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
eDreams ODIGEO SA 8.50%, 8/01/21(a)	EUR		1,597	$	1,831,456
GEO Group, Inc. (The) 5.125%, 4/01/23	U.S.$		162		160,178
5.875%, 1/15/22-10/15/24			670		692,637
6.00%, 4/15/26			522		528,525
Prime Security Services Borrower LLC/Prime Finance, Inc. 9.25%, 5/15/23(a)			3,221		3,531,021
Service Corp. International/US 7.50%, 4/01/27			1,500		1,738,125
					12,012,282
Technology – 2.0%
Amkor Technology, Inc. 6.375%, 10/01/22			2,681		2,751,376
Avaya, Inc. 7.00%, 4/01/19(e)(f)(g)			260		205,725
10.50%, 3/01/21(e)(f)(g)			3,710		607,513
BMC Software Finance, Inc. 8.125%, 7/15/21(a)			2,349		2,360,745
BMC Software, Inc. 7.25%, 6/01/18			44		45,210
Boxer Parent Co., Inc. 9.00% (9.00% Cash or 9.75% PIK), 10/15/19(a)(d)			386		385,035
CDW LLC/CDW Finance Corp. 5.50%, 12/01/24			270		283,163
Ceridian HCM Holding, Inc. 11.00%, 3/15/21(a)			897		939,607
Compiler Finance Sub, Inc. 7.00%, 5/01/21(a)			411		209,096
Conduent Finance, Inc./Xerox Business Services LLC 10.50%, 12/15/24(a)			1,371		1,580,077
Dell, Inc. 6.50%, 4/15/38			1,345		1,316,419
Diamond 1 Finance Corp./Diamond 2 Finance Corp. 7.125%, 6/15/24(a)			251		277,041
Energizer Holdings, Inc. 5.50%, 6/15/25(a)			1,311		1,330,665
Gartner, Inc. 5.125%, 4/01/25(a)			482		491,640
General Cable Corp. 4.50%, 11/15/29(j)(n)			1,158		898,174

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    27

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Goodman Networks, Inc. 12.125%, 7/01/18(e)(f)	U.S.$		2,020	$	805,475
Infor US, Inc. 6.50%, 5/15/22			1,286		1,321,365
Micron Technology, Inc. 5.25%, 8/01/23-1/15/24(a)			950		976,704
5.50%, 2/01/25			2,613		2,724,052
Nokia Oyj 6.625%, 5/15/39			527		559,279
Sabre GLBL, Inc. 5.25%, 11/15/23(a)			342		347,985
5.375%, 4/15/23(a)			720		737,100
Solera LLC/Solera Finance, Inc. 10.50%, 3/01/24(a)			905		1,036,225
Symantec Corp. 5.00%, 4/15/25(a)			687		703,316
Western Digital Corp. 10.50%, 4/01/24			860		1,013,725
					23,906,712
Transportation - Airlines – 0.1%
UAL Pass-Through Trust Series 2007-1A 6.636%, 7/02/22			1,133		1,220,307
Transportation - Services – 0.7%
Avis Budget Car Rental LLC/Avis Budget Finance, Inc. 5.25%, 3/15/25(a)(k)			311		289,230
5.50%, 4/01/23(k)			524		506,315
CEVA Group PLC 9.00%, 9/01/21(a)			1,836		1,298,970
EC Finance PLC 5.125%, 7/15/21(a)	EUR		836		921,945
Europcar Groupe SA 5.75%, 6/15/22(a)(k)			670		750,494
Hertz Corp. (The) 5.50%, 10/15/24(a)(k)	U.S.$		2,807		2,466,651
XPO CNW, Inc. 6.70%, 5/01/34			1,371		1,233,900
7.25%, 1/15/18			620		637,050
XPO Logistics, Inc. 6.125%, 9/01/23(a)			312		323,700
6.50%, 6/15/22(a)			206		216,300
					8,644,555
					401,206,637

28    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Financial Institutions – 4.7%
Banking – 2.8%
Ally Financial, Inc. 8.00%, 11/01/31	U.S.$		1,151	$	1,366,813
Banco Bilbao Vizcaya Argentaria SA 8.875%, 4/14/21(a)(p)	EUR		2,000		2,336,292
Banco Santander SA 6.25%, 3/12/19(a)(p)			1,000		1,054,798
Barclays Bank PLC 6.86%, 6/15/32(a)(p)	U.S.$		166		188,970
7.70%, 4/25/18(a)(p)			1,105		1,160,252
Barclays PLC 8.00%, 12/15/20(p)	EUR		1,732		2,000,133
Citigroup, Inc. 5.95%, 1/30/23(p)	U.S.$		2,689		2,805,361
Credit Agricole SA 7.589%, 1/30/20(p)	GBP		1,000		1,392,285
8.125%, 12/23/25(a)(p)	U.S.$		1,461		1,555,965
Credit Suisse Group AG 6.25%, 12/18/24(a)(p)			1,404		1,429,961
7.50%, 12/11/23(a)(p)			3,043		3,294,048
Intesa Sanpaolo SpA 5.71%, 1/15/26(a)			2,690		2,599,213
Lloyds Banking Group PLC 6.413%, 10/01/35(a)(p)			235		253,382
6.657%, 5/21/37(a)(p)			98		106,636
7.50%, 6/27/24(p)			528		559,136
Macquarie Bank Ltd./London 6.125%, 3/08/27(a)(p)			200		200,845
Royal Bank of Scotland Group PLC 8.625%, 8/15/21(p)			4,077		4,249,347
Societe Generale SA 7.375%, 9/13/21(a)(p)			2,021		2,056,368
8.00%, 9/29/25(a)(p)			1,124		1,149,290
Standard Chartered PLC 7.50%, 4/02/22(a)(p)			474		489,487
7.50%, 12/31/49(a)			336		346,978
7.75%, 4/02/23(a)(p)			440		453,867
Stichting Afwikkeling Onderhandse Schulden SNS REAAL 11.25%, 12/31/49(b)(c)(f)	EUR		620		– 0	–
UBS Group AG 7.00%, 2/19/25(a)(p)	U.S.$		2,065		2,225,504
Zions Bancorporation 5.65%, 11/15/23			508		523,993
					33,798,924

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    29

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Brokerage – 0.1%
Lehman Brothers Holdings, Inc. 6.875%, 5/02/18(f)	U.S.$		1,690	$	111,709
LPL Holdings, Inc. 5.75%, 9/15/25(a)			1,517		1,530,274
					1,641,983
Finance – 1.0%
Artsonig Pty Ltd. 11.50% (11.50% Cash or 12.00% PIK), 4/01/19(d)(g)			2,692		80,761
Creditcorp 12.00%, 7/15/18(g)			1,300		1,131,000
Enova International, Inc. 9.75%, 6/01/21			1,628		1,664,630
ILFC E-Capital Trust II 4.91% (H15T 30 Year + 1.80%), 12/21/65(a)(i)			2,000		1,897,500
Navient Corp. 5.50%, 1/15/19			2,496		2,586,480
5.875%, 3/25/21			572		574,860
6.50%, 6/15/22			158		159,383
6.625%, 7/26/21			231		238,507
7.25%, 1/25/22			377		390,666
8.00%, 3/25/20			233		252,805
Slm Corp. 5.125%, 4/05/22			605		605,000
TMX Finance LLC/TitleMax Finance Corp. 8.50%, 9/15/18(a)			1,801		1,656,920
					11,238,512
Insurance – 0.4%
Genworth Holdings, Inc. 3.042% (LIBOR 3 Month + 2.00%), 11/15/66(i)			240		119,700
7.625%, 9/24/21			1,216		1,152,160
Liberty Mutual Group, Inc. 7.80%, 3/15/37(a)			2,559		2,954,534
					4,226,394
Other Finance – 0.4%
CURO Financial Technologies Corp. 12.00%, 3/01/22(a)			671		686,098
iPayment, Inc. 9.50%, 12/15/19(g)			2,315		2,413,033

30    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Lincoln Finance Ltd. 6.875%, 4/15/21(a)	EUR		1,139	$	1,300,141
					4,399,272
REITS – 0.0%
MPT Operating Partnership LP/MPT Finance Corp. 5.25%, 8/01/26	U.S.$		155		151,706
5.50%, 5/01/24			264		268,620
					420,326
					55,725,411
Utility – 1.2%
Electric – 1.2%
AES Corp./VA 4.875%, 5/15/23			1,013		1,010,467
7.375%, 7/01/21			634		714,835
Calpine Corp. 5.50%, 2/01/24			985		980,075
5.75%, 1/15/25(k)			541		537,619
ContourGlobal Power Holdings SA 5.125%, 6/15/21(a)	EUR		1,501		1,684,501
DPL, Inc. 6.75%, 10/01/19	U.S.$		343		360,150
Dynegy, Inc. 7.375%, 11/01/22			775		767,250
7.625%, 11/01/24			981		936,855
Emera, Inc. Series 2016-A 6.75%, 6/15/76			1,134		1,238,699
GenOn Energy, Inc. 9.50%, 10/15/18			1,450		955,187
NRG Energy, Inc. 7.25%, 5/15/26			1,791		1,842,491
NRG Yield Operating LLC 5.375%, 8/15/24			843		857,753
Talen Energy Supply LLC 4.60%, 12/15/21			1,475		1,259,281
Texas Competitive/TCEH 11.50%, 10/01/20(a)(b)(c)(f)			626		– 0	–
Viridian Group FundCo II Ltd. 7.50%, 3/01/20(a)	EUR		1,311		1,470,252
					14,615,415
Total Corporates – Non-Investment Grade (cost $476,539,891)					471,547,463

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    31

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
GOVERNMENTS – TREASURIES – 14.1%
Colombia – 0.5%
Colombian TES Series B 7.00%, 5/04/22	COP		7,223,500	$	2,593,267
10.00%, 7/24/24			8,000,000		3,339,933
					5,933,200
Indonesia – 0.8%
Indonesia Treasury Bond Series FR53 8.25%, 7/15/21	IDR		35,835,000		2,814,159
Series FR70 8.375%, 3/15/24			47,612,000		3,817,875
JPMorgan Chase Bank, NA 9.50%, 5/17/41(a)			27,844,000		2,382,061
					9,014,095
Mexico – 0.4%
Mexican Bonos Series M 6.50%, 6/10/21	MXN		90,000		4,737,839
Russia – 0.8%
Russian Federal Bond – OFZ Series 6209 7.60%, 7/20/22	RUB		37,074		653,481
Series 6212 7.05%, 1/19/28			185,020		3,088,735
Series 6217 7.50%, 8/18/21			360,108		6,313,240
					10,055,456
South Africa – 1.2%
Republic of South Africa Government Bond Series R186 10.50%, 12/21/26	ZAR		167,618		13,778,208
Series R204 8.00%, 12/21/18			10,750		804,703
					14,582,911
United States – 10.4%
U.S. Treasury Bonds 2.75%, 11/15/42(q)	U.S.$		3,000		2,857,969
3.125%, 2/15/42(k)			4,000		4,093,750
4.50%, 2/15/36(r)			2,400		3,043,875

32    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
5.00%, 5/15/37(q)(r)	U.S.$		3,500	$	4,708,047
5.25%, 2/15/29(r)			5,750		7,372,578
6.125%, 11/15/27(q)(r)			2,200		2,960,031
6.25%, 5/15/30			7,800		11,054,062
8.125%, 5/15/21(k)			26,250		32,796,094
U.S. Treasury Notes 0.875%, 4/15/19(k)(r)			43,074		42,724,024
2.25%, 11/15/25-2/15/27			12,973		12,816,623
					124,427,053
Total Governments – Treasuries (cost $167,575,332)					168,750,554
COLLATERALIZED MORTGAGE OBLIGATIONS – 12.2%
Risk Share Floating Rate – 9.2%
Bellemeade Re II Ltd. Series 2016-1A, Class B1 12.982% (LIBOR 1 Month + 12.00%), 4/25/26(g)(i)			283		289,816
Series 2016-1A, Class M2B 7.482% (LIBOR 1 Month + 6.50%), 4/25/26(g)(i)			3,572		3,611,772
Bellemeade Re Ltd. Series 2015-1A, Class M2 5.282% (LIBOR 1 Month + 4.30%), 7/25/25(g)(i)			1,114		1,120,948
Federal Home Loan Mortgage Corp. Structured Agency Credit Risk Debt Notes Series 2013-DN1, Class M2 8.132% (LIBOR 1 Month + 7.15%), 7/25/23(i)			2,350		2,871,063
Series 2013-DN2, Class M2 5.232% (LIBOR 1 Month + 4.25%), 11/25/23(i)			1,925		2,087,247
Series 2014-DN1, Class M3 5.482% (LIBOR 1 Month + 4.50%), 2/25/24(i)			1,939		2,180,246
Series 2014-DN2, Class M3 4.582% (LIBOR 1 Month + 3.60%), 4/25/24(i)			514		550,231
Series 2014-DN3, Class M3 4.982% (LIBOR 1 Month + 4.00%), 8/25/24(i)			800		854,624

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    33

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2014-DN4, Class M3 5.532% (LIBOR 1 Month + 4.55%), 10/25/24(i)	U.S.$		500	$	538,988
Series 2014-HQ1, Class M3 5.082% (LIBOR 1 Month + 4.10%), 8/25/24(i)			1,686		1,812,041
Series 2014-HQ2, Class M3 4.732% (LIBOR 1 Month + 3.75%), 9/25/24(i)			3,710		3,942,998
Series 2014-HQ3, Class M3 5.732% (LIBOR 1 Month + 4.75%), 10/25/24(i)			5,055		5,577,620
Series 2015-DN1, Class B 12.482% (LIBOR 1 Month + 11.50%), 1/25/25(i)			1,207		1,567,143
Series 2015-DN1, Class M3 5.132% (LIBOR 1 Month + 4.15%), 1/25/25(i)			1,700		1,812,890
Series 2015-DNA1, Class B 10.182% (LIBOR 1 Month + 9.20%), 10/25/27(i)			599		762,752
Series 2015-DNA1, Class M3 4.282% (LIBOR 1 Month + 3.30%), 10/25/27(i)			480		514,632
Series 2015-DNA2, Class B 8.532% (LIBOR 1 Month + 7.55%), 12/25/27(i)			1,463		1,649,421
Series 2015-DNA3, Class B 10.332% (LIBOR 1 Month + 9.35%), 4/25/28(i)			1,031		1,199,753
Series 2015-HQ1, Class B 11.732% (LIBOR 1 Month + 10.75%), 3/25/25(i)			3,940		4,964,382
Series 2015-HQ1, Class M3 4.782% (LIBOR 1 Month + 3.80%), 3/25/25(i)			530		570,078
Series 2015-HQA1, Class B 9.782% (LIBOR 1 Month + 8.80%), 3/25/28(i)			1,015		1,145,202
Series 2015-HQA1, Class M3 5.682% (LIBOR 1 Month + 4.70%), 3/25/28(i)			1,455		1,599,357
Series 2016-DNA2, Class B 11.482% (LIBOR 1 Month + 10.50%), 10/25/28(i)			864		1,060,251

34    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2016-DNA2, Class M3 5.632% (LIBOR 1 Month + 4.65%), 10/25/28(i)	U.S.$		811	$	879,090
Series 2016-DNA3, Class B 12.232% (LIBOR 1 Month + 11.25%), 12/25/28(i)			2,784		3,416,559
Series 2016-DNA3, Class M3 5.982% (LIBOR 1 Month + 5.00%), 12/25/28(i)			1,113		1,228,365
Series 2016-DNA4, Class B 9.582% (LIBOR 1 Month + 8.60%), 3/25/29(i)			397		419,784
Series 2016-HQA2, Class B 12.482% (LIBOR 1 Month + 11.50%), 11/25/28(i)			423		517,514
Federal National Mortgage Association Connecticut Avenue Securities Series 2013-C01, Class M2 6.232% (LIBOR 1 Month + 5.25%), 10/25/23(i)			1,451		1,656,028
Series 2014-C01, Class M2 5.382% (LIBOR 1 Month + 4.40%), 1/25/24(i)			3,991		4,414,975
Series 2014-C03, Class 1M2 3.982% (LIBOR 1 Month + 3.00%), 7/25/24(i)			1,147		1,182,762
Series 2014-C04, Class 1M2 5.882% (LIBOR 1 Month + 4.90%), 11/25/24(i)			3,900		4,375,459
Series 2014-C04, Class 2M2 5.982% (LIBOR 1 Month + 5.00%), 11/25/24(i)			631		697,082
Series 2015-C01, Class 1M2 5.282% (LIBOR 1 Month + 4.30%), 2/25/25(i)			3,560		3,778,513
Series 2015-C01, Class 2M2 5.532% (LIBOR 1 Month + 4.55%), 2/25/25(i)			1,911		2,033,358
Series 2015-C02, Class 1M2 4.982% (LIBOR 1 Month + 4.00%), 5/25/25(i)			1,047		1,102,557
Series 2015-C02, Class 2M2 4.982% (LIBOR 1 Month + 4.00%), 5/25/25(i)			2,089		2,195,860
Series 2015-C03, Class 1M2 5.982% (LIBOR 1 Month + 5.00%), 7/25/25(i)			3,190		3,508,630

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    35

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2015-C03, Class 2M2 5.982% (LIBOR 1 Month + 5.00%), 7/25/25(i)	U.S.$		2,748	$	3,007,658
Series 2015-C04, Class 1M2 6.682% (LIBOR 1 Month + 5.70%), 4/25/28(i)			3,342		3,780,366
Series 2015-C04, Class 2M2 6.532% (LIBOR 1 Month + 5.55%), 4/25/28(i)			1,298		1,444,405
Series 2016-C01, Class 1B 12.732% (LIBOR 1 Month + 11.75%), 8/25/28(i)			685		896,589
Series 2016-C01, Class 1M2 7.732% (LIBOR 1 Month + 6.75%), 8/25/28(i)			2,077		2,460,663
Series 2016-C01, Class 2M2 7.932% (LIBOR 1 Month + 6.95%), 8/25/28(i)			761		897,218
Series 2016-C02, Class 1B 13.232% (LIBOR 1 Month + 12.25%), 9/25/28(i)			450		581,941
Series 2016-C02, Class 1M2 6.982% (LIBOR 1 Month + 6.00%), 9/25/28(i)			2,375		2,710,387
Series 2016-C03, Class 1B 12.732% (LIBOR 1 Month + 11.75%), 10/25/28(i)			374		469,776
Series 2016-C03, Class 2B 13.732% (LIBOR 1 Month + 12.75%), 10/25/28(i)			840		1,127,405
Series 2016-C03, Class 2M2 6.882% (LIBOR 1 Month + 5.90%), 10/25/28(i)			3,707		4,219,598
Series 2016-C04, Class 1B 11.232% (LIBOR 1 Month + 10.25%), 1/25/29(i)			1,494		1,733,435
Series 2016-C04, Class 1M2 5.232% (LIBOR 1 Month + 4.25%), 1/25/29(i)			1,089		1,156,061
Series 2016-C05, Class 2B 11.244% (LIBOR 1 Month + 10.75%), 1/25/29(i)			1,824		2,168,606
Series 2016-C05, Class 2M2 5.432% (LIBOR 1 Month + 4.45%), 1/25/29(i)			1,486		1,587,940

36    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2016-C06, Class 1B 10.232% (LIBOR 1 Month + 9.25%), 4/25/29(i)	U.S.$		1,288	$	1,426,077
Series 2016-C07, Class 2B 10.482% (LIBOR 1 Month + 9.50%), 4/25/29(i)			1,562		1,710,791
Series 2016-C07, Class 2M2 5.332% (LIBOR 1 Month + 4.35%), 4/25/29(i)			918		970,031
Series 2017-C02, Class 2M2 4.627% (LIBOR 1 Month + 3.65%), 9/25/29(i)			1,152		1,159,847
JP Morgan Madison Avenue Securities Trust Series 2015-CH1, Class M2 6.482% (LIBOR 1 Month + 5.50%), 10/25/25(a)(i)			1,433		1,477,810
Wells Fargo Credit Risk Transfer Securities Trust Series 2015-WF1, Class 2M2 6.482% (LIBOR 1 Month + 5.50%), 11/25/25(g)(i)			617		666,674
					109,343,269
Non-Agency Fixed Rate – 1.9%
Alternative Loan Trust Series 2006-24CB, Class A15 5.75%, 6/25/36			1,049		873,865
Series 2006-41CB, Class 2A13 5.75%, 1/25/37			902		728,678
Series 2006-42, Class 1A6 6.00%, 1/25/47			861		727,298
Series 2006-HY12, Class A5 2.997%, 8/25/36			1,817		1,724,013
Series 2006-J1, Class 1A10 5.50%, 2/25/36			1,592		1,384,097
Series 2006-J5, Class 1A1 6.50%, 9/25/36			1,061		876,162
Series 2007-13, Class A2 6.00%, 6/25/47			1,305		1,116,306
BCAP LLC Trust Series 2009-RR13, Class 17A3 5.883%, 4/26/37(a)			533		420,357
Bear Stearns ARM Trust Series 2007-3, Class 1A1 3.433%, 5/25/47			332		312,273

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    37

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2007-4, Class 22A1 4.627%, 6/25/47	U.S.$		1,162	$	1,064,161
BNPP Mortgage Securities LLC Trust Series 2009-1, Class B1 6.00%, 8/27/37(a)			809		621,568
ChaseFlex Trust Series 2007-1, Class 1A3 6.50%, 2/25/37			699		501,857
Citigroup Mortgage Loan Trust Series 2006-4, Class 2A1A 6.00%, 12/25/35			1,794		1,614,718
Series 2007-AR4, Class 1A1A 3.308%, 3/25/37			244		208,106
Series 2010-3, Class 2A2 6.00%, 8/25/37(a)			452		394,428
CitiMortgage Alternative Loan Trust Series 2007-A3, Class 1A4 5.75%, 3/25/37			1,281		1,127,174
Countrywide Home Loan Mortgage Pass-Through Trust Series 2007-4, Class 1A39 6.00%, 5/25/37			529		439,026
Series 2007-HY4, Class 1A1 3.14%, 9/25/47			399		368,239
Credit Suisse Mortgage Trust Series 2009-8R, Class 6A2 6.00%, 1/26/38(a)			119		89,179
Series 2010-9R, Class 1A5 4.00%, 8/27/37(a)			623		612,419
CSMC Mortgage-Backed Trust Series 2006-7, Class 3A12 6.25%, 8/25/36			539		450,068
First Horizon Alternative Mortgage Securities Trust Series 2006-FA1, Class 1A3 5.75%, 4/25/36			733		604,345
Morgan Stanley Mortgage Loan Trust Series 2005-10, Class 4A1 5.50%, 12/25/35			440		386,558
Series 2007-12, Class 3A22 6.00%, 8/25/37			127		106,190
Residential Accredit Loans, Inc. Trust Series 2005-QS14, Class 3A1 6.00%, 9/25/35			680		638,923
Residential Asset Securitization Trust Series 2006-A8, Class 3A4 6.00%, 8/25/36			252		206,476

38    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Structured Adjustable Rate Mortgage Loan Trust Series 2006-9, Class 4A1 3.133%, 10/25/36	U.S.$		603	$	536,206
Washington Mutual Mortgage Pass-Through Certificates Trust Series 2006-7, Class A4 4.411%, 9/25/36			1,798		936,400
Series 2006-9, Class A4 4.818%, 10/25/36			1,809		893,312
Wells Fargo Alternative Loan Trust Series 2007-PA3, Class 3A1 6.25%, 7/25/37			1,366		1,283,840
Wells Fargo Mortgage Backed Securities Trust Series 2007-AR7, Class A1 3.15%, 12/28/37			1,885		1,735,891
					22,982,133
Non-Agency Floating Rate – 1.1%
Alternative Loan Trust Series 2007-7T2, Class A3 1.582% (LIBOR 1 Month + 0.60%), 4/25/37(i)			3,095		1,366,665
Citigroup Mortgage Loan Trust Series 2005-8, Class 2A2 3.818% (4.80% – LIBOR 1 Month), 9/25/35(i)(s)			617		38,914
Countrywide Home Loan Mortgage Pass-Through Trust Series 2007-13, Class A7 1.582% (LIBOR 1 Month + 0.60%), 8/25/37(i)			776		550,375
First Horizon Alternative Mortgage Securities Trust Series 2007-FA2, Class 1A10 1.232% (LIBOR 1 Month + 0.25%), 4/25/37(i)			454		215,794
Series 2007-FA2, Class 1A6 4.568% (5.55% – LIBOR 1 Month), 4/25/37(i)(s)			154		29,397
Lehman XS Trust Series 2007-10H, Class 2AIO 6.216% ( 7.00% – LIBOR 1 Month), 7/25/37(i)(s)			525		121,018

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    39

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Residential Accredit Loans, Inc. Trust Series 2006-QS18, Class 2A2 5.568% ( 6.55% – LIBOR 1 Month), 12/25/36(i)(s)	U.S.$		5,278	$	959,793
Structured Asset Mortgage Investments II Trust Series 2007-AR6, Class A1 2.138% (12MTA + 1.50%), 8/25/47(i)			1,903		1,698,297
Wachovia Mortgage Loan Trust Series Series 2006-ALT1, Class A2 1.162% (LIBOR 1 Month + 0.18%), 1/25/37(i)			12,765		8,686,407
					13,666,660
Total Collateralized Mortgage Obligations (cost $136,056,230)					145,992,062
CORPORATES – INVESTMENT GRADE – 7.4%
Industrial – 3.9%
Basic – 1.0%
Braskem Finance Ltd. 6.45%, 2/03/24			1,972		2,110,632
FMG Resources (August 2006) Pty Ltd. 9.75%, 3/01/22(a)			510		585,699
Fresnillo PLC 5.50%, 11/13/23(a)			306		328,185
Georgia-Pacific LLC 8.875%, 5/15/31			1		1,524
Glencore Finance Canada Ltd. 6.00%, 11/15/41(a)			272		296,053
Glencore Funding LLC 4.625%, 4/29/24(a)			341		354,638
Minsur SA 6.25%, 2/07/24(a)			891		953,923
Mosaic Co. (The) 5.625%, 11/15/43			167		171,728
Southern Copper Corp. 7.50%, 7/27/35			3,300		3,984,750
WestRock MWV LLC 7.95%, 2/15/31			1,000		1,328,310
Weyerhaeuser Co. 7.375%, 3/15/32			1,790		2,347,782
					12,463,224

40    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Capital Goods – 0.4%
General Electric Co. Series D 5.00%, 1/21/21(p)	U.S.$		1,681	$	1,771,083
Lafarge SA 7.125%, 7/15/36			800		984,601
Masco Corp. 5.95%, 3/15/22			405		453,184
Owens Corning 7.00%, 12/01/36(m)			1,340		1,637,341
					4,846,209
Communications - Media – 0.4%
Charter Communications Operating LLC/Charter Communications Operating Capital 4.464%, 7/23/22			1,039		1,094,846
4.908%, 7/23/25			1,195		1,262,219
Cox Communications, Inc. 4.50%, 6/30/43(a)			135		117,124
4.70%, 12/15/42(a)			259		229,961
Sirius XM Radio, Inc. 5.25%, 8/15/22(a)			286		295,606
Viacom, Inc. 4.375%, 3/15/43			1,984		1,719,049
					4,718,805
Communications - Telecommunications – 0.5%
AT&T, Inc. 5.45%, 3/01/47			2,128		2,182,673
Qwest Corp. 6.50%, 6/01/17			610		613,813
6.875%, 9/15/33			1,335		1,331,662
Sprint Spectrum Co. LLC/Sprint Spectrum Co. II LLC/Sprint Spectrum Co. III LLC 3.36%, 9/20/21(a)			1,627		1,620,980
					5,749,128
Consumer Cyclical - Automotive – 0.2%
General Motors Financial Co., Inc. 3.20%, 7/06/21			1,150		1,153,989
4.00%, 1/15/25			651		653,512
					1,807,501

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    41

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Cyclical - Other – 0.0%
Seminole Tribe of Florida, Inc. 6.535%, 10/01/20(a)	U.S.$		115	$	116,185
Consumer Non-Cyclical – 0.0%
BRF SA 4.75%, 5/22/24(a)			428		412,592
Energy – 0.7%
Cenovus Energy, Inc. 4.45%, 9/15/42			822		726,442
6.75%, 11/15/39			67		76,380
Enterprise Products Operating LLC Series A 4.742% (LIBOR 3 Month + 3.71%), 8/01/66(i)			1,208		1,200,516
Kinder Morgan, Inc./DE Series G 7.75%, 1/15/32			328		408,301
7.80%, 8/01/31			1,066		1,338,449
Marathon Petroleum Corp. 4.75%, 9/15/44			69		62,790
Nabors Industries, Inc. 5.50%, 1/15/23(a)			1,146		1,174,650
Regency Energy Partners LP/Regency Energy Finance Corp. 4.50%, 11/01/23			546		558,756
5.50%, 4/15/23			1,193		1,242,910
Williams Partners LP 5.10%, 9/15/45			876		871,127
Williams Partners LP/ACMP Finance Corp. 4.875%, 5/15/23			681		702,852
					8,363,173
Technology – 0.6%
Diamond 1 Finance Corp./Diamond 2 Finance Corp. 6.02%, 6/15/26(a)			1,318		1,438,304
8.35%, 7/15/46(a)			524		676,762
Hewlett Packard Enterprise Co. 6.35%, 10/15/45(m)			215		221,109
Seagate HDD Cayman 4.75%, 1/01/25			1,948		1,909,058
4.875%, 6/01/27			1,320		1,237,265
Verisk Analytics, Inc. 5.50%, 6/15/45			636		688,464

42    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Western Digital Corp. 7.375%, 4/01/23(a)	U.S.$		1,058	$	1,161,155
					7,332,117
Transportation - Airlines – 0.1%
America West Airlines Pass-Through Trust Series 1999-1G, Class G 7.93%, 1/02/19			546		578,830
Northwest Airlines Pass-Through Trust Series 2000-1, Class G 7.15%, 10/01/19			343		359,811
					938,641
					46,747,575
Financial Institutions – 3.1%
Banking – 1.3%
ABN AMRO Bank NV Series E 6.25%, 4/27/22(a)			292		327,885
BNP Paribas SA 7.625%, 3/30/21(a)(p)			833		887,492
BPCE SA 5.70%, 10/22/23(a)			208		220,742
Citigroup, Inc. 4.40%, 6/10/25			105		106,917
DNB Bank ASA 6.50%, 3/26/22(a)(p)			1,555		1,623,084
HSBC Holdings PLC 3.60%, 5/25/23			622		632,008
6.00%, 9/29/23(a)(p)	EUR		1,872		2,151,465
ICICI Bank Ltd./Dubai 4.80%, 5/22/19(a)	U.S.$		1,337		1,397,883
JPMorgan Chase & Co. Series V 5.00%, 7/01/19(p)			210		212,185
Morgan Stanley 4.10%, 5/22/23			1,648		1,702,007
Nationwide Building Society 4.00%, 9/14/26(a)			2,348		2,280,511
Regions Bank/Birmingham AL 6.45%, 6/26/37			1,500		1,703,859
Standard Chartered PLC 3.95%, 1/11/23(a)			1,301		1,300,885
US Bancorp Series J 5.30%, 4/15/27(p)			692		704,334
					15,251,257

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    43

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Brokerage – 0.1%
E*TRADE Financial Corp. 5.375%, 11/15/22	U.S.$		810	$	847,950
GFI Group, Inc. 8.375%, 7/19/18			991		1,047,983
					1,895,933
Finance – 0.0%
International Lease Finance Corp. 8.875%, 9/01/17			280		288,110
Insurance – 1.2%
Allstate Corp. (The) 6.50%, 5/15/57			1,150		1,311,919
American International Group, Inc. 6.82%, 11/15/37			1,425		1,761,601
Aon Corp. 8.205%, 1/01/27			690		869,220
Assured Guaranty Municipal Holdings, Inc. 6.40%, 12/15/66(a)			656		585,375
Chubb Corp. (The) 6.375%, 4/15/37			1,527		1,476,369
Lincoln National Corp. 8.75%, 7/01/19			186		211,849
MetLife, Inc. 10.75%, 8/01/39			2,350		3,643,022
Pacific Life Insurance Co. 9.25%, 6/15/39(a)			475		736,900
Transatlantic Holdings, Inc. 8.00%, 11/30/39			1,261		1,663,530
XLIT Ltd. Series E 6.50%, 5/01/17(p)			877		736,204
ZFS Finance USA Trust V 6.50%, 5/09/37(a)			1,240		1,240,867
					14,236,856
REITS – 0.5%
DDR Corp. 7.875%, 9/01/20			746		863,186
EPR Properties 5.75%, 8/15/22			915		990,869
7.75%, 7/15/20			1,722		1,945,731
Senior Housing Properties Trust 6.75%, 12/15/21			1,350		1,505,700

44    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
VEREIT Operating Partnership LP 4.875%, 6/01/26	U.S.$		302	$	314,835
					5,620,321
					37,292,477
Utility – 0.4%
Electric – 0.3%
EDP Finance BV 4.90%, 10/01/19(a)			148		155,585
FirstEnergy Corp. Series C 7.375%, 11/15/31			857		1,118,385
PPL Capital Funding, Inc. Series A 3.817% (LIBOR 3 Month + 2.67%), 3/30/67(i)			2,405		2,311,780
					3,585,750
Natural Gas – 0.1%
Empresa de Energia de Bogota SA ESP 6.125%, 11/10/21(a)			1,235		1,272,071
					4,857,821
Total Corporates – Investment Grade (cost $78,312,211)					88,897,873
EMERGING MARKETS – TREASURIES – 6.5%
Argentina – 1.7%
Argentine Bonos del Tesoro 15.50%, 10/17/26	ARS		69,459		4,697,246
16.00%, 10/17/23			85,595		5,747,740
18.20%, 10/03/21			111,923		7,815,442
21.20%, 9/19/18			33,327		2,263,422
					20,523,850
Brazil – 3.9%
Brazil Notas do Tesouro Nacional Series F 10.00%, 1/01/21-1/01/27	BRL		144,542		46,217,177
Dominican Republic – 0.5%
Dominican Republic International Bond 16.00%, 7/10/20(g)	DOP		229,800		5,647,280

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    45

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Turkey – 0.4%
Turkey Government Bond 10.60%, 2/11/26	TRY		4,718	$	1,289,629
11.00%, 2/24/27			14,459		4,088,075
					5,377,704
Total Emerging Markets – Treasuries (cost $72,868,971)					77,766,011
EMERGING MARKETS – SOVEREIGNS – 5.8%
Angola – 0.2%
Angolan Government International Bond 9.50%, 11/12/25(a)	U.S.$		1,188		1,221,750
Republic of Angola Via Northern Lights III BV 7.00%, 8/17/19(a)			1,269		1,305,227
					2,526,977
Argentina – 1.2%
Argentine Republic Government International Bond 6.25%, 4/22/19(a)			1,057		1,115,135
6.875%, 4/22/21-1/26/27(a)			8,194		8,421,216
7.50%, 4/22/26(a)			150		159,450
7.82%, 12/31/33	EUR		3,829		4,309,206
					14,005,007
Cameroon – 0.1%
Republic of Cameroon International Bond 9.50%, 11/19/25(a)	U.S.$		1,222		1,377,805
Dominican Republic – 0.8%
Dominican Republic International Bond 5.95%, 1/25/27(a)			1,553		1,587,943
7.45%, 4/30/44(a)			1,283		1,417,715
8.625%, 4/20/27(a)			5,719		6,741,271
					9,746,929
Ecuador – 0.1%
Ecuador Government International Bond 7.95%, 6/20/24(a)			667		633,650
10.75%, 3/28/22(a)			565		603,138
					1,236,788
Egypt – 0.3%
Egypt Government International Bond 6.125%, 1/31/22(a)			3,009		3,125,599

46    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
El Salvador – 0.1%
El Salvador Government International Bond 7.625%, 9/21/34(a)	U.S.$		762	$	777,240
Ethiopia – 0.0%
Ethiopia International Bond 6.625%, 12/11/24(a)			582		556,538
Gabon – 0.3%
Gabon Government International Bond 6.375%, 12/12/24(a)			2,052		1,978,014
6.95%, 6/16/25(a)			1,050		1,022,437
					3,000,451
Iraq – 0.0%
Iraq International Bond 5.80%, 1/15/28(a)			264		232,650
Ivory Coast – 0.6%
Ivory Coast Government International Bond 5.75%, 12/31/32(a)			5,065		4,716,446
6.375%, 3/03/28(a)			2,678		2,614,397
					7,330,843
Jamaica – 0.2%
Jamaica Government International Bond 7.625%, 7/09/25			506		585,062
7.875%, 7/28/45			1,240		1,416,700
					2,001,762
Jordan – 0.1%
Jordan Government International Bond 5.75%, 1/31/27(a)			634		620,052
Kenya – 0.1%
Kenya Government International Bond 5.875%, 6/24/19(a)			702		728,325
Lebanon – 0.0%
Lebanon Government International Bond Series G 6.60%, 11/27/26(a)			589		597,099
Mongolia – 0.2%
Mongolia Government International Bond 5.125%, 12/05/22(a)			2,426		2,280,440

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    47

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Nigeria – 0.0%
Nigeria Government International Bond 7.875%, 2/16/32(a)	U.S.$		489	$	508,560
Pakistan – 0.1%
Pakistan Government International Bond 7.25%, 4/15/19(a)			1,498		1,581,514
Serbia – 0.0%
Serbia International Bond 6.75%, 11/01/24(a)			203		204,357
Sri Lanka – 0.1%
Sri Lanka Government International Bond 6.00%, 1/14/19(a)			799		826,965
6.125%, 6/03/25(a)			350		350,000
					1,176,965
Turkey – 0.8%
Turkey Government International Bond 4.875%, 10/09/26-4/16/43			4,986		4,510,762
5.625%, 3/30/21			2,600		2,713,750
6.00%, 3/25/27			2,182		2,267,098
					9,491,610
Venezuela – 0.3%
Venezuela Government International Bond 9.25%, 9/15/27			7,978		3,729,715
9.25%, 5/07/28(a)			300		129,000
9.375%, 1/13/34			746		322,645
					4,181,360
Zambia – 0.2%
Zambia Government International Bond 8.50%, 4/14/24(a)			1,846		1,894,457
Total Emerging Markets – Sovereigns (cost $67,687,182)					69,183,328
BANK LOANS – 3.5%
Industrial – 3.3%
Basic – 0.1%
FMG Resources (August 2006) Pty LTD (FMG America Finance, Inc.) 3.75% (LIBOR 3 Month + 2.75%), 6/30/19(t)			649		652,196

48    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Magnetation LLC 12.00%, 10/14/16(b)(c)(d)(f)(o)	U.S.$		3,119	$	– 0	–
Unifrax Corporation 3/29/24(u)	EUR		461		460,275
					1,112,471
Capital Goods – 0.3%
Avolon TLB Borrower 1 (US) LLC 3/20/22(u)	U.S.$		1,034		1,047,739
Serta Simmons Bedding, LLC 9.038% (LIBOR 3 Month + 8.00%), 11/08/24(t)			2,312		2,319,699
Transdigm Inc. 3.982% (LIBOR 1 Month + 3.00%), 6/09/23(t)			363		360,821
					3,728,259
Consumer Cyclical - Automotive – 0.1%
Navistar, Inc. 5.00% (LIBOR 3 Month + 4.00%), 8/07/20(t)			864		872,703
Consumer Cyclical - Entertainment – 0.2%
ClubCorp Club Operations, Inc. 4.00% (LIBOR 3 Month + 3.00%), 12/15/22(t)			1,245		1,249,957
Seaworld Parks & Entertainment, Inc. (fka SW Acquisitions Co., Inc.) 4.248% (LIBOR 3 Month + 3.25%), 5/14/20(t)			989		988,705
					2,238,662
Consumer Cyclical - Other – 0.4%
CityCenter Holdings, LLC 3.732% (LIBOR 1 Month + 2.75%), 10/16/20(t)			1,826		1,842,465
La Quinta Intermediate Holdings LLC 3.772% (LIBOR 3 Month + 2.75%), 4/14/21(t)			1,693		1,701,366
Scientific Games International, Inc. 4.846% (LIBOR 2 Month + 4.00%), 10/01/21(t)			889		899,452
4.943% (LIBOR 1 Month + 4.00%), 10/01/21(t)			5		5,500
					4,448,783

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Cyclical - Retailers – 0.3%
Harbor Freight Tools USA, Inc. 4.232% (LIBOR 1 Month + 3.25%), 8/19/23(t)	U.S.$		1,110	$	1,108,054
J.C. Penney Corporation, Inc. 5.304% (LIBOR 3 Month + 4.25%), 6/23/23(t)			1,107		1,097,995
Michaels Stores, Inc. 3.75% (LIBOR 3 Month + 2.75%), 1/30/23(t)			507		505,753
Neiman Marcus Group Inc., The 4.25% (LIBOR 3 Month + 3.25%), 10/25/20(t)			243		195,313
Rite Aid Corporation 5.75% (LIBOR 3 Month + 4.75%), 8/21/20(t)			500		500,625
					3,407,740
Consumer Non-Cyclical – 0.5%
Acadia Healthcare Company, Inc. 3.982% (LIBOR 1 Month + 3.00%), 2/11/22(t)			92		92,119
3.982% (LIBOR 1 Month + 3.00%), 2/16/23(t)			478		481,055
Air Medical Group Holdings, Inc. 5.00% (LIBOR 3 Month + 4.00%), 4/28/22(t)			352		352,486
Arbor Pharmaceuticals, LLC 6.147% (LIBOR 3 Month + 5.00%), 7/05/23(t)			1,244		1,266,024
DJO Finance LLC 4.25% (LIBOR 3 Month + 3.25%), 6/08/20(t)			990		956,331
Immucor, Inc. (fka IVD Acquisition Corporation) 5.00% (LIBOR 3 Month + 3.75%), 8/17/18(t)			1,041		1,027,648
Mallinckrodt International Finance S.A. 3.897% (LIBOR 3 Month + 2.75%), 9/24/24(t)			1,158		1,156,071
Ortho-Clinical Diagnostics Holdings Luxembourg SARL 4.75% (LIBOR 3 Month + 3.75%), 6/30/21(t)			616		611,905
Vizient, Inc. 5.00% (LIBOR 3 Month + 4.00%), 2/13/23(t)			469		472,036
					6,415,675

50    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Energy – 0.3%
California Resources Corporation 11.375% (LIBOR 3 Month + 10.38%), 12/31/21(t)	U.S.$		2,088	$	2,303,530
Chesapeake Energy Corporation 8.553% (LIBOR 3 Month + 7.50%), 8/23/21(t)			621		660,450
Foresight Energy LLC 3/28/22(u)			540		525,150
					3,489,130
Other Industrial – 0.4%
Conduent Incorporated 6.334% (LIBOR 1 Month + 5.50%), 12/07/23(t)			228		230,769
Gardner Denver, Inc. 4.25% (LIBOR 3 Month + 3.25%), 7/30/20(t)			32		32,277
4.568% (LIBOR 6 Month + 3.25%), 7/30/20(t)			1,126		1,122,469
GFL Environmental Inc. 3.897% (LIBOR 3 Month + 2.75%), 9/29/23(t)			328		328,956
Sedgwick Claims Management Services, Inc. 3.75% (LIBOR 3 Month + 2.75%), 3/01/21(t)			1,042		1,039,953
Travelport Finance (Luxembourg) SARL 4.289% (LIBOR 3 Month + 3.25%), 9/02/21(t)			1,465		1,474,268
Unifrax Holding Co. 4.50% (EURIBOR 3 Month + 3.50%), 11/28/18(t)	EUR		699		748,100
Welbilt, Inc. (fka Manitowoc Foodservice, Inc.) 4.00% (LIBOR 3 Month + 3.00%), 3/03/23(t)	U.S.$		117		117,732
					5,094,524
Technology – 0.7%
Avaya Inc. 6.282% (LIBOR 3 Month + 5.25%), 5/29/20(b)(e)(t)			3,864		3,073,218
6.532% (LIBOR 3 Month + 5.50%), 3/31/18(b)(t)			105		83,474
8.50% (LIBOR 3 Month + 7.50%), 1/24/18(b)(t)			341		350,855

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Smart Modular Technologies (Global), Inc. 9.25% (LIBOR 1 Month + 8.00%), 8/26/17(b)(t)	U.S.$		919	$	891,601
Solera, LLC (Solera Finance, Inc.) 4.25% (LIBOR 3 Month + 3.25%), 3/03/23(t)			2,609		2,618,798
Veritas US Inc. 6.772% (LIBOR 3 Month + 5.63%), 1/27/23(t)			1,876		1,857,819
					8,875,765
					39,683,712
Utility – 0.2%
Electric – 0.2%
Energy Future Intermediate Holding Company LLC (EFIH Finance Inc.) 4.304% (LIBOR 3 Month + 3.25%), 6/30/17(t)			2,010		2,006,533
Financial Institutions – 0.0%
Insurance – 0.0%
Hub International Limited 4.304% (LIBOR 1 Month + 3.00%), 10/02/20(t)			483		485,127
Total Bank Loans (cost $44,752,630)					42,175,372
COMMERCIAL MORTGAGE-BACKED SECURITIES – 3.1%
Non-Agency Fixed Rate CMBS – 3.0%
225 Liberty Street Trust Series 2016-225L, Class E 4.649%, 2/10/36(a)			974		940,294
Banc of America Commercial Mortgage Trust Series 2007-5, Class AM 5.772%, 2/10/51			2,877		2,935,647
Banc of America Re-REMIC Trust Series 2009-UB1, Class A4B 5.826%, 6/24/50(c)(g)			2,697		2,714,233
Citigroup Commercial Mortgage Trust Series 2013-GC11, Class XA 1.807%, 4/10/46(v)			2,235		117,337

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Series 2013-GC17, Class D 5.104%, 11/10/46(a)	U.S.$		902	$	836,338
Series 2014-GC23, Class D 4.52%, 7/10/47(a)			856		730,898
Commercial Mortgage Pass Through Certificates Series 2012-CR3, Class XA 2.072%, 10/15/45(v)			9,155		673,881
Commercial Mortgage Trust Series 2012-CR1, Class XA 1.91%, 5/15/45(v)			1,871		144,952
Series 2012-CR5, Class XA 1.737%, 12/10/45(v)			2,272		146,021
Series 2012-LC4, Class XA 2.234%, 12/10/44(a)(v)			5,578		451,712
Series 2013-LC6, Class D 4.284%, 1/10/46(a)			3,916		3,582,694
Series 2014-CR15, Class XA 1.284%, 2/10/47(v)			2,525		108,649
Series 2014-LC15, Class D 4.945%, 4/10/47(a)			1,500		1,251,710
Series 2014-UBS5, Class D 3.495%, 9/10/47(a)			669		490,285
Csail Commercial Mortgage Trust Series 2015-C2, Class D 4.211%, 6/15/57			2,721		1,965,933
GS Mortgage Securities Corp. II Series 2013-GC10, Class XA 1.591%, 2/10/46(v)			947		66,380
GS Mortgage Securities Trust Series 2012-GC6, Class D 5.653%, 1/10/45(a)			1,765		1,688,556
Series 2012-GCJ9, Class D 4.852%, 11/10/45(a)			700		654,483
JPMBB Commercial Mortgage Securities Trust Series 2015-C32, Class C 4.669%, 11/15/48			825		779,820
LB-UBS Commercial Mortgage Trust Series 2007-C2, Class AM 5.493%, 2/15/40			660		660,317
Morgan Stanley Bank of America Merrill Lynch Trust Series 2012-C6, Class XA 1.973%, 11/15/45(a)(v)			10,271		579,545

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    53

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
UBS-Barclays Commercial Mortgage Trust Series 2012-C4, Class XA 1.748%, 12/10/45(a)(v)	U.S.$		931	$	65,469
Wachovia Bank Commercial Mortgage Trust Series 2007-C34, Class AM 5.818%, 5/15/46			400		406,453
Wells Fargo Commercial Mortgage Trust Series 2015-LC20, Class D 4.365%, 4/15/50(a)			3,000		2,353,963
Series 2015-SG1, Class D 4.471%, 9/15/48			2,500		1,977,955
WF-RBS Commercial Mortgage Trust Series 2011-C4, Class D 5.248%, 6/15/44(a)(m)			1,022		1,046,010
Series 2012-C10, Class XA 1.678%, 12/15/45(a)(v)			3,695		247,536
Series 2012-C6, Class D 5.582%, 4/15/45(a)			2,450		2,449,027
Series 2012-C7, Class XA 1.484%, 6/15/45(a)(v)			1,464		83,535
Series 2012-C8, Class E 4.897%, 8/15/45(a)			3,766		3,577,093
Series 2014-C25, Class D 3.803%, 11/15/47(a)			3,500		2,515,445
					36,242,171
Non-Agency Fixed Rate – 0.1%
Commercial Mortgage Trust Series 2014-CR20, Class XA 1.181%, 11/10/47(v)			11,480		684,690
Non-Agency Floating Rate CMBS – 0.0%
Morgan Stanley Capital I Trust Series 2015-MS1, Class D 4.03%, 5/15/48(a)(m)			490		403,606
Total Commercial Mortgage-Backed Securities (cost $37,853,845)					37,330,467

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
EMERGING MARKETS – CORPORATE BONDS – 2.4%
Industrial – 1.9%
Basic – 0.4%
Elementia SAB de CV 5.50%, 1/15/25(a)	U.S.$		469	$	469,469
Samarco Mineracao SA 4.125%, 11/01/22(a)(e)(f)			1,105		715,488
5.75%, 10/24/23(a)(e)(f)			1,467		960,885
Vedanta Resources PLC 6.375%, 7/30/22(a)			2,182		2,191,865
					4,337,707
Capital Goods – 0.2%
Grupo KUO SAB De CV 6.25%, 12/04/22(a)			200		207,600
Odebrecht Finance Ltd. 4.375%, 4/25/25(a)			349		126,076
5.25%, 6/27/29(a)			1,070		363,800
7.125%, 6/26/42(a)			2,665		946,075
8.25%, 4/25/18(a)	BRL		1,332		248,904
Servicios Corporativos Javer SAB de CV 9.875%, 4/06/21(a)	U.S.$		491		508,578
					2,401,033
Communications -Telecommunications – 0.4%
Comcel Trust via Comunicaciones Celulares SA 6.875%, 2/06/24(a)			986		1,020,017
Digicel Group Ltd. 7.125%, 4/01/22(a)			448		349,485
Digicel Ltd. 6.00%, 4/15/2(a)			1,356		1,228,875
6.75%, 3/01/23(a)			1,095		980,025
IHS Netherlands Holdco BV 9.50%, 10/27/21(a)			600		616,500
MTN Mauritius Investment Ltd. 6.50%, 10/13/26(a)			780		797,550
					4,992,452
Consumer Cyclical - Retailers – 0.0%
K2016470219 (South Africa) Ltd. 3.00%, 12/31/22(a)(d)			936		106,933
K2016470260 (South Africa) Ltd. 25.00%, 12/31/22(a)(d)			215		292,881
					399,814

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Consumer Non-Cyclical – 0.5%
Central American Bottling Corp. 5.75%, 1/31/27(a)	U.S.$		928	$	963,960
Marfrig Holdings Europe BV 8.00%, 6/08/23(a)			1,220		1,268,556
Minerva Luxembourg SA 6.50%, 9/20/26(a)			2,198		2,139,489
Tonon Luxembourg SA 7.25%, 1/24/20(d)(e)(f)(g)			1,679		184,660
USJ Acucar e Alcool SA 9.875% (9.875% Cash or 12.00% PIK), 11/09/21(a)(d)			508		407,919
Virgolino de Oliveira Finance SA 10.50%, 1/28/18(e)(f)(g)			4,090		306,750
10.875%, 1/13/20(e)(f)(g)			480		129,600
11.75%, 2/09/22(e)(f)(g)			1,620		121,500
					5,522,434
Transportation - Airlines – 0.3%
Guanay Finance Ltd. 6.00%, 12/15/20(a)			525		536,557
TAM Capital 3, Inc. 8.375%, 6/03/21(a)			2,505		2,570,756
					3,107,313
Transportation - Services – 0.1%
Rumo Luxembourg SARL 7.375%, 2/09/24(a)			1,678		1,724,145
					22,484,898
Non Corporate Sectors – 0.3%
Treasuries – 0.3%
JPMorgan Chase Bank, NA Series E 10.00%, 7/18/17(a)	IDR		47,971,000		3,643,139
Financial Institutions – 0.2%
Banking – 0.1%
Akbank TAS 7.20%, 3/16/27(a)	U.S.$		695		713,025
Finance – 0.1%
CIMPOR Financial Operations BV 5.75%, 7/17/24(a)			1,491		1,325,126
					2,038,151
Total Emerging Markets – Corporate Bonds (cost $36,524,923)					28,166,188

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PORTFOLIO OF INVESTMENTS (continued)

	Shares		U.S. $ Value
PREFERRED STOCKS – 1.5%
Industrial – 0.8%
Basic – 0.0%
Peabody Energy Corp. 8.50%(f)		21,383	$	534,575
Energy – 0.8%
Berry Petroleum Co. LLC 0.00%(b)(c)(f)		77,975		1,052,662
Tervita Corp. 0.00%(b)(c)(f)		1,140,842		8,471,493
				9,524,155
				10,058,730
Financial Institutions – 0.7%
Banking – 0.4%
GMAC Capital Trust I 6.824%		16,325		415,145
Morgan Stanley 5.85%(p)		89,050		2,301,942
US Bancorp Series F 6.50%(p)		64,825		1,857,885
				4,574,972
Insurance – 0.2%
Hartford Financial Services Group, Inc. (The) 7.875%		45,050		1,401,055
XLIT Ltd. Series D 4.143%, (LIBOR 3 Month + 3.12%)(i)(p)		1,600		1,384,000
				2,785,055
REITS – 0.1%
Hersha Hospitality Trust 6.875%(p)		15,950		409,218
Sovereign Real Estate Investment Trust 12.00%(a)(p)		185		231,250
				640,468
				8,000,495
Utility – 0.0%
Electric – 0.0%
SCE Trust III 5.75%		12,025		327,080
Total Preferred Stocks (cost $15,491,383)				18,386,305

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    57

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
ASSET-BACKED SECURITIES – 1.1%
Home Equity Loans - Fixed Rate – 0.5%
CSAB Mortgage-Backed Trust Series 2006-2, Class A6A 5.72%, 9/25/36	U.S.$		860	$	511,646
GSAA Home Equity Trust Series 2005-12, Class AF5 5.659%, 9/25/35			1,479		1,251,352
Series 2006-10, Class AF3 5.985%, 6/25/36			1,272		632,343
Lehman XS Trust Series 2006-17, Class WF32 5.55%, 11/25/36			543		529,980
Morgan Stanley Mortgage Loan Trust Series 2006-15XS, Class A3 5.988%, 11/25/36			1,293		589,955
Series 2007-8XS, Class A2 6.00%, 4/25/37			4,298		2,531,900
					6,047,176
Home Equity Loans - Floating Rate – 0.2%
CWABS Asset-Backed Certificates Trust Series 2005-7, Class AF5W 5.054%, 10/25/35(m)			895		887,496
GSAA Home Equity Trust Series 2006-6, Class AF4 6.121%, 3/25/36(m)			1,750		886,176
Series 2006-6, Class AF5 6.241%, 3/25/36(m)			649		318,178
Lehman XS Trust Series 2007-6, Class 3A5 4.956%, 5/25/37(m)			294		427,243
					2,519,093
Other ABS - Fixed Rate – 0.2%
Atlas 2014-1 Limited Series 2014-1 6.875%, 12/15/39			1,094		1,085,597
Taco Bell Funding LLC Series 2016-1A, Class A23 4.97%, 5/25/46(a)			797		808,671
					1,894,268

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Other ABS - Floating Rate – 0.1%
ALM XII Ltd. Series 2015-12A, Class D 6.523% (LIBOR 3 Month + 5.50%), 4/16/27(a)(i)	U.S.$		1,015	$	1,009,321
Carlyle Global Market Strategies CLO 2016-1 Ltd. Series 2016-1A, Class C 5.93% (LIBOR 3 Month + 4.90%), 4/20/27(a)(i)			300		304,601
OZLM VIII Ltd. Series 2014-8A, Class D 5.973% (LIBOR 3 Month + 4.95%), 10/17/26(a)(i)			585		570,713
					1,884,635
Autos - Fixed Rate – 0.1%
Exeter Automobile Receivables Trust Series 2016-1A, Class D 8.20%, 2/15/23(a)			720		767,002
Total Asset-Backed Securities (cost $13,876,738)					13,112,174
GOVERNMENTS - SOVEREIGN AGENCIES – 1.1%
Brazil – 0.6%
Banco do Brasil SA/Cayman 9.00%, 6/18/24(a)(p)			1,763		1,807,075
Petrobras Global Finance BV 5.375%, 1/27/21			1,655		1,694,720
6.25%, 3/17/24			3,000		3,076,500
6.85%, 6/05/15			307		274,381
					6,852,676
Colombia – 0.1%
Ecopetrol SA 5.375%, 6/26/26			289		294,289
5.875%, 5/28/45			1,271		1,150,255
					1,444,544
Honduras – 0.2%
Honduras Government International Bond 6.25%, 1/19/27(a)			2,193		2,217,671
Ireland – 0.1%
Bank of Ireland 7.375%, 6/18/20(a)(p)	EUR		1,455		1,666,669

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PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Turkey – 0.1%
Turkiye Vakiflar Bankasi TAO 5.50%, 10/27/21(a)	U.S.$		807	$	793,886
Total Governments – Sovereign Agencies (cost $12,718,458)					12,975,446
		Shares
COMMON STOCKS – 1.0%
Energy – 0.5%
Oil, Gas & Consumable Fuels – 0.5%
Berry Petroleum Co. LLC(b)(f)			94,303		1,084,484
CHC Helicopter SA(c)(f)(h)			51,655		736,084
Linn Energy, Inc.(f)			26,909		742,688
Linn Energy, Inc.(f)			1,588		43,829
Peabody Energy Corp.(b)(c)(f)			52,705		724,694
Peabody Energy Corp.(b)(c)(f)			2,989		41,099
SandRidge Energy, Inc.(f)			23,922		442,318
Tervita Corp.(b)(c)(f)			29,729		220,757
Vantage Drilling International(b)(f)			6,103		976,480
Whiting Petroleum Corp.(f)			60,521		572,529
					5,584,962
Financials – 0.3%
Diversified Financial Services – 0.1%
iPayment, Inc.(b)(c)(f)			181,272		598,197
Insurance – 0.2%
Mt. Logan Re Ltd. (Preference Shares)(f)(h)(w)(x)			2,953		2,996,748
					3,594,945
Industrials – 0.1%
Building Products – 0.0%
New Cotai LLC/New Cotai Capital Corp.(b)(c)(f)			3		33,198
Machinery – 0.1%
Modular Space Corp.(c)(f)(g)			86,067		1,118,871
					1,152,069
Consumer Discretionary – 0.1%
Auto Components – 0.0%
Exide Technologies(c)(f)(h)			74,438		65,505
Automobiles – 0.0%
Liberty Tire Recycling LLC(b)(c)(f)			81,827		– 0	–

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PORTFOLIO OF INVESTMENTS (continued)

		Shares		U.S. $ Value
Internet & Direct Marketing Retail – 0.1%
Travelport Worldwide Ltd.			80,347	$	945,684
Multiline Retail – 0.0%
K201640219 (South Africa) Ltd. A Shares(b)(c)(f)			12,695,187		13
K201640219 (South Africa) Ltd. B Shares(b)(c)(f)			2,009,762		2
					15
					1,011,204
Materials – 0.0%
Metals & Mining – 0.0%
Neenah Enterprises, Inc.(b)(c)(f)			58,200		105,924
Total Common Stocks (cost $18,321,596)					11,449,104
		Principal Amount (000)
GOVERNMENTS – SOVEREIGN BONDS – 0.8%
Bahrain – 0.1%
Bahrain Government International Bond 7.00%, 10/12/28(a)	U.S.$		1,253		1,306,253
Croatia – 0.4%
Croatia Government International Bond 6.625%, 7/14/20(a)			4,000		4,390,000
United Arab Emirates – 0.3%
Emirate of Dubai Government International Bonds 7.75%, 10/05/20(a)			3,310		3,852,012
Total Governments – Sovereign Bonds (cost $8,613,171)					9,548,265
INFLATION-LINKED SECURITIES – 0.7%
Brazil – 0.5%
Brazil Notas do Tesouro Nacional Series B 6.00%, 5/15/45-8/15/50	BRL		5,805		6,151,701

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    61

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
Colombia – 0.2%
Fideicomiso PA Costera 6.25%, 1/15/34(a)	COP		1,230,800	$	429,712
Fideicomiso PA Pacifico Tres 7.00%, 1/15/35(g)			6,642,880		2,356,795
					2,786,507
Total Inflation-Linked Securities (cost $7,587,716)					8,938,208
WHOLE LOAN TRUSTS – 0.7%
Performing Asset – 0.7%
Alpha Credit Debt Fund LLC 15.00%, 12/31/17(b)(c)	U.S.$		574		574,106
16.00%, 1/01/21(b)(c)	MXN		20,945		1,118,722
AlphaCredit Capital, SA de CV 17.25%, 7/19/19(b)(c)			5,936		317,055
Deutsche Bank Mexico SA 8.00%, 10/31/34(b)(c)(m)			39,277		1,342,655
8.00%, 10/31/34(b)(c)			15,885		542,998
Flexpath Wh I LLC Series B 11.00%, 4/01/2(b)(c)	U.S.$		608		492,120
Series B2 11.00%, 1/01/22(b)(c)			787		668,913
Series B3 11.00%, 9/01/22(b)(c)			83		72,887
Recife Funding Zero Coupon, 11/05/29(b)(c)			1,811		1,719,270
Sheridan Auto Loan Holdings I LLC 10.00%, 12/31/20(b)(c)			520		351,822
10.00%, 9/30/21(b)(c)			1,154		1,031,704
Total Whole Loan Trusts (cost $10,168,063)					8,232,252
QUASI-SOVEREIGNS – 0.5%
Quasi-Sovereign Bonds – 0.5%
Indonesia – 0.1%
Majapahit Holding BV 7.875%, 6/29/37(a)			699		895,419
Mexico – 0.3%
Petroleos Mexicanos 4.625%, 9/21/23			1,695		1,700,508

62    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)		U.S. $ Value
5.375%, 3/13/22(a)	U.S.$		516	$	539,220
5.50%, 1/21/21			759		801,694
					3,041,422
South Africa – 0.1%
Eskom Holdings SOC Ltd. 7.125%, 2/11/25(a)			1,295		1,308,598
Venezuela – 0.0%
Petroleos de Venezuela SA 9.75%, 5/17/35(a)			1,223		532,251
Total Quasi-Sovereigns (cost $5,568,739)					5,777,690
LOCAL GOVERNMENTS – MUNICIPAL BONDS – 0.5%
United States – 0.5%
State of California Series 2010 7.60%, 11/01/40			750		1,117,950
7.95%, 3/01/36			1,915		2,207,918
State of Illinois Series 2010 7.35%, 7/01/35			1,915		2,043,420
Total Local Governments – Municipal Bonds (cost $4,601,438)					5,369,288
LOCAL GOVERNMENTS – REGIONAL BONDS – 0.4%
Argentina – 0.4%
Provincia de Buenos Aires/Argentina 5.75%, 6/15/19(a)			1,010		1,042,825
9.125%, 3/16/24(a)			2,601		2,874,105
Provincia de Cordoba 7.125%, 6/10/21(a)			754		778,504
Total Local Governments – Regional Bonds (cost $4,296,625)					4,695,434

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    63

PORTFOLIO OF INVESTMENTS (continued)

	Contracts		U.S. $ Value
OPTIONS PURCHASED – CALLS – 0.3%
Options on Forward Contracts – 0.3%
MXN/USD Expiration: Apr 2017, Exercise Price: MXN 20.40(f)(y)		240,720,000	$	1,021,021
MXN/USD Expiration: Apr 2017, Exercise Price: MXN 19.00(f)(y)		336,300,000		326,596
MXN/USD Expiration: Apr 2017, Exercise Price: MXN 18.45(f)(y)		489,847,500		120,773
MXN/USD Expiration: Apr 2017, Exercise Price: MXN 20.63(f)(y)		243,378,540		1,156,104
MXN/USD Expiration: Apr 2017, Exercise Price: MXN 19.52(f)(y)		230,361,960		487,356
RUB/USD Expiration: Jun 2017, Exercise Price: RUB 57.20(f)(y)		341,770,000		133,374
RUB/USD Expiration: Jun 2017, Exercise Price: RUB 57.20(f)(y)		341,770,000		133,374
TRY/EUR Expiration: Apr 2017, Exercise Price: TRY 3.65(f)(y)		22,194,000		3,790
TRY/EUR Expiration: Apr 2017, Exercise Price: TRY 3.65(f)(y)		38,690,000		3,582
TRY/USD Expiration: Jun 2017, Exercise Price: TRY 3.70(f)(y)		36,573,000		153,024
TRY/USD Expiration: Apr 2017, Exercise Price: TRY 3.73(f)(y)		43,972,700		332,005
Total Options Purchased – Calls (premiums paid $1,594,153)				3,870,999
	Shares
INVESTMENT COMPANIES – 0.2%
Funds and Investment Trusts – 0.2%(z)
OCL Opportunities Fund II(b)(c)(f)(aa) (cost $1,490,950)		11,474		1,909,487

64    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

	Shares		U.S. $ Value
WARRANTS – 0.0%
Encore Automotive Acceptance, expiring 7/05/31(b)(c)(f)		8	$	– 0	–
FairPoint Communications, Inc., expiring 1/24/18(b)(f)		9,725		97
Flexpath Capital, Inc., expiring 4/15/31(b)(c)(f)		10,974		– 0	–
iPayment Holdings, Inc., expiring 12/29/22(b)(c)(f)		586,389		310,786
Midstates Petroleum Co., Inc., expiring 4/21/20(b)(c)(f)		39,269		88,355
SandRidge Energy, Inc., A-CW22, expiring 10/03/22(f)		46,951		47,421
SandRidge Energy, Inc., B-CW22, expiring 10/03/22(f)		19,772		19,772
Smart Modular Technologies (Global), Inc., expiring 11/05/21-11/05/22(f)		44,266		– 0	–
Total Warrants (cost $507,752)				466,431
	Contracts
OPTIONS PURCHASED – PUTS – 0.0%
Options on Indices – 0.0%
S&P 500 Index Expiration: Apr 2017, Exercise Price: $ 2,275.00(f)(y)		17,600		130,123
Option on Forward Contracts – 0.0%
TRY/EUR Expiration: Apr 2017, Exercise Price: TRY 4.11(f)(y)		43,566,000		8,499
Total Options Purchased – Puts (premiums paid $740,232)				138,622
	Shares
SHORT-TERM INVESTMENTS – 4.1%
Investment Companies – 3.1%
AB Fixed Income Shares, Inc. – Government Money Market Portfolio – Class AB, 0.54%(z)(ab) (cost $36,557,621)		36,557,621		36,557,621

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    65

PORTFOLIO OF INVESTMENTS (continued)

		Principal Amount (000)			U.S. $ Value
Time Deposits – 0.6%
ANZ, London 0.05%, 4/03/17	GBP		55		$	68,638
BBH, Grand Cayman
(0.95)%, 4/03/17	SEK		– 0	–**		17
0.01%, 4/03/17	SGD		1			997
0.043%, 4/03/17	NOK		236			27,476
5.465%, 4/03/17	ZAR		– 0	–**		8
Hong Kong & Shanghai Bank, Singapore 0.005%, 4/03/17	HKD		2,061			265,252
National Australia Bank, London 0.474%, 4/03/17	AUD		828			632,400
Royal Bank of Canada, Toronto 0.05%, 4/03/17	CAD		67			50,200
Sumitomo, Tokyo (0.574)%, 4/03/17	EUR		2,511			2,679,101
(0.27)%, 4/03/17	JPY		19,071			171,301
0.41%, 4/03/17	U.S.$		3,518			3,518,455
Total Time Deposits (cost $7,421,976)						7,413,845
EMERGING MARKETS – TREASURIES – 0.4%
Citigroup Global Markets Holdings, Inc.
Zero Coupon, 1/25/18(a)	EGP		16,618			791,373
Zero Coupon, 3/08/18(a)			25,853			1,212,928
Series G Zero Coupon, 1/25/18(a)			45,500			2,166,834
Total Emerging Markets – Treasuries (cost $4,145,367)						4,171,135
Total Short-Term Investments (cost $48,124,964)						48,142,601
Total Investments – 107.3% (cost $1,271,873,193)						1,282,821,624
Other assets less liabilities – (7.3)%						(86,901,991	)
Net Assets – 100.0%					$	1,195,919,633

66    ^|    ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND abfunds.com

PORTFOLIO OF INVESTMENTS (continued)

FUTURES (see Note C)

Type	Number of Contracts		Expiration Month		Original Value		Value at March 31, 2017		Unrealized Appreciation/ (Depreciation)
Purchased Contracts
Euro STOXX 50 Index Futures		89		June 2017	$	3,163,466	$	3,252,207	$	88,741
U.S. T-Note 5 Yr (CBT) Futures		717		June 2017		84,281,066		84,409,946		128,880
U.S. T-Note 10 Yr (CBT) Futures		175		June 2017		21,738,281		21,798,437		60,156
									$	277,777

FORWARD CURRENCY EXCHANGE CONTRACTS (see Note C)

Counterparty	Contracts to Deliver (000)			In Exchange For (000)		Settlement Date		Unrealized Appreciation/ (Depreciation)
Australia and New Zealand Banking Group Ltd.		AUD	15,438	USD	11,624		4/06/17	$	(169,705	)
Australia and New Zealand Banking Group Ltd.		USD	6,141	CHF	6,140		4/07/17		(10,627	)
Australia and New Zealand Banking Group Ltd.		USD	12,012	INR	810,417		4/11/17		489,486
Australia and New Zealand Banking Group Ltd.		EUR	5,469	USD	5,818		4/12/17		(17,549	)
Australia and New Zealand Banking Group Ltd.		TWD	367,514	USD	11,989		4/18/17		(126,867	)
Bank of America, NA		MXN	92,461	USD	4,938		4/24/17		15,058
Bank of America, NA		MXN	117,327	USD	6,182		4/26/17		(63,563	)
Bank of America, NA		RUB	70,634	USD	1,197		4/28/17		(50,919	)
Barclays Bank PLC		USD	11,817	INR	801,116		4/11/17		540,695
BNP Paribas SA		NZD	8,322	AUD	7,692		4/06/17		43,286
BNP Paribas SA		USD	132	MXN	2,468		4/24/17		(377	)
BNP Paribas SA		GBP	5,045	USD	6,176		5/18/17		(152,336	)
Brown Brothers Harriman & Co.		NZD	24,252	USD	17,395		4/06/17		395,026
Brown Brothers Harriman & Co.		EUR	1,757	USD	1,864		4/12/17		(11,305	)
Brown Brothers Harriman & Co.		EUR	3,025	USD	3,260		4/12/17		31,565
Brown Brothers Harriman & Co.		USD	2,300	EUR	2,127		4/12/17		(29,678	)
Brown Brothers Harriman & Co.		SEK	5,546	USD	619		5/11/17		(850	)
Citibank, NA		BRL	119,584	USD	37,743		4/04/17		(455,718	)
Citibank, NA		USD	38,193	BRL	119,584		4/04/17		4,880
Citibank, NA		USD	11,665	TRY	43,811		4/11/17		364,906
Citibank, NA		EUR	59,751	USD	64,432		4/12/17		667,804
Citibank, NA		USD	5,953	TWD	184,171		4/18/17		118,917
Citibank, NA		USD	23,427	CNY	161,842		4/27/17		36,556
Citibank, NA		RUB	110,717	USD	1,889		4/28/17		(66,957	)
Citibank, NA		TRY	23,597	USD	6,065		4/28/17		(383,039	)
Citibank, NA		USD	11,976	COP	34,987,315		4/28/17		152,910
Citibank, NA		USD	7,982	RUB	475,646		4/28/17		422,501
Citibank, NA		BRL	119,584	USD	37,969		5/03/17		22,398
Citibank, NA		GBP	11,764	USD	14,368		5/18/17		(386,051	)
Citibank, NA		IDR	8,013,382	USD	596		5/19/17		(3,783	)
Credit Suisse International		AUD	16,618	USD	12,474		4/06/17		(221,836	)
Credit Suisse International		USD	11,866	EUR	10,960		4/12/17		(169,778	)

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    67

PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Settlement Date		Unrealized Appreciation/ (Depreciation)
Credit Suisse International	EUR	665	TRY	2,778		4/13/17	$	52,853
Credit Suisse International	TRY	26,731	EUR	6,330		4/13/17		(579,987	)
Credit Suisse International	MXN	101,106	USD	5,251		4/24/17		(132,575	)
Credit Suisse International	MXN	252,686	USD	13,196		4/26/17		(254,515	)
Credit Suisse International	MXN	81,218	USD	4,130		4/27/17		(192,634	)
Credit Suisse International	USD	5,841	MXN	126,056		4/27/17		867,990
Credit Suisse International	USD	6,065	TRY	23,598		4/28/17		383,107
Credit Suisse International	USD	1,140	ZAR	14,741		5/03/17		(46,770	)
Credit Suisse International	NOK	50,850	USD	5,916		5/11/17		(8,600	)
Credit Suisse International	NOK	51,449	USD	6,011		5/11/17		16,476
Credit Suisse International	USD	3,360	TRY	12,853		6/16/17		101,586
Credit Suisse International	RUB	183,749	USD	3,117		6/20/17		(85,109	)
Credit Suisse International	USD	1,101	TRY	4,172		9/22/17		(7,341	)
Credit Suisse International	USD	1,131	TRY	4,411		12/21/17		(2,628	)
Deutsche Bank AG	USD	5,251	MXN	101,106		4/24/17		132,573
Deutsche Bank AG	USD	4,130	MXN	81,235		4/27/17		193,522
Deutsche Bank AG	USD	853	GBP	702		5/18/17		26,725
Deutsche Bank AG	RUB	182,031	USD	3,088		6/20/17		(84,313	)
Goldman Sachs USA	BRL	7,167	USD	2,235		4/04/17		(54,606	)
Goldman Sachs USA	BRL	5,928	USD	1,898		4/04/17		4,001
Goldman Sachs USA	USD	4,133	BRL	13,095		4/04/17		49,904
Goldman Sachs USA	CAD	9,626	USD	7,366		4/07/17		127,736
Goldman Sachs USA	EUR	1,278	USD	1,370		4/12/17		6,138
Goldman Sachs USA	EUR	5,665	TRY	23,518		4/13/17		408,052
Goldman Sachs USA	TRY	19,857	EUR	5,254		4/13/17		157,523
Goldman Sachs USA	MXN	120,810	USD	5,431		4/24/17		(1,001,506	)
Goldman Sachs USA	USD	3,304	MXN	69,630		4/24/17		403,570
Goldman Sachs USA	ZAR	14,741	USD	1,140		5/04/17		46,962
Goldman Sachs USA	JPY	705,098	USD	6,155		5/11/17		(188,100	)
HSBC Bank USA	BRL	49,901	USD	15,561		4/04/17		(378,562	)
HSBC Bank USA	USD	15,750	BRL	49,901		4/04/17		190,168
HSBC Bank USA	MXN	125,757	USD	6,322		4/26/17		(371,649	)
HSBC Bank USA	USD	5,991	CLP	3,860,824		4/28/17		(147,162	)
HSBC Bank USA	ZAR	52,913	USD	4,189		5/24/17		279,526
JPMorgan Chase Bank	USD	5,422	NZD	7,555		4/06/17		(126,002	)
JPMorgan Chase Bank	EUR	6,539	CHF	6,962		4/12/17		(24,406	)
JPMorgan Chase Bank	CNY	14,357	USD	2,065		4/18/17		(18,577	)
JPMorgan Chase Bank	MXN	69,630	USD	3,304		4/24/17		(403,564	)
JPMorgan Chase Bank	MXN	126,056	USD	5,841		4/27/17		(867,990	)
JPMorgan Chase Bank	TRY	12,853	USD	3,360		6/16/17		(101,556	)
JPMorgan Chase Bank	TRY	4,172	USD	1,101		9/22/17		7,358
JPMorgan Chase Bank	TRY	4,411	USD	1,131		12/21/17		2,634
Morgan Stanley Capital Services LLC	BRL	5,628	USD	1,740		4/04/17		(58,015	)
Morgan Stanley Capital Services LLC	USD	1,776	BRL	5,628		4/04/17		21,447
Morgan Stanley Capital Services LLC	CHF	23,835	USD	23,979		4/07/17		179,172
Morgan Stanley Capital Services LLC	EUR	2,368	USD	2,516		4/12/17		(10,906	)

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PORTFOLIO OF INVESTMENTS (continued)

Counterparty	Contracts to Deliver (000)			In Exchange For (000)			Settlement Date		Unrealized Appreciation/ (Depreciation)
Morgan Stanley Capital Services LLC		USD	4,525		EUR	4,263		4/12/17	$	24,534
Morgan Stanley Capital Services LLC		USD	4,807		MXN	89,993		4/24/17		(14,651	)
Morgan Stanley Capital Services LLC		USD	2,988		PEN	9,759		4/28/17		9,658
Nomura Global Financial Products, Inc.		USD	2,065		CNH	14,357		4/18/17		21,879
Royal Bank of Scotland PLC		MXN	95,190		USD	4,626		4/26/17		(440,621	)
Royal Bank of Scotland PLC		USD	12,308		MXN	245,797		4/26/17		776,212
Standard Chartered Bank		BRL	50,959		USD	15,695		4/04/17		(582,568	)
Standard Chartered Bank		USD	16,084		BRL	50,959		4/04/17		194,199
Standard Chartered Bank		CNY	147,141		USD	21,279		4/11/17		(92,562	)
Standard Chartered Bank		CNY	164,841		USD	23,962		4/27/17		63,355
UBS AG		USD	4,552		IDR	61,169,555		5/19/17		27,866
									$	(515,699	)

PUT OPTIONS WRITTEN (see Note C)

Description	Contracts		Exercise Price		Expiration Month		Premiums Received		U.S. $ Value
S&P 500 Index(y)		17,600	$	2,175.00		April 2017	$	88,000	$	(44,400	)

CREDIT DEFAULT SWAPTIONS WRITTEN (see Note C)

Description	Counter- Party	Buy/Sell Protection	Strike Rate			Expiration Month		Notional Amount (000)		Premiums Received		Market Value
Put – CDX-NAHY Series 27, 5 Year Index	Credit Suisse International	Buy		1.06	%		April 2017	$	5,340	$	23,790	$	(2,799	)
Call – CDX-NAHY Series 27, 5 Year Index	Credit Suisse International	Sell		1.07			April 2017		5,340		14,802		(44,208	)
										$	38,592	$	(47,007	)

CURRENCY OPTIONS WRITTEN (see Note C)

Description	Exercise Price		Expiration Month		Contracts (000)		Premiums Received		U.S. $ Value
Call – CAD vs. AUD(y)	CAD	1.032		April 2017	CAD	16,202	$	35,634	$	(19,896	)
Call – CAD vs. AUD(y)		1.033		April 2017		8,105		19,516		(9,496	)
Call – CLP vs. USD(y)	CLP	677.500		April 2017	CLP	4,065,000		26,280		(6,918	)
Call – CNH vs. USD(y)	CNH	7.140		April 2017	CNH	84,252		63,248		(981	)
Call – CNH vs. USD(y)		7.082		June 2017		84,894		46,800		(19,566	)
Call – MXN vs. USD(y)	MXN	22.882		April 2017	MXN	270,010		149,069		(288	)
Call – MXN vs. USD(y)		23.500		April 2017		277,300		174,758		(326	)
Call – NOK vs. EUR(y)	NOK	9.100		May 2017	NOK	107,380		64,994		(152,537	)
Call – NZD vs. AUD(y)	NZD	1.100		April 2017	NZD	8,525		17,802		(12,902	)
Call – NZD vs. AUD(y)		1.150		September 2017		18,285		59,066		(36,210	)

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    69

PORTFOLIO OF INVESTMENTS (continued)

Description	Exercise Price		Expiration Month		Contracts (000)			Premiums Received		U.S. $ Value
Call – RUB vs. USD(y)	RUB	62.200		June 2017		RUB	371,645	$	65,002	$	(35,330	)
Call – RUB vs. USD(y)		62.200		June 2017			371,645		65,426		(35,330	)
Call – RUB vs. USD(y)		77.616		October 2017			457,934		182,369		(15,070	)
Call – TRY vs. EUR(y)	TRY	4.110		April 2017		TRY	43,566		202,803		(8,499	)
Call – TRY vs. EUR(y)		4.502		April 2017			92,839		369,539		(1,456	)
Call – TRY vs. USD(y)		4.160		April 2017			49,088		161,908		(4,795	)
Call – TRY vs. USD(y)		4.050		June 2017			24,300		82,501		(39,127	)
Call – TRY vs. USD(y)		4.100		September 2017			24,395		108,885		(118,315	)
Call – TRY vs. USD(y)		4.300		December 2017			25,585		145,775		(144,973	)
Call – TWD vs.USD(y)	TWD	31.420		April 2017		USD	188,520		20,460		(708	)
Call – ZAR vs. USD(y)	ZAR	13.505		May 2017		ZAR	81,030		47,400		(137,234	)
Put – AUD vs. EUR(y)	AUD	1.385		April 2017		AUD	32,686		146,986		(115,296	)
Put – CHF vs. EUR(y)	CHF	1.040		May 2017		CHF	12,376		75,407		(17,990	)
Put – CHF vs. EUR(y)		1.044		May 2017			12,422		62,924		(20,389	)
Put – GBP vs. EUR(y)	GBP	0.857		April 2017		GBP	9,507		36,456		(119,044	)
Put – GBP vs. EUR(y)		0.846		May 2017			9,345		71,128		(124,542	)
Put – JPY vs. CAD(y)	JPY	76.000		September 2017		JPY	608,000		45,611		(42,166	)
Put – JPY vs. EUR(y)		115.000		May 2017			638,250		36,707		(47,486	)
Put – MXN vs. USD(y)	MXN	19.000		April 2017		MXN	336,300		365,947		(326,596	)
Put – MXN vs. USD(y)		20.400		April 2017			240,720		718,681		(1,021,021	)
Put – MXN vs. USD(y)		20.625		April 2017			243,379		649,236		(1,156,104	)
Put – NOK vs. EUR(y)	NOK	8.860		April 2017		NOK	50,325		15,451		(187	)
Put – TRY vs. USD(y)	TRY	3.600		May 2017		TRY	19,350		23,328		(58,394	)
Put – USD vs. AUD(y)	AUD	0.740		April 2017		AUD	15,925		35,943		(2,920	)
								$	4,393,040	$	(3,852,092	)

INTEREST RATE SWAPTIONS WRITTEN (see Note C)

Description	Index	Counter-Party	Strike Rate			Expiration Date		Notional Amount (000)		Premiums		Market Value
Put – OTC – 1 Year Interest Rate Swap	3 Month LIBOR	JPMorgan Chase Bank, NA		2.45	%		6/15/17	$	33,500	$	142,375	$	(40,166	)

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PORTFOLIO OF INVESTMENTS (continued)

CENTRALLY CLEARED CREDIT DEFAULT SWAPS (see Note C)

Clearing Broker/(Exchange)& Referenced Obligation	Fixed Rate (Pay) Receive			Implied Credit Spread at March 31, 2017			Notional Amount (000)		Market Value			Unrealized Appreciation/ (Depreciation)
Buy Contracts
Morgan Stanley & Co. LLC/(INTRCONX)
CDX-NAHY Series 27, 5 Year Index, 12/20/21*		(5.00	)%		3.09	%	$	8,192	$	(661,355	)	$	(74,713	)
CDX-NAHY Series 27, 5 Year Index , 12/20/21*		(5.00	)		3.09			11,553		(932,690	)		(267,266	)
iTraxx Europe Crossover Series 21, 5 Year Index, 6/20/19*		(5.00	)		0.71		EUR	3		(287	)		(98	)
Sale Contracts
Citigroup Global Markets, Inc./(INTRCONX)
CDX-NAHY Series 21, 5 Year Index, 12/20/18*		5.00			1.36		$	6,879		434,283			256,965
CDX-NAIG Series 20, 5 Year Index, 6/20/18*		1.00			0.11			10,730		120,553			82,515
Morgan Stanley & Co. LLC/(INTRCONX)
iTraxx Europe Crossover Series 26, 5 Year Index, 12/20/21*		5.00			2.67		EUR	19,542		2,131,533			100,908
iTraxx Europe Crossover Series 27, 5 Year Index, 6/20/22*		5.00			2.90			3,858		409,945			5,608
									$	1,501,982		$	103,919

* Termination date

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PORTFOLIO OF INVESTMENTS (continued)

CENTRALLY CLEARED INTEREST RATE SWAPS (see Note C)

						Rate Type
Clearing Broker /(Exchange)	Notional Amount (000)			Termination Date		Payments made by the Fund		Payments received by the Fund		Unrealized Appreciation/ (Depreciation)
Morgan Stanley & Co. LLC/(CME Group)		MXN	146,756		12/11/18		4 Week TIIE		6.775%	$	(44,595	)
Morgan Stanley & Co. LLC/(CME Group)			185,180		12/12/18		4 Week TIIE		6.840%		(45,582	)
Morgan Stanley & Co. LLC/(CME Group)			123,450		12/13/18		4 Week TIIE		6.845%		(29,916	)
Morgan Stanley & Co. LLC/(CME Group)			44,460		12/17/18		4 Week TIIE		7.035%		(3,242	)
Morgan Stanley & Co. LLC/(CME Group)		CAD	47,205		11/14/21		3 Month CDOR		1.323%		(135,315	)
Morgan Stanley & Co. LLC/(CME Group)			47,205		11/15/21		3 Month CDOR		1.318%		(143,517	)
Morgan Stanley & Co. LLC/(CME Group)		EUR	50,270		3/17/22		0.259%		6 Month EURIBOR		(236,674	)
Morgan Stanley & Co. LLC/(CME Group)		$	29,680		3/17/22		3 Month LIBOR		2.227%		245,316
Morgan Stanley & Co. LLC/(CME Group)		MXN	37,037		12/01/26		7.700%		4 Week TIIE		(43,101	)
Morgan Stanley & Co. LLC/(CME Group)			47,100		12/02/26		7.762%		4 Week TIIE		(65,683	)
Morgan Stanley & Co. LLC/(CME Group)			31,360		12/03/26		7.760%		4 Week TIIE		(43,476	)
Morgan Stanley & Co. LLC/(CME Group)		MXN	11,130		12/07/26		7.830%		4 Week TIIE		(18,317	)
Morgan Stanley & Co. LLC/(CME Group)		CAD	9,480		11/14/46		2.223%		3 Month CDOR		234,945
Morgan Stanley & Co. LLC/(CME Group)			9,480		11/15/46		2.234%		3 Month CDOR		217,085
										$	(112,072	)

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PORTFOLIO OF INVESTMENTS (continued)

CREDIT DEFAULT SWAPS (see Note C)

Swap Counterparty & Referenced Obligation	Fixed Rate (Pay) Receive			Implied Credit Spread at March 31, 2017			Notional Amount (000)		Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation/ (Depreciation)
Buy Contracts
Barclays Bank PLC
Tenet Healthcare Corp., 6.875% 11/15/31, 6/20/17*		(5.00	)%		0.65	%	$	3,870	$	(44,172	)	$	(28,711	)	$	(15,461	)
Sale Contracts
Barclays Bank PLC
CCO Holdings, LLC, 7.25%, 10/30/17, 6/20/19*		5.00			0.49			828		83,274			41,300			41,974
K. Hovnanian Enterprises, Inc., 7.00%, 1/15/19, 9/20/20*		5.00			13.91			1,521		(364,388	)		(300,775	)		(63,613	)
K. Hovnanian Enterprises, Inc., 7.00%, 1/15/19, 9/20/20*		5.00			13.91			609		(145,899	)		(120,623	)		(25,276	)
Tenet Healthcare Corporation, 6.875%, 11/15/31, 6/20/19*		5.00			2.32			2,620		155,314			99,372			55,942
Credit Suisse International
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			5,000		(1,017,027	)		(826,853	)		(190,174	)
Deutsche Bank AG
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			364		(46,404	)		(45,353	)		(1,051	)
Goldman Sachs Bank USA
Avis Budget Car Rental LLC, 5.25%, 3/15/25, 6/20/22*		5.00			4.35			2,450		76,184			170,580			(94,396	)
CDX-NAIG Series 9, 10 Year Index, 12/20/17*		5.00			0.25			300		10,885			(6,600	)		17,485
K. Hovnanian Enterprises, Inc., 7.00%, 1/15/19, 9/20/20*		5.00			13.91			580		(138,952	)		(108,062	)		(30,890	)
Nine West Holdings, Inc., 6.875%, 3/15/19, 3/20/19*		5.00			56.19			2,620		(1,751,902	)		34,350			(1,786,252	)
United States Steel Corp., 6.65%, 6/1/37, 12/20/21*		5.00			4.02			700		26,724			(53,358	)		80,082

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PORTFOLIO OF INVESTMENTS (continued)

Swap Counterparty & Referenced Obligation	Fixed Rate (Pay) Receive			Implied Credit Spread at March 31, 2017			Notional Amount (000)		Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation/ (Depreciation)
Goldman Sachs International
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00	%		5.81	%	$	2,158	$	(275,109	)	$	(198,206	)	$	(76,903	)
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			180		(22,947	)		(17,146	)		(5,801	)
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			360		(45,894	)		(34,926	)		(10,968	)
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			360		(45,894	)		(37,795	)		(8,099	)
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			719		(91,661	)		(82,504	)		(9,157	)
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			371		(47,296	)		(33,295	)		(14,001	)
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			13,500		(2,745,975	)		(2,126,450	)		(619,525	)
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			10,000		(2,034,056	)		(1,577,268	)		(456,788	)
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			2,071		(421,194	)		(324,170	)		(97,024	)
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			2,929		(595,833	)		(458,580	)		(137,253	)
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			5,000		(1,017,027	)		(913,884	)		(103,143	)
CMBX.NA.BB Series 6, 5/11/63*		5.00			10.09			5,000		(1,015,639	)		(872,647	)		(142,992	)
Morgan Stanley Capital Services LLC
CDX-CMBX.NA.BBB- Series 6, 5/11/63*		3.00			5.81			10,000		(1,274,833	)		(117,668	)		(1,157,165	)
									$	(12,789,721	)	$	(7,939,272	)	$	(4,850,449	)

* Termination date

TOTAL RETURN SWAPS (see Note C)

Counterparty & Referenced Obligation	# of Shares or Units		Rate Paid/ Received		Notional Amount (000)		Maturity Date		Unrealized Appreciation/ (Depreciation)
Receive Total Return on Reference Obligation
Citibank, NA
iBoxx $ Liquid High Yield Index		35,243		LIBOR	$	9,031		6/20/17	$	64,425
iBoxx $ Liquid High Yield Index		9,327		LIBOR		2,397		6/20/17		16,026
iBoxx $ Liquid High Yield Index		11,583		LIBOR		2,997		6/20/17		(332	)

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PORTFOLIO OF INVESTMENTS (continued)

Counterparty & Referenced Obligation	# of Shares or Units		Rate Paid/ Received		Notional Amount (000)		Maturity Date		Unrealized Appreciation/ (Depreciation)
iBoxx $ Liquid High Yield Index		23,289		LIBOR	$	6,026		6/20/17	$	(667	)
Goldman Sachs International
iBoxx $ Liquid High Yield Index		25,163		LIBOR		6,470		6/20/17		40,097
iBoxx $ Liquid High Yield Index		35,363		LIBOR		9,159		6/20/17		(9,839	)
iBoxx $ Liquid High Yield Index		23,109		LIBOR		5,994		6/20/17		(15,080	)
iBoxx $ Liquid High Yield Index		34,660		LIBOR		8,990		6/20/17		(22,618	)
JPMorgan Chase Bank, NA
iBoxx $ Liquid High Yield Index		13,528		LIBOR		3,502		6/20/17		(2,076	)
iBoxx $ Liquid High Yield Index		22,378		LIBOR		5,793		6/20/17		(3,434	)
Morgan Stanley & Co. International PLC
iBoxx $ Liquid High Yield Index		15,949		LIBOR		4,103		6/20/17		23,425
Morgan Stanley Capital Services LLC
iBoxx $ Liquid High Yield Index		10,847		LIBOR		2,786		6/20/17		20,262
iBoxx $ Liquid High Yield Index		11,177		LIBOR		2,892		6/20/17		(320	)
Pay Total Return on Reference Obligation
Goldman Sachs International iBoxx $ Liquid High Yield Index		43,679		LIBOR		11,250		6/20/17		(50,526	)
									$	59,343

VARIANCE SWAPS (see Note C)

Swap Counterparty & Referenced Obligation	Volatility Strike Price		Notional Amount (000)		Market Value			Upfront Premiums (Paid) Received			Unrealized Appreciation/ (Depreciation)
Sale Contracts
Barclays Bank PLC
iShares Russell 2000 Index, 4/07/17*	$	13.85	$	80	$	413		$	– 0	–	$	413
PowerShares QQQ Trust, Series 1, 4/07/17*		8.90		76		11,044			– 0	–		11,044
Citibank, NA
Euro Stoxx 50, 4/28/17*	EUR	17.25	EUR	144		5,631			– 0	–		5,631
S&P 500 Index, 4/07/17*	$	8.95	$	177		21,570			– 0	–		21,570
Goldman Sachs International
S&P/ASX 200 Index 4/28/17*	AUD	11.55	AUD	212		(620	)		– 0	–		(620	)

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PORTFOLIO OF INVESTMENTS (continued)

Swap Counterparty & Referenced Obligation	Volatility Strike Price		Notional Amount (000)		Market Value			Upfront Premiums (Paid) Received			Unrealized Appreciation/ (Depreciation)
JPMorgan Chase Bank, NA
Hang Seng China Enterprises Index 4/13/17*	HKD	17.60	HKD	668	$	10,921		$	– 0	–	$	10,921
Hang Seng China Enterprises Index 4/27/17*		17.65		540		2,780			– 0	–		2,780
Hang Seng Index 4/13/17*		13.73		365		7,714			– 0	–		7,714
Hang Seng Index 4/27/17*		13.30		472		4,889			– 0	–		4,889
Nikkei 225 Index 4/14/17*	JPY	15.61	JPY	6,465		(13,138	)		– 0	–		(13,138	)
S&P/ASX 200 Index 4/13/17*	AUD	10.61	AUD	168		(24,306	)		– 0	–		(24,306	)
Morgan Stanley & Co. International PLC
Euro Stoxx 50 4/13/17*	EUR	15.10	EUR	97		60,370			– 0	–		60,370
Nikkei 225 Index 4/28/17*	JPY	16.50	JPY	6,445		(21,996	)		– 0	–		(21,996	)
					$	65,272		$	– 0	–	$	65,272

* Termination date

REVERSE REPURCHASE AGREEMENTS (see Note C)

Broker	Principal Amount (000)		Currency	Interest Rate			Maturity		U.S. $ Value at March 31, 2017
Barclays Capital, Inc.†		702	GBP		(5.00	)%*		—	$	876,412
Barclays Capital, Inc.†		2,323	USD		(2.25	)%*		—		2,314,548
Barclays Capital, Inc.†		1,061	USD		(1.75	)%*		—		1,058,911
Barclays Capital, Inc.†		2,241	USD		(2.50	)%*		—		2,237,171
Barclays Capital, Inc.†		296	USD		(1.00	)%*		—		296,146
Barclays Capital, Inc.†		536	USD		(1.00	)%*		—		535,418
Barclays Capital, Inc.†		1,653	USD		0.00	%		—		1,652,565
Credit Suisse Securities (USA) LLC		976	USD		(1.75	)%*		—		974,630
Credit Suisse Securities (USA) LLC†		715	EUR		(1.25	)%*		—		762,127
Credit Suisse Securities (USA) LLC†		1,814	USD		(1.00	)%*		—		1,812,681
Credit Suisse Securities (USA) LLC†		548	USD		(0.25	)%*		—		547,725
Deutsche Bank Securities Inc.†		1,023	USD		(0.25	)%*		—		1,022,360
HSBC Securities (USA) Inc.		39,700	USD		0.75	%		4/11/17		39,766,994

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PORTFOLIO OF INVESTMENTS (continued)

Broker	Principal Amount (000)		Currency		Interest Rate			Maturity		U.S. $ Value at March 31, 2017
HSBC Securities (USA) Inc.		33,118		USD		0.80	%		4/18/17	$	33,171,960
HSBC Securities (USA) Inc.		2,815		USD		0.80	%		4/18/17		2,819,379
RBC Capital Markets†		889		USD		0.50	%		—		888,745
RBC Capital Markets†		785		USD		0.65	%		—		785,213
										$	91,522,985

† The reverse repurchase agreement matures on demand. Interest rate resets daily and the rate shown is the rate in effect on March 31, 2017

* Interest payment due from counterparty.

The type of underlying collateral and the remaining maturity of open reverse repurchase agreements on the statements of assets and liabilities is as follows:

	Overnight and Continuous			Up to 30 Days			31-90 Days			Greater than 90 Days			Total
Corporates – Non- Investment Grade	$	15,764,652		$	– 0	–	$	– 0	–	$	– 0	–	$	15,764,652
Governments – Treasuries		– 0	–		75,758,333			– 0	–		– 0	–		75,758,333
Total	$	15,764,652		$	75,758,333		$	– 0	–	$	– 0	–	$	91,522,985

** Principal amount less than 500.

(a) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered restricted, but liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2017, the aggregate market value of these securities amounted to $410,068,708 or 34.3% of net assets.

(b) Illiquid security.

(c) Fair valued by the Adviser.

(d) Pay-In-Kind Payments (PIK). The issuer may pay cash interest and/or interest in additional debt securities. Rates shown are the rates in effect at March 31, 2017.

(e) Defaulted.

(f) Non-income producing security.

(g) Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities, which represent 2.19% of net assets as of March 31, 2017, are considered illiquid and restricted. Additional information regarding such securities follows:

144A/Restricted & Illiquid Securities	Acquisition Date		Cost		Market Value		Percentage of Net Assets
Artsonig Pty Ltd. 11.50%, 4/01/19		3/13/14	$	1,803,546	$	80,761		0.01	%
Avaya, Inc. 7.00%, 4/01/19		1/19/17		223,661		205,725		0.02	%
Avaya, Inc. 10.50%, 3/01/21		8/31/15		1,162,944		607,513		0.05	%
BI-LO LLC/BI-LO Finance Corp. 8.625%, 9/15/18		4/28/15		1,679,017		909,022		0.08	%

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PORTFOLIO OF INVESTMENTS (continued)

144A/Restricted & Illiquid Securities	Acquisition Date		Cost		Market Value		Percentage of Net Assets
BI-LO LLC/BI-LO Finance Corp. 9.25%, 2/15/19		4/30/15	$	1,508,292	$	1,341,404		0.11	%
Banc of America Re-REMIC Trust Series 2009-UB1, Class A4B 5.826%, 6/24/50		10/06/09		2,116,527		2,714,233		0.23	%
Bellemeade Re II Ltd. Series 2016-1A, Class M2B 7.482%, 4/25/26		4/29/16		3,572,166		3,611,772		0.30	%
Bellemeade Re II Ltd. Series 2016-1A, Class B1 12.982%, 4/25/26		4/29/16		282,749		289,816		0.02	%
Bellemeade Re Ltd. Series 2015-1A, Class M2 5.282%, 7/25/25		7/27/15		1,114,144		1,120,948		0.09	%
Creditcorp 12.00%, 7/15/18		6/28/13		1,296,205		1,131,000		0.09	%
Dominican Republic International Bond 16.00%, 7/10/20		12/08/10		6,360,923		5,647,280		0.47	%
Exide Technologies 7.00%, 4/30/25		11/10/16		85,622		79,554		0.01	%
Fideicomiso PA Pacifico Tres 7.00%, 1/15/35		3/04/16		1,942,743		2,356,795		0.20	%
Golden Energy Offshore Services AS 5.00%, 12/31/17		5/14/14		1,258,560		213,415		0.02	%
iPayment, Inc. 9.50%, 12/15/19		12/29/14		2,313,659		2,413,033		0.20	%
Liberty Tire Recycling LLC 11.00%, 3/31/21		9/23/10		1,773,580		812,118		0.07	%
Magnetation LLC/Mag Finance Corp. 11.00%, 5/15/18		5/15/13		2,295,760		286		0.00	%
Modular Space Corp.		2/23/17		1,330,993		1,118,871		0.09	%
Tonon Luxembourg SA 9.25%, 1/24/20		1/16/13		1,678,083		184,660		0.02	%
Vantage Drilling International 10.00%, 12/31/20		2/10/16		82,204		84,390		0.01	%
Virgolino de Oliveira Finance SA 10.50%, 1/28/18		1/23/14 — 6/09/14		4,090,000		306,750		0.02	%
Virgolino de Oliveira Finance SA 10.875%, 1/13/20		2/12/14		477,418		129,600		0.01	%
Virgolino de Oliveira Finance SA 11.75%, 2/09/22		1/29/14		838,866		121,500		0.01	%
Wells Fargo Credit Risk Transfer Securities Trust Series 2015-WF1, Class 2M2 6.482%, 11/25/25		9/28/15		617,152		666,674		0.06	%

(h) Restricted and illiquid security.

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PORTFOLIO OF INVESTMENTS (continued)

Restricted & Illiquid Securities	Acquisition Date		Cost		Market Value			Percentage of Net Assets
CHC Group LLC/CHC Finance Ltd. Series AI9/15/20		10/02/12	$	1,846,241	$	5,306,780			0.44	%
CHC Helicopter SA		2/14/16		3,697,478		736,084			0.06	%
Exide Technologies Series AI 11.00%, 4/30/20		4/30/15 — 12/01/16		3,596,312		2,929,258			0.24	%
Exide Technologies		4/30/15		112,260		52,083			0.00	%
Exide Technologies		4/30/15		28,931		13,423			0.00	%
Momentive Performance Materials, Inc. 8.875%, 10/15/20		10/11/12		2		– 0	–		0.00	%
Mt. Logan Re Ltd. (Preference Shares)		12/30/14		2,953,000		2,996,748			0.25	%

(i) Floating Rate Security. Stated interest/floor rate was in effect at March 31, 2017.

(j) Convertible security.

(k) Position, or a portion thereof, has been segregated to collateralize reverse repurchase agreements.

(l) When-Issued or delayed delivery security.

(m) Variable rate coupon, rate shown as of March 31, 2017.

(n) Coupon rate adjusts periodically based upon a predetermined schedule. Stated interest rate in effect at March 31, 2017.

(o) Defaulted matured security.

(p) Securities are perpetual and, thus, do not have a predetermined maturity date. The date shown, if applicable, reflects the next call date.

(q) Position, or a portion thereof, has been segregated to collateralize margin requirements for open exchange-traded derivatives.

(r) Position, or a portion thereof, has been segregated to collateralize OTC derivatives outstanding.

(s) Inverse interest only security.

(t) The stated coupon rate represents the greater of the LIBOR or the LIBOR floor rate plus a spread at March 31, 2017.

(u) This position or a portion of this position represents an unsettled loan purchase. The coupon rate will be determined at the time of settlement and will be based upon the London-Interbank Offered Rate (“LIBOR”) plus a premium which was determined at the time of purchase.

(v) IO—Interest Only.

(w) The security is subject to a 12 month lock-up period, after which semi-annual redemptions are permitted.

(x) Effective prepayment date of April 2017.

(y) One contract relates to 1 share.

(z) To obtain a copy of the fund’s shareholder report, please go to the Securities and Exchange Commission’s website at www.sec.gov. Additionally, shareholder reports for AB funds can be obtained by calling AB at (800) 227-4618.

(aa) The company invests on a global basis in multiple asset classes including (but not limited to) private equity debt securities, property-related assets and private equity securities including warrants and preferred stock.

(ab) Investment in affiliated money market mutual fund. The rate shown represents the 7-day yield as of period end.

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    79

PORTFOLIO OF INVESTMENTS (continued)

Currency Abbreviation:

ARS – Argentine Peso AUD – Australian Dollar BRL – Brazilian Real CAD – Canadian Dollar CHF – Swiss Franc CLP – Chilean Peso CNH – Chinese Yuan Renminbi (Offshore) CNY – Chinese Yuan Renminbi COP – Colombian Peso DOP – Dominican Peso EGP – Egyptian Pound EUR – Euro GBP – Great British Pound HKD – Hong Kong Dollar IDR – Indonesian Rupiah INR – Indian Rupee JPY – Japanese Yen MXN – Mexican Peso NOK – Norwegian Krone NZD – New Zealand Dollar PEN – Peruvian Sol RUB – Russian Ruble SEK – Swedish Krona SGD – Singapore Dollar TRY – Turkish Lira TWD – New Taiwan Dollar USD – United States Dollar ZAR – South African Rand

Glossary:

ABS – Asset-Backed Securities

ARMs – Adjustable Rate Mortgages

ASX – Australian Stock Exchange

CBT – Chicago Board of Trade

CDOR – Canadian Dealer Offered Rate

CDX-CMBX.NA – North American Commercial Mortgage-Backed Index

CDX-NAHY – North American High Yield Credit Default Swap Index

CDX-NAIG – North American Investment Grade Credit Default Swap Index

CMBS – Commercial Mortgage-Backed Securities

CME – Chicago Mercantile Exchange

EURIBOR – Euro Interbank Offered Rate

H15T – U.S. Treasury Yield Curve Rate T Note Constant Maturity

INTRCONX – Inter-Continental Exchange

LIBOR – London Interbank Offered Rates

MTA – Metropolitan Transportation Authority

TIIE – Banco de México Equilibrium Interbank Interest Rate

See notes to financial statements.

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STATEMENT OF ASSETS & LIABILITIES

March 31, 2017

Assets
Investments in securities, at value
Unaffiliated issuers (cost $1,235,315,572)	$	1,246,264,003
Affiliated issuers (cost $36,557,621)		36,557,621
Cash		116,724
Cash collateral due from broker		1,477,985
Foreign currencies, at value (cost $7,323,122)		7,593,730
Dividends and interest receivable		18,868,474
Unrealized appreciation on forward currency exchange contracts		8,082,714
Receivable for terminated credit default and variance swaps		6,629,049
Receivable for investment securities sold		1,424,256
Upfront premiums paid on credit default swaps		345,602
Unrealized appreciation on credit default swaps		195,483
Receivable for variation margin on exchange-traded derivatives		175,734
Unrealized appreciation of total return swaps		164,235
Unrealized appreciation on variance swaps		125,332
Affiliated dividends receivable		19,098
Total assets		1,328,040,040
Liabilities
Options written, at value (premiums received $4,481,040)		3,896,492
Swaptions written, at value (premiums received $180,967)		87,173
Payable for reverse repurchase agreements		91,522,985
Unrealized depreciation on forward currency exchange contracts		8,598,413
Upfront premiums received on credit default swaps		8,284,874
Payable for investment securities purchased		6,627,586
Unrealized depreciation on credit default swaps		5,045,932
Payable for terminated credit default and variance swaps		4,379,457
Payable for newly entered credit default swaps		1,732,016
Advisory fee payable		1,018,281
Cash collateral received from broker		260,000
Unrealized depreciation on total return swaps		104,892
Unrealized depreciation on variance swaps		60,060
Payable for variation margin on exchange-traded derivatives		21,162
Administrative fee payable		15,675
Accrued expenses and other liabilities		465,409
Total liabilities		132,120,407
Net Assets	$	1,195,919,633
Composition of Net Assets
Capital stock, at par	$	862,297
Additional paid-in capital		1,195,922,732
Distributions in excess of net investment income		(621,510	)
Accumulated net realized loss on investment and foreign currency transactions		(7,179,133	)
Net unrealized appreciation on investments and foreign currency denominated assets and liabilities		6,935,247
Net Assets	$	1,195,919,633
Net Asset Value Per Share —100 million shares of capital stock authorized, $0.01 par value (based on 86,229,677 shares outstanding)	$	13.87

See notes to financial statements.

abfunds.com ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND    ^|    81

STATEMENT OF OPERATIONS

Year Ended March 31, 2017

Investment Income
Interest (net of foreign taxes withheld of $125,346)	$	81,822,092
Dividends
Unaffiliated issuers		680,144
Affiliated issuers		96,235		$	82,598,471
Expenses
Advisory fee (see Note B)		10,353,897
Transfer agency		38,426
Custodian		312,050
Audit and tax		206,881
Printing		168,263
Registration fees		83,963
Administrative		64,345
Legal		36,593
Directors’ fees		25,465
Miscellaneous		109,070
Total expenses before interest expense		11,398,953
Interest expense		581,614
Total expenses		11,980,567
Less: expenses waived and reimbursed by the Adviser (see Note B)		(53,821	)
Net expenses					11,926,746
Net investment income					70,671,725
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions					10,878,507	(a)
Swaps					30,427,576
Futures					(1,946,427	)
Options written					5,267,605
Swaptions written					1,056,928
Foreign currency transactions					(20,076,888	)
Net change in unrealized appreciation/depreciation on:
Investments					91,171,692
Swaps					(6,343,955	)
Futures					279,277
Options written					696,936
Swaptions written					93,794
Foreign currency denominated assets and liabilities					5,382,958
Net gain on investment and foreign currency transactions					116,888,003
Contributions from Affiliates (see Note B)					6,016
Net Increase in Net Assets from Operations				$	187,565,744

(a) Net of foreign capital gains taxes of $14,169.

See notes to financial statements.

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STATEMENT OF CHANGES IN NET ASSETS

	Year Ended March 31, 2017			Year Ended March 31, 2016
Increase (Decrease) in Net Assets from Operations
Net investment income	$	70,671,725		$	77,067,214
Net realized gain (loss) on investment and foreign currency transactions		25,607,301			(17,104,063	)
Net change in unrealized appreciation/depreciation on investments and foreign currency denominated assets and liabilities		91,280,702			(82,082,571	)
Contributions from Affiliates (see Note B)		6,016			– 0	–
Net increase (decrease) in net assets from operations		187,565,744			(22,119,420	)
Dividends to Shareholders from
Net investment income		(81,900,947	)		(95,602,843	)
Total increase (decrease)		105,664,797			(117,722,263	)
Net Assets
Beginning of period		1,090,254,836			1,207,977,099
End of period (including distributions in excess of net investment income of $(621,510) and undistributed net investment income of $10,291,157, respectively)	$	1,195,919,633		$	1,090,254,836

See notes to financial statements.

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NOTES TO FINANCIAL STATEMENTS

March 31, 2017

NOTE A

Significant Accounting Policies

AllianceBernstein Global High Income Fund, Inc. (the “Fund”) was incorporated under the laws of the State of Maryland on May 20, 1993 and is registered under the Investment Company Act of 1940, as amended, as a diversified, closed-end management investment company. The financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”), 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 Fund is an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies. 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 (the “Board”).

In general, the market values 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. (“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 last traded price from the previous 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 or over the counter (“OTC”) market put or call options are valued at the mid level between the current bid and ask prices. If either a current bid or current ask price is unavailable, AllianceBernstein L.P. (the “Adviser”) will have discretion to determine the best valuation (e.g. last trade price in the case of listed options); open futures 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; U.S. Government securities and any other debt instruments having 60 days or less remaining until maturity are generally valued at market by an independent pricing vendor, if a market price is available. If a market price is not available, the securities are valued

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NOTES TO FINANCIAL STATEMENTS (continued)

at amortized cost. This methodology is commonly used for short-term securities that have an original maturity of 60 days or less, as well as short-term securities that had an original term to maturity that exceeded 60 days. In instances when amortized cost is utilized, the Valuation Committee (the “Committee”) must reasonably conclude that the utilization of amortized cost is approximately the same as the fair value of the security. Such factors the Committee will consider include, but are not limited to, an impairment of the creditworthiness of the issuer or material changes in interest rates. 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, 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. Swaps and other derivatives are valued daily, primarily using independent pricing services, independent pricing models using market inputs, as well as third party broker-dealers or counterparties. Open end mutual funds are valued at the closing net asset value per share, while exchange traded funds are valued at the closing market price per share.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value as deemed appropriate by the Adviser. 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. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. 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.

2. Fair Value Measurements

In accordance with U.S. GAAP regarding fair value measurements, 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. U.S. GAAP 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 (including those valued based on their market values as described in Note A.1 above). Inputs may be observable or unobservable

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NOTES TO FINANCIAL STATEMENTS (continued)

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 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 fair value of debt instruments, such as bonds, and over-the-counter derivatives is generally based on market price quotations, recently executed market transactions (where observable) or industry recognized modeling techniques and are generally classified as Level 2. Pricing vendor inputs to Level 2 valuations may include quoted prices for similar investments in active markets, interest rate curves, coupon rates, currency rates, yield curves, option adjusted spreads, default rates, credit spreads and other unique security features in order to estimate the relevant cash flows which is then discounted to calculate fair values. If these inputs are unobservable and significant to the fair value, these investments will be classified as Level 3. In addition, non-agency rated investments are classified as Level 3.

Where readily available market prices or relevant bid prices are not available for certain equity investments, such investments may be valued based on similar publicly traded investments, movements in relevant indices since last available prices or based upon underlying company fundamentals and comparable company data (such as multiples to earnings or other multiples to equity). Where an investment is valued using an observable input, such as another publicly traded security, the investment will be classified as Level 2. If management determines that an adjustment is appropriate based on restrictions on resale, illiquidity or uncertainty, and such adjustment is a significant component of the valuation, the investment will be classified as Level 3. An investment will also be classified as Level 3 where management uses company fundamentals and other significant inputs to determine the valuation.

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NOTES TO FINANCIAL STATEMENTS (continued)

Options are valued using market-based inputs to models, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency, where such inputs and models are available. Alternatively the values may be obtained through unobservable management determined inputs and/or management’s proprietary models. Where models are used, the selection of a particular model to value an option depends upon the contractual terms of, and specific risks inherent in, the option as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, measures of volatility and correlations of such inputs. Exchange-traded options generally will be classified as Level 2. For options that do not trade on exchange but trade in liquid markets, inputs can generally be verified and model selection does not involve significant management judgment. Options are classified within Level 2 on the fair value hierarchy when all of the significant inputs can be corroborated to market evidence. Otherwise such instruments are classified as Level 3.

Valuations of mortgage-backed or other asset-backed securities, by pricing vendors, are based on both proprietary and industry recognized models and discounted cash flow techniques. Significant inputs to the valuation of these instruments are value of the collateral, the rates and timing of delinquencies, the rates and timing of prepayments, and default and loss expectations, which are driven in part by housing prices for residential mortgages. Significant inputs are determined based on relative value analyses, which incorporate comparisons to instruments with similar collateral and risk profiles, including relevant indices. Mortgage and asset-backed securities for which management has collected current observable data through pricing services are generally categorized within Level 2. Those investments for which current observable data has not been provided are classified as Level 3.

Bank loan prices are provided by third party pricing services and consist of a composite of the quotes received by the vendor into a consensus price. Certain bank loans are classified as Level 3, as significant input used in the fair value measurement of these instruments is the market quotes that are received by the vendor and these inputs are not observable.

Other fixed income investments, including non-U.S. government and corporate debt, are generally valued using quoted market prices, if available, which are typically impacted by current interest rates, maturity dates and any perceived credit risk of the issuer. Additionally, in the absence of quoted market prices, these inputs are used by pricing vendors to derive a valuation based upon industry or proprietary models which incorporate issuer specific data with relevant yield/spread comparisons with more

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NOTES TO FINANCIAL STATEMENTS (continued)

widely quoted bonds with similar key characteristics. Those investments for which there are observable inputs are classified as Level 2. Where the inputs are not observable, the investments are classified as Level 3.

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of March 31, 2017:

Investments in Securities	Level 1			Level 2			Level 3			Total
Assets:
Corporates – Non-Investment Grade	$	– 0	–	$	455,910,467		$	15,636,996	#	$	471,547,463
Governments – Treasuries		– 0	–		168,750,554			– 0	–		168,750,554
Collateralized Mortgage Obligations		– 0	–		145,992,062			– 0	–		145,992,062
Corporates – Investment Grade		– 0	–		88,897,873			– 0	–		88,897,873
Emerging Markets – Treasuries		– 0	–		77,766,011			– 0	–		77,766,011
Emerging Markets – Sovereigns		– 0	–		69,183,328			– 0	–		69,183,328
Bank Loans		– 0	–		37,643,866			4,531,506	#		42,175,372
Commercial Mortgage-Backed Securities		– 0	–		3,369,707			33,960,760			37,330,467
Emerging Markets – Corporate Bonds		– 0	–		27,581,714			584,474			28,166,188
Preferred Stocks		6,712,325			1,615,250			10,058,730			18,386,305
Asset-Backed Securities		– 0	–		767,002			12,345,172			13,112,174
Governments – Sovereign Agencies		– 0	–		12,975,446			– 0	–		12,975,446
Common Stocks		2,937,011			– 0	–		8,512,093	#		11,449,104
Governments – Sovereign Bonds		– 0	–		9,548,265			– 0	–		9,548,265
Inflation-Linked Securities		– 0	–		6,581,413			2,356,795			8,938,208
Whole Loan Trusts		– 0	–		– 0	–		8,232,252			8,232,252
Quasi-Sovereigns		– 0	–		5,777,690			– 0	–		5,777,690
Local Governments – Municipal Bonds		– 0	–		5,369,288			– 0	–		5,369,288
Local Governments – Regional Bonds		– 0	–		4,695,434			– 0	–		4,695,434
Options Purchased – Calls		– 0	–		3,870,999			– 0	–		3,870,999
Warrants		67,290			– 0	–		399,141	#		466,431
Options Purchased – Puts		– 0	–		138,622			– 0	–		138,622
Short-Term Investments:
Investment Companies		36,557,621			– 0	–		– 0	–		36,557,621
Time Deposits		– 0	–		7,413,845			– 0	–		7,413,845
Emerging Markets – Treasuries		– 0	–		4,171,135			– 0	–		4,171,135
Investments valued at NAV**											1,909,487
Total Investments in Securities		46,274,247			1,138,019,971			96,617,919			1,282,821,624

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NOTES TO FINANCIAL STATEMENTS (continued)

Investments in Securities	Level 1			Level 2			Level 3			Total
Other Financial Instruments*:
Assets
Futures	$	189,036		$	88,741		$	– 0	–	$	277,777	†
Forward Currency Exchange Contracts		– 0	–		8,082,714			– 0	–		8,082,714
Centrally Cleared Credit Default Swaps		– 0	–		445,996			– 0	–		445,996	†
Centrally Cleared Interest Rate Swaps		– 0	–		697,346			– 0	–		697,346	†
Credit Default Swaps		– 0	–		195,483			– 0	–		195,483
Total Return Swaps		– 0	–		164,235			– 0	–		164,235
Variance Swaps		– 0	–		125,332			– 0	–		125,332
Liabilities
Forward Currency Exchange Contracts		– 0	–		(8,598,413	)		– 0	–		(8,598,413	)
Put Options Written		– 0	–		(44,400	)		– 0	–		(44,400	)
Credit Default Swaptions Written		– 0	–		(47,007	)		– 0	–		(47,007	)
Currency Options Written		– 0	–		(3,852,092	)		– 0	–		(3,852,092	)
Interest Rate Swaptions Written		– 0	–		(40,166	)		– 0	–		(40,166	)
Centrally Cleared Credit Default Swaps		– 0	–		(342,077	)		– 0	–		(342,077	)†
Centrally Cleared Interest Rate Swaps		– 0	–		(809,418	)		– 0	–		(809,418	)†
Credit Default Swaps		– 0	–		(5,045,932	)		– 0	–		(5,045,932	)
Total Return Swaps		– 0	–		(104,892	)		– 0	–		(104,892	)
Variance Swaps		– 0	–		(60,060	)		– 0	–		(60,060	)
Total^	$	46,463,283		$	1,128,875,361		$	96,617,919		$	1,273,866,050

# The Fund held securities with zero market value at period end.

* Other financial instruments are derivative instruments, such as futures, forwards and swaps, which are valued at the unrealized appreciation/depreciation on the instrument. Other financial instruments may also include options written and swaptions written which are valued at market value.

† Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on exchange-traded derivatives as reported in the portfolio of investments.

^ There were no transfers between Level 1 and Level 2 during the reporting period.

** In May 2015, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2015-07 (the “ASU”) which removes the requirement to categorize within the fair value hierarchy all investments for which fair value is measured using the net asset value per share practical expedient. The ASU is effective for annual periods beginning after December 15, 2015 and interim periods within those annual periods, with application of the amendments noted above retrospectively to all periods presented. The retrospective approach requires that an investment for which fair value is measured using the net asset value per share practical expedient be removed from the fair value hierarchy in all periods presented herein. Accordingly, the total investments with a fair value of $1,909,487 have not been categorized in the fair value hierarchy.

The Fund recognizes all transfers between levels of the fair value hierarchy assuming the financial instrument was transferred at the beginning of the reporting period.

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NOTES TO FINANCIAL STATEMENTS (continued)

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value.

	Corporates - Non-Investment Grade#			Collateralized Mortgage Obligations			Emerging Markets - Treasuries			Bank Loans#
Balance as of 3/31/16	$	11,980,493		$	124,373,877		$	6,077,589		$	44,857,230
Accrued discounts/ (premiums)		214,100			66,286			– 0	–		77,413
Realized gain (loss)		(1,621,149	)		999,690			– 0	–		243,370
Change in unrealized appreciation/ depreciation		6,459,598			(101,702	)		– 0	–		(568,792	)
Purchases		4,431,823			1,560,837			– 0	–		3,825,620
Sales/Paydowns		(6,387,239	)		(14,211,573	)		– 0	–		(25,945,274	)
Transfers into Level 3		559,370			– 0	–		– 0	–		– 0	–
Transfers out of Level 3		– 0	–		(112,687,415	)		(6,077,589	)		(17,958,061	)
Balance as of 3/31/17	$	15,636,996		$	– 0	–	$	– 0	–	$	4,531,506
Net change in unrealized appreciation/depreciation from investments held as of 3/31/17**	$	5,591,347		$	– 0	–	$	– 0	–	$	(774,415	)
	Commercial Mortgage- Backed Securities			Emerging Markets - Corporate Bonds			Preferred Stocks			Asset- Backed Securities
Balance as of 3/31/16	$	42,475,788		$	235,021		$	– 0	–	$	10,961,301
Accrued discounts/ (premiums)		144,206			(16,277	)		– 0	–		245,322
Realized gain (loss)		728,007			– 0	–		– 0	–		388,333
Change in unrealized appreciation/ depreciation		(256,127	)		(1,288,153	)		2,235,065			23,263
Purchases		– 0	–		1,653,883			7,823,665			2,469,956
Sales/Paydowns		(9,131,114	)		– 0	–		– 0	–		(1,743,003	)
Transfers into Level 3		– 0	–		– 0	–		– 0	–		– 0	–
Transfers out of Level 3		– 0	–		– 0	–		– 0	–		– 0	–
Balance as of 3/31/17	$	33,960,760		$	584,474		$	10,058,730		$	12,345,172
Net change in unrealized appreciation/depre ciation from investments held as of 3/31/17**	$	11,598		$	(1,288,153	)	$	2,235,065		$	23,263

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	Common Stocks#			Inflation- Linked Securities			Whole Loan Trusts			Warrants#
Balance as of 3/31/16	$	6,953,397		$	– 0	–	$	10,442,733		$	310,786
Accrued discounts/ (premiums)		– 0	–		4,196			18,501			– 0	–
Realized gain (loss)		(103,010	)		– 0	–		(390,990	)		– 0	–
Change in unrealized appreciation/ depreciation		(3,701,402	)		293,656			(918,074	)		(166,893	)
Purchases		8,256,779			– 0	–		1,508,018			255,248
Sales/Paydowns		(2,893,671	)		– 0	–		(2,427,936	)		– 0	–
Transfers into Level 3		– 0	–		2,058,943			– 0	–		– 0	–
Transfers out of Level 3		– 0	–		– 0	–		– 0	–		– 0	–
Balance as of 3/31/17	$	8,512,093		$	2,356,795		$	8,232,252		$	399,141
Net change in unrealized appreciation/depreciation from investments held as of 3/31/17**	$	(3,629,701	)	$	293,656		$	(918,075	)	$	(166,893	)
	Total
Balance as of 3/31/16	$	258,668,215
Accrued discounts/ (premiums)		753,747
Realized gain (loss)		244,251
Change in unrealized appreciation/ depreciation		2,010,439
Purchases		31,785,829
Sales/Paydowns		(62,739,810	)
Transfers into Level 3		2,618,313
Transfers out of Level 3		(136,723,065	)
Balance as of 3/31/17	$	96,617,919	+
Net change in unrealized appreciation/depreciation from investments held as of 3/31/17**	$	1,377,692

# The Fund held securities with zero market value during the reporting period.

** The unrealized appreciation/depreciation is included in net change in unrealized appreciation/depreciation on investments and other financial instruments in the accompanying statement of operations.

+ An amount of $136,723,065 was transferred out of Level 3 into Level 2 as improved transparency of price inputs has increased the observability during the reporting period. There were de minimis transfers from Level 2 to Level 3 during the reporting period.

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The following presents information about significant unobservable inputs related to the Fund’s Level 3 investments at March 31, 2017. Securities priced by third party vendors and NAV equivalent are excluded from the following table.

Quantitative Information about Level 3 Fair Value Measurements

	Fair Value at 3/31/17			Valuation Technique	Unobservable Input	Range/ Weighted Average
Corporates – Non-Investment Grade	$	1,092		Projected Cash Flow	Terms of Escrow	$1.80 per $1,000 Principal
	$	– 0	–	Qualitative Assessment		$0.00 / N/A
	$	1,092
Bank Loans	$	– 0	–	Qualitative Assessment		$0.00 / N/A
Whole Loan Trusts	$	1,719,270		Market Approach	Underlying NAV of the Collatereal	$94.91 / N/A
	$	1,383,526		Recovery Analysis	Cumulative Loss	<20% / N/A
	$	1,118,722		Recovery Analysis	Delinquency Rate	<4% / N/A
	$	574,106		Recovery Analysis	Delinquency Rate	<4% / N/A
	$	317,055		Recovery Analysis	Delinquency Rate	<5% / N/A
					Collateralization	1.1X / N/A
	$	72,887		Discounted Cash Flow	Cash Flow Yield	88.20% / N/A
	$	5,185,566
Common Stocks	$	598,197		Market Approach	EBITDA* Projection	$94mm / N/A
					EBITDA* Multiples	8.5X / N/A
	$	105,924		Market Approach	EBITDA* Projection	$33 mm / N/A
					EBITDA* Multiples	4.6X-6.6X / 5.6X
	$	33,198		Market Approach	EBITDA* Projection	$345 mm / N/A
					EBITDA* Multiples	13.3X / N/A
	$	737,319
Warrants	$	310,786		Option Pricing Model	Exercise Price	$6.64 / N/A
					Expiration Date	June, 2019 / N/A
					EV Volatility %	50.0% / N/A

* Earnings Before Interest, Taxes, Depreciation and Amortization.

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Generally, a change in the assumptions used in any input in isolation may be accompanied by a change in another input. Significant changes in any of the unobservable inputs may significantly impact the fair value measurement. Significant increases (decreases) in Underlying NAV of the Collateral, Appraisal Value, EBITDA projections and EBITDA Multiple in isolation would be expected to result in a significantly higher (lower) fair value measurement. A significant increase (decrease) in Level Yield, Discount Rate, Cumulative Loss, Delinquency Rate, Cash Flow Yield and EV Volatility % in isolation would be expected to result in a significant lower (higher) fair value measurement.

The Adviser established the Committee to oversee the pricing and valuation of all securities held in the Fund. The Committee operates under pricing and valuation policies and procedures established by the Adviser and approved by the Board, including pricing policies which set forth the mechanisms and processes to be employed on a daily basis to implement these policies and procedures. In particular, the pricing policies describe how to determine market quotations for securities and other instruments. The Committee’s responsibilities include: 1) fair value and liquidity determinations (and oversight of any third parties to whom any responsibility for fair value and liquidity determinations is delegated), and 2) regular monitoring of the Adviser’s pricing and valuation policies and procedures and modification or enhancement of these policies and procedures (or recommendation of the modification of these policies and procedures) as the Committee believes appropriate.

The Committee is also responsible for monitoring the implementation of the pricing policies by the Adviser’s Pricing Group (the “Pricing Group”) and any third party which performs certain pricing functions in accordance with the pricing policies. The Pricing Group is responsible for the oversight of the third party on a day-to-day basis. The Committee and the Pricing Group perform a series of activities to provide reasonable assurance of the accuracy of prices including: 1) periodic vendor due diligence meetings, review of methodologies, new developments, and process at vendors, 2) daily comparisons of security valuation versus prior day for all securities that exceeded established thresholds, and 3) daily review of unpriced, stale, and variance reports with exceptions reviewed by senior management and the Committee.

In addition, several processes outside of the pricing process are used to monitor valuation issues including: 1) performance and performance attribution reports are monitored for anomalous impacts based upon

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benchmark performance, and 2) portfolio managers review all portfolios for performance and analytics (which are generated using the Adviser’s prices).

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 of the quoted bid and ask 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 the 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 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 U.S. GAAP requirements regarding accounting for uncertainties in income taxes, management has analyzed the Fund’s tax positions taken or expected to be 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.

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

6. Dividends and Distributions

Dividends and distributions to shareholders, if any, are recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with federal tax regulations and may differ from those determined in accordance with U.S. GAAP. 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.

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 .90% of the Fund’s average weekly net assets. Such fee is accrued daily and paid monthly.

For the year ended March 31, 2017, the Adviser reimbursed the Fund $6,016 for trading losses incurred due to trade entry errors.

Pursuant to the amended administration agreement, the Fund may reimburse the Adviser for certain legal and accounting services provided to the Fund by the Adviser, provided, however, that the reimbursement may not exceed .15% annualized of average weekly net assets. For the year ended March 31, 2017, such fee amounted to $64,345.

Under the terms of a Shareholder Inquiry Agency Agreement with AllianceBernstein Investor Services, Inc. (“ABIS”), a wholly owned subsidiary of the Adviser, the Fund reimburses ABIS for costs relating to servicing phone inquiries on behalf of the Fund. During the year ended March 31, 2017, there was no such reimbursement paid to ABIS.

The AB Fixed-Income Shares, Inc.—Government STIF Portfolio (the “Government STIF Portfolio”), prior to June 1, 2016, was offered as a cash management option to mutual funds and other institutional accounts of the Adviser, and was not available for direct purchase by members of the public. Prior to June 1, 2016, the Government STIF Portfolio paid no advisory fees but did bear its own expenses. As of June 1, 2016, the Government

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STIF Portfolio, which was renamed “AB Government Money Market Portfolio” (the “Government Money Market Portfolio”), has a contractual annual advisory fee rate of .20% of the Fund’s average daily net assets invested in such Portfolio and bears its own expenses. In connection with the investment by the Fund in the Government Money Market Portfolio, the Adviser has agreed to waive its advisory fee from the Fund in an amount equal to the Fund’s pro rata share of the effective advisory fees of Government Money Market Portfolio, as borne indirectly by the Fund as an acquired fund fee and expense. For the year ended March 31, 2017, such waiver amounted to $53,821. A summary of the Fund’s transactions in shares of the Government Money Market Portfolio for the year ended March 31, 2017 is as follows:

Market Value March 31, 2016 (000)	Purchases at Cost (000)		Sales Proceeds (000)		Market Value March 31, 2017 (000)		Dividend Income (000)
$    11,127	$	365,255	$	339,824	$	36,558	$	96

Brokerage commissions paid on investment transactions for the year ended March 31, 2017 amounted to $45,780, none of which was paid to Sanford C. Bernstein & Co., LLC or Sanford C. Bernstein Limited, affiliates of the Adviser.

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the year ended March 31, 2017 were as follows:

	Purchases		Sales
Investment securities (excluding U.S. government securities)	$	500,539,209	$	533,555,125
U.S. government securities		84,518,355		39,286,055

The cost of investments for federal income tax purposes, gross unrealized appreciation and unrealized depreciation (excluding foreign currency contracts, options written, swaptions written, futures and swaps) are as follows:

Cost	$	1,273,071,964
Gross unrealized appreciation		81,655,205
Gross unrealized depreciation		(71,905,545	)
Net unrealized appreciation	$	9,749,660

1. Derivative Financial Instruments

The Fund may use derivatives in an effort to earn income and enhance returns, to replace more traditional direct investments, to obtain exposure

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to otherwise inaccessible markets (collectively, “investment purposes”), or to hedge or adjust the risk profile of its portfolio.

The principal types 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.

During the year ended March 31, 2017, the Fund held forward currency exchange contracts for hedging and non-hedging purposes.

• Futures

The Fund may buy or sell futures for investment purposes or for the purpose of hedging its portfolio against adverse effects of potential movements in the market. The Fund bears the market risk that arises from changes in the value of these instruments and the imperfect correlation between movements in the price of the futures and movements in the price of the assets, reference rates or indices which they are designed to track. Among other things, the Fund may purchase or sell futures for foreign currencies or options thereon for non-hedging purposes as a means of making direct investment in foreign currencies, as described below under “Currency Transactions”.

At the time the Fund enters into a future, the Fund deposits and maintains as collateral an initial margin with the broker, as required by

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the exchange on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for exchange-traded futures is generally less than privately negotiated futures, since the clearinghouse, which is the issuer or counterparty to each exchange-traded future, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Use of long futures subjects the Fund to risk of loss in excess of the amounts shown on the statement of assets and liabilities, up to the notional value of the futures. Use of short futures subjects the Fund to unlimited risk of loss. Under some circumstances, futures exchanges may establish daily limits on the amount that the price of a future can vary from the previous day’s settlement price, which could effectively prevent liquidation of unfavorable positions.

During the year ended March 31, 2017, the Fund held futures for hedging and non-hedging purposes.

• Option Transactions

For hedging and investment purposes, the Fund may purchase and write (sell) put and call options on U.S. and foreign securities, including government securities, and foreign currencies that are traded on U.S. and foreign securities exchanges and over-the-counter markets. Among other things, the Fund may use options transactions for non-hedging purposes as a means of making direct investments in foreign currencies, as described below under “Currency Transactions” and may use options strategies involving the purchase and/or writing of various combinations of call and/or put options, for hedging and investment purposes.

The risk associated with purchasing an option is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of the premium and change in market value should the counterparty not perform under the contract. If a put or call option purchased by the Fund were permitted to expire without being sold or exercised, its premium would represent a loss to the Fund. Put

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and call options purchased are accounted for in the same manner as portfolio securities. The cost of securities acquired through the exercise of call options is increased by premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid.

When the Fund writes an option, the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current market value of the option written. At March 31, 2017 the maximum payment for written put options amounted to $38,280,000. In certain circumstances maximum payout amounts may be partially offset by recovery values of the respective referenced assets and upfront premium received upon entering into the contract. Premiums received from written options which expire unexercised are recorded by the Fund on the expiration date as realized gains from options written. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerages, is also treated as a realized gain, or if the premium received is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium received is added to the proceeds from the sale of the underlying security or currency in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium received reduces the cost basis of the security or currency purchased by the Fund. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security or currency underlying the written option. Exercise of an option written by the Fund could result in the Fund’s selling or buying a security or currency at a price different from the current market value.

The Fund may also invest in options on swaps, also called “swaptions”. A swaption is an option that gives the buyer the right, but not the obligation, to enter into a swap on a future date in exchange for paying a market-based “premium”. A receiver swaption gives the owner the right to receive the total return of a specified asset, reference rate, or index. A payer swaption gives the owner the right to pay the total return of a specified asset, reference rate, or index. Swaptions also include options that allow an existing swap to be terminated or extended by one of the counterparties.

During the year ended March 31, 2017, the Fund held purchased options for hedging purposes.

During the year ended March 31, 2017, the Fund held written options for hedging and non-hedging purposes.

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During the year ended March 31, 2017, the Fund held purchased swaptions for non-hedging purposes.

During the year ended March 31, 2017, the Fund held written swaptions for non-hedging purposes.

For the year ended March 31, 2017, the Fund had the following transactions in written options:

	Number of Contracts			Premiums Received
Options written outstanding as of 3/31/16		396,679,290		$	655,999
Options written		19,698,570,199			11,346,751
Options expired		(10,784,448,150	)		(5,681,925	)
Options bought back		(411,607,481	)		(1,839,785	)
Options exercised		– 0	–		– 0	–
Options written outstanding as of 3/31/17		8,899,193,858		$	4,481,040

For the year ended March 31, 2017, the Fund had the following transactions in written swaptions:

	Notional Amount			Premiums Received
Swaptions written outstanding as of 3/31/16	$	– 0	–	$	– 0	–
Swaptions written		350,347,284			1,751,098
Swaptions expired		(198,407,284	)		(985,093	)
Swaptions bought back		(107,760,000	)		(585,038	)
Swaptions exercised		– 0	–		– 0	–
Swaptions written outstanding as of 3/31/17	$	44,180,000		$	180,967

• Swaps

The Fund may enter into swaps to hedge its exposure to interest rates, credit risk, or currencies. The Fund may also enter into swaps for non-hedging purposes as a means of gaining market exposures including by making direct investments in foreign currencies, as described below under “Currency Transactions”. A swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals based upon or calculated by reference to changes in specified prices or rates for a specified amount of an underlying asset. The payment flows are usually netted against each other, with the difference being paid by one party to the other. In addition, collateral may be pledged or received by the Fund in accordance with the terms of the respective swaps to provide value and recourse to the Fund or its counterparties in the event of default, bankruptcy or insolvency by one of the parties to the swap.

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Risks may arise as a result of the failure of the counterparty to the swap to comply with the terms of the swap. The loss incurred by the failure of a counterparty is generally limited to the net interim payment to be received by the Fund, and/or the termination value at the end of the contract. Therefore, the Fund considers the creditworthiness of each counterparty to a swap in evaluating potential counterparty risk. This risk is mitigated by having a netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty. Additionally, risks may arise from unanticipated movements in interest rates or in the value of the underlying securities. The Fund accrues for the interim payments on swaps on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swaps on the statement of assets and liabilities, where applicable. Once the interim payments are settled in cash, the net amount is recorded as realized gain/(loss) on swaps on the statement of operations, in addition to any realized gain/(loss) recorded upon the termination of swaps. Upfront premiums paid or received are recognized as cost or proceeds on the statement of assets and liabilities and are amortized on a straight line basis over the life of the contract. Amortized upfront premiums are included in net realized gain/(loss) from swaps on the statement of operations. Fluctuations in the value of swaps are recorded as a component of net change in unrealized appreciation/depreciation of swaps on the statement of operations.

Certain standardized swaps, including certain interest rate swaps and credit default swaps, are (or soon will be) subject to mandatory central clearing. Cleared swaps are transacted through futures commission merchants (“FCMs”) that are members of central clearinghouses, with the clearinghouse serving as central counterparty, similar to transactions in futures contracts. Centralized clearing will be required for additional categories of swaps on a phased-in basis based on requirements published by the Securities and Exchange Commission and Commodity Futures Trading Commission.

At the time the Fund enters into a centrally cleared swap, the Fund deposits and maintains as collateral an initial margin with the broker, as required by the clearinghouse on which the transaction is effected. Such amount is shown as cash collateral due from broker on the statement of assets and liabilities. Pursuant to the contract, the Fund agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as variation margin and are recorded by the

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Fund as unrealized gains or losses. Risks may arise from the potential inability of a counterparty to meet the terms of the contract. The credit/counterparty risk for centrally cleared swaps is generally less than non-centrally cleared swaps, since the clearinghouse, which is the issuer or counterparty to each centrally cleared swap, has robust risk mitigation standards, including the requirement to provide initial and variation margin. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the time it was closed.

Interest Rate Swaps:

The Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. Because the Fund holds fixed rate bonds, the value of these bonds may decrease if interest rates rise. To help hedge against this risk and to maintain its ability to generate income at prevailing market rates, the Fund may enter into interest rate swaps. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional amount.

In addition, the Fund may also enter into interest rate swap transactions to preserve a return or spread on a particular investment or portion of its portfolio, or protecting against an increase in the price of securities the Fund anticipates purchasing at a later date. Interest rate swaps involve the exchange by a Fund with another party of their respective commitments to pay or receive interest (e.g., an exchange of floating rate payments for fixed rate payments) computed based on a contractually-based principal (or “notional”) amount. Interest rate swaps are entered into on a net basis (i.e., the two payment streams are netted out, with the Fund receiving or paying, as the case may be, only the net amount of the two payments).

During the year ended March 31, 2017, the Fund held interest rate swaps for hedging and non-hedging purposes.

Credit Default Swaps:

The Fund may enter into credit default swaps, including to manage its exposure to the market or certain sectors of the market, to reduce its risk exposure to defaults by corporate and sovereign issuers held by the Fund, or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. The Fund may purchase credit protection (“Buy Contract”) or provide credit protection (“Sale Contract”) on the referenced obligation of the credit default swap. During the term of the swap agreement, the Fund receives/(pays)

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fixed payments from/(to) the respective counterparty, calculated at the agreed upon interest rate applied to the notional amount. If the Fund is a buyer/(seller) of protection and a credit event occurs, as defined under the terms of the swap agreement, the Fund will either (i) receive from the seller/(pay to the buyer) of protection an amount equal to the notional amount of the swap (the “Maximum Payout Amount”) and deliver/(take delivery of) the referenced obligation or (ii) receive/(pay) a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation.

In certain circumstances, Maximum Payout Amounts may be partially offset by recovery values of the respective referenced obligations, upfront premium received upon entering into the agreement, or net amounts received from settlement of buy protection credit default swaps entered into by the Fund for the same reference obligation with the same counterparty. As of March 31, 2017, the Fund had Buy Contracts outstanding with respect to the same referenced obligation and counterparty as certain Sale Contracts which may partially offset the Maximum Payout Amount in the amount of $2,620,000.

Credit default swaps may involve greater risks than if the Fund had invested in the referenced obligation directly. Credit default swaps are subject to general market risk, liquidity risk, counterparty risk and credit risk. If the Fund is a buyer of protection and no credit event occurs, it will lose its investment. If the Fund is a seller of protection and a credit event occurs, the value of the referenced obligation received by the Fund coupled with the periodic payments previously received may be less than the Maximum Payout Amount it pays to the buyer, resulting in a loss to the Fund.

Implied credit spreads over Treasuries of comparable maturity utilized in determining the market value of credit default swaps on issuers as of period end are disclosed in the portfolio of investments. The implied spreads serve as an indicator of the current status of the payment/performance risk and typically reflect the market’s assessment of the likelihood of default by the issuer of the referenced obligation. The implied credit spread of a particular reference entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Widening credit spreads typically represent a deterioration of the referenced entity’s credit soundness and greater likelihood of default or other credit event occurring as defined under the terms of the agreement. A credit spread identified as “Defaulted” indicates a credit event has occurred for the referenced entity or obligation.

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During the year ended March 31, 2017, the Fund held credit default swaps for hedging and non-hedging purposes.

Total Return Swaps:

The Fund may enter into total return swaps in order take a “long” or “short” position with respect to an underlying referenced asset. The Fund is subject to market price volatility of the underlying referenced asset. A total return swap involves commitments to pay interest in exchange for a market linked return based on a notional amount. To the extent that the total return of the security, group of securities or index underlying the transaction exceeds or falls short of the offsetting interest obligation, the Fund will receive a payment from or make a payment to the counterparty.

During the year ended March 31, 2017, the Fund held total return swaps for non-hedging purposes.

Variance Swaps:

The Fund may enter into variance swaps to hedge equity market risk or adjust exposure to the equity markets. Variance swaps are contracts in which two parties agree to exchange cash payments based on the difference between the stated level of variance and the actual variance realized on underlying asset(s) or index(es). Actual “variance” as used here is defined as the sum of the square of the returns on the reference asset(s) or index(es) (which in effect is a measure of its “volatility”) over the length of the contract term. So the parties to a variance swap can be said to exchange actual volatility for a contractually stated rate of volatility.

During the year ended March 31, 2017, the Fund held variance swaps for non-hedging purposes.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement”) or similar master agreements (collectively, “Master Agreements”) with its derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default or termination.

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Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as derivative transactions, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party. In the event of a default by a Master Agreements counterparty, the return of collateral with market value in excess of the Fund’s net liability, held by the defaulting party, may be delayed or denied.

The Fund’s Master Agreements may contain provisions for early termination of OTC derivative transactions in the event the net assets of the Fund decline below specific levels (“net asset contingent features”). If these levels are triggered, the Fund’s counterparty has the right to terminate such transaction and require the Fund to pay or receive a settlement amount in connection with the terminated transaction. For additional details, please refer to netting arrangements by counterparty tables below.

During the year ended March 31, 2017 the Fund had entered into the following derivatives:

	Asset Derivatives				Liability Derivatives
Derivative Type	Statement of Assets and Liabilities Location	Fair Value			Statement of Assets and Liabilities Location	Fair Value
Interest rate contracts	Receivable/Payable for variation margin on exchange-traded derivatives	$	886,382	*	Receivable/Payable for variation margin on exchange-traded derivatives	$	809,418	*
Interest rate contracts					Swaptions written, at value		40,166

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	Asset Derivatives				Liability Derivatives
Derivative Type	Statement of Assets and Liabilities Location	Fair Value			Statement of Assets and Liabilities Location	Fair Value
Interest rate contracts	Unrealized appreciation on total return swaps	$	164,235		Unrealized depreciation on total return swaps	$	104,892
Foreign exchange contracts	Unrealized appreciation on forward currency exchange contracts		8,082,714		Unrealized depreciation on forward currency exchange contracts		8,598,413
Foreign exchange contracts	Investments in securities, at value		3,879,498		Options written, at value		3,852,092
Credit contracts	Unrealized appreciation on credit default swaps		195,483		Unrealized depreciation on credit default swaps		5,045,932
Credit contracts	Receivable/Payable for variation margin on exchange-traded derivatives		445,996	*	Receivable/Payable for variation margin on exchange-traded derivatives		342,077	*
Credit contracts					Swaptions written, at value		47,007
Equity contracts	Unrealized appreciation on variance swaps		125,332		Unrealized depreciation on variance swaps		60,060
Equity contracts	Receivable/Payable for variation margin on exchange-traded derivatives		88,741	*
Equity contracts	Investment in securities, at value		130,123		Options written, at value		44,400
Total		$	13,998,504			$	18,944,457

* Only variation margin receivable/payable at period end is reported within the statement of assets and liabilities. This amount reflects cumulative unrealized appreciation/(depreciation) on exchange-traded derivatives as reported in the portfolio of investments.

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Derivative Type	Location of Gain or (Loss) on Derivatives Within Statement of Operations	Realized Gain or (Loss) on Derivatives			Change in Unrealized Appreciation or (Depreciation)
Interest rate contracts	Net realized gain/(loss) on swaps; Net change in unrealized appreciation/ depreciation on swaps	$	8,903,904		$	(126,065	)
Interest rate contracts	Net realized gain/(loss) on futures; Net change in unrealized appreciation/ depreciation on futures		(2,908,826	)		190,536
Interest rate contracts	Net realized gain/(loss) on investment transactions; Net change in unrealized appreciation/depreciation on investment transactions		432,500			– 0	–
Interest rate contracts	Net realized gain/(loss) on swaptions written; Net change in unrealized appreciation/depreciation on swaptions written		109,073			102,209
Interest rate contracts	Net realized gain/(loss) on options written; Net change in unrealized appreciation/depreciation on options written		40,982			– 0	–
Foreign exchange contracts	Net realized gain/(loss) on foreign currency transactions; Net change in unrealized appreciation/depreciation on foreign currency denominated assets and liabilities		1,303,268			5,046,720
Foreign exchange contracts	Net realized gain/(loss) on investment transactions; Net change in unrealized appreciation/depreciation on investment transactions		(533,555	)		1,843,720

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Derivative Type	Location of Gain or (Loss) on Derivatives Within Statement of Operations	Realized Gain or (Loss) on Derivatives			Change in Unrealized Appreciation or (Depreciation)
Foreign exchange contracts	Net realized gain/(loss)on options written; Net change in unrealized appreciation/depreciationon options written	$	4,615,747		$	653,336
Credit contracts	Net realized gain/(loss) on swaps; Net change inunrealized appreciation/depreciation on swaps		12,550,267			(5,927,804	)
Credit contracts	Net realized gain/(loss)on swaptions written; Net change in unrealized appreciation/depreciationon swaptions written		947,855			(8,415	)
Equity contracts	Net realized gain/(loss) on swaps; Net change in unrealized appreciation/ depreciation on swaps		8,973,405			(290,086	)
Equity contracts	Net realized gain/(loss) on futures; Net change in unrealized appreciation/depreciation on futures		962,399			88,741
Equity contracts	Net realized gain/(loss) oninvestment transactions;Net change in unrealized appreciation/depreciation on investment transactions		(1,370,503	)		(103,957	)
Equity contracts	Net realized gain/(loss) on options written; Net change in unrealized appreciation/depreciation on options written		610,876			43,600
Total		$	34,637,392		$	1,512,535

The following table represents the average monthly volume of the Fund’s derivative transactions during the year ended March 31, 2017:

Centrally Cleared Credit Default Swaps:
Average notional amount of buy contracts	$	50,573,683
Average notional amount of sale contracts	$	143,170,296
Centrally Cleared Interest Rate Swaps:
Average notional amount	$	126,955,513	(a)
Credit Default Swaps:
Average notional amount of buy contracts	$	33,300,000
Average notional amount of sale contracts	$	56,152,127

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Forward Currency Exchange Contracts:
Average principal amount of buy contracts	$	216,072,622
Average principal amount of sale contracts	$	328,027,563
Futures:
Average original value of buy contracts	$	115,793,571
Average original value of sale contracts	$	76,612,241	(b)
Interest Rate Swaps:
Average notional amount	$	26,892,781	(c)
Total Return Swaps:
Average notional amount	$	88,919,198
Variance Swaps:
Average notional amount	$	1,336,371
Purchased Options Contracts:
Average cost	$	806,881

(a) Positions were open for five months during the reporting period.

(b) Positions were open for six months during the reporting period.

(c) Positions were open for one month during the reporting period.

For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the statement of assets and liabilities.

All derivatives held at period end were subject to netting arrangements. The following tables present the Fund’s derivative assets and liabilities by counterparty net of amounts available for offset under Master Agreements (“MA”) and net of the related collateral received/pledged by the Fund as of March 31, 2017:

Counterparty	Derivative Assets Subject to a MA		Derivatives Available for Offset			Cash Collateral Received*			Security Collateral Received*			Net Amount of Derivatives Assets
Exchange-Traded Derivatives:
Goldman Sachs & Co. **	$	168,934	$	– 0	–	$	– 0	–	$	– 0	–	$	168,934
Citigroup Global Markets, Inc.**		6,800		– 0	–		– 0	–		– 0	–		6,800
Total	$	175,734	$	– 0	–	$	– 0	–	$	– 0	–	$	175,734
OTC Derivatives:
Australia & New Zealand Banking Group Ltd	$	489,486	$	(324,748	)	$	– 0	–	$	– 0	–	$	164,738
Bank of America, NA.		15,058		(15,058	)		– 0	–		– 0	–		– 0	–
Barclays Bank PLC		790,740		(554,459	)		(236,281	)		– 0	–		– 0	–
BNP Paribas SA		43,286		(43,286	)		– 0	–		– 0	–		– 0	–

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NOTES TO FINANCIAL STATEMENTS (continued)

Counterparty

Derivative Assets Subject to a MA

Derivatives Available for Offset

Cash Collateral Received*

Security Collateral Received*

Net Amount of Derivatives Assets

Brown Brothers Harriman & Co.

$

426,591

$

(41,833

)

$

– 0

–

$

– 0

–

$

384,758

Citibank, NA.

2,230,529

(1,479,194

)

– 0

–

– 0

–

751,335

Credit Suisse International

1,555,386

(1,555,386

)

– 0

–

– 0

–

– 0

–

Deutsche Bank AG

1,434,059

(1,434,059

)

– 0

–

– 0

–

– 0

–

Goldman Sachs Bank USA/ Goldman Sachs International

2,390,878

(2,390,878

)

– 0

–

– 0

–

– 0

–

HSBC Bank USA

469,694

(469,694

)

– 0

–

– 0

–

– 0

–

JPMorgan Chase Bank, NA

1,345,424

(1,345,424

)

– 0

–

– 0

–

– 0

–

Morgan Stanley & Co. International PLC/ Morgan Stanley Capital Services LLC.

459,641

(459,641

)

– 0

–

– 0

–

– 0

–

Nomura Global Financial

21,879

– 0

–

– 0

–

– 0

–

21,879

Royal Bank of Scotland PLC

776,212

(440,621

)

– 0

–

– 0

–

335,591

Standard Chartered Bank

257,554

(257,554

)

– 0

–

– 0

–

– 0

–

UBS AG

27,866

– 0

–

– 0

–

– 0

–

27,866

Total

$

12,734,283

$

(10,811,835

)

$

(236,281

)

$

– 0

–

$

1,686,167

^

Counterparty	Derivative Liabilities Subject to a MA		Derivatives Available for Offset			Cash Collateral Pledged*			Security Collateral Pledged*			Net Amount of Derivatives Liabilities
Exchange-Traded Derivatives:
Morgan Stanley & Co., LLC**	$	21,162	$	– 0	–	$	(21,162	)	$	– 0	–	$	– 0	–
Total	$	21,162	$	– 0	–	$	(21,162	)	$	– 0	–	$	– 0	–
OTC Derivatives:
Australia & New Zealand Banking Group Ltd	$	324,748	$	(324,748	)	$	– 0	–	$	– 0	–	$	– 0	–
Bank of America, NA.		285,009		(15,058	)		– 0	–		– 0	–		269,951
Barclays Bank PLC		554,459		(554,459	)		– 0	–		– 0	–		– 0	–
BNP Paribas SA		159,631		(43,286	)		– 0	–		– 0	–		116,345
Brown Brothers Harriman & Co.		41,833		(41,833	)		– 0	–		– 0	–		– 0	–
Citibank, NA.		1,479,194		(1,479,194	)		– 0	–		– 0	–		– 0	–
Credit Suisse International		2,859,531		(1,555,386	)		– 0	–		(1,116,554	)		187,591
Deutsche Bank AG		2,524,611		(1,434,059	)		– 0	–		(312,597	)		777,955
Goldman Sachs Bank USA / Goldman Sachs International		11,921,307		(2,390,878	)		– 0	–		(9,530,429	)		– 0	–

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NOTES TO FINANCIAL STATEMENTS (continued)

Counterparty	Derivative Liabilities Subject to a MA		Derivatives Available for Offset			Cash Collateral Pledged*			Security Collateral Pledged*			Net Amount of Derivatives Liabilities
HSBC Bank USA	$	897,373	$	(469,694	)	$	– 0	–	$	(307,469	)	$	120,210
JPMorgan Chase Bank, NA.		2,018,368		(1,345,424	)		– 0	–		– 0	–		672,944
Morgan Stanley & Co. International PLC/ Morgan Stanley Capital Services LLC.		1,707,317		(459,641	)		– 0	–		(1,049,503	)		198,173
Royal Bank of Scotland PLC.		440,621		(440,621	)		– 0	–		– 0	–		– 0	–
Standard Chartered Bank		675,130		(257,554	)		– 0	–		– 0	–		417,576
Total	$	25,889,132	$	(10,811,835	)	$	– 0	–	$	(12,316,552	)	$	2,760,745	^

* The actual collateral received/pledged may be more than the amount reported due to overcollateralization.

** Cash and securities have been posted for initial margin requirements on exchange-traded derivatives outstanding at March 31, 2017.

^ Net amount represents the net receivable/payable that would be due from/to the counterparty in the event of default or termination. The net amount from OTC financial derivative instruments can only be netted across transactions governed under the same master agreement with the same counterparty.

See Note C.3 for additional disclosure of netting arrangements regarding reverse repurchase agreements.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar-denominated 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 other 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).

3. Reverse Repurchase Agreements

The Fund may enter into reverse repurchase transactions (“RVP”) in accordance with the terms of a Master Repurchase Agreement (“MRA”), under which the Fund sells securities and agrees to repurchase them at a

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mutually agreed upon date and price. At the time the Fund enters into a reverse repurchase agreement, it will establish a segregated account with the custodian containing liquid assets having a value comparable to the repurchase price. Under the MRA and other Master Agreements, the Fund is permitted to offset payables and/or receivables with collateral held and/or posted to the counterparty and create one single net payment due to or from the Fund in the event of a default. In the event of a default by a MRA counterparty, the Fund may be considered an unsecured creditor with respect to any excess collateral (collateral with a market value in excess of the repurchase price) held by and/or posted to the counterparty, and as such the return of such excess collateral may be delayed or denied. For the year ended March 31, 2017, the average amount of reverse repurchase agreements outstanding was $98,452,369 and the daily weighted average interest rate was 0.38%. At March 31, 2017, the Fund had reverse repurchase agreements outstanding in the amount of $91,522,985 as reported in the statement of assets and liabilities.

The following table presents the Fund’s RVP liabilities by counterparty net of the related collateral pledged by the Fund as of March 31, 2017:

Counterparty	RVP Liabilities Subject to a MRA		Securities Collateral Pledged†*			Net Amount of RVP Liabilities
Barclays Capital, Inc.	$	8,971,171	$	(8,954,502	)	$	16,669
Credit Suisse Securities (USA) LLC.		4,097,163		(4,031,645	)		65,518
Deutsche Bank Securities Inc.		1,022,360		(1,022,360	)		– 0	–
HSBC Securities (USA) Inc		75,758,333		(75,758,333	)		– 0	–
RBC Capital Markets		1,673,958		(1,673,958	)		– 0	–
Total	$	91,522,985	$	(91,440,798	)	$	82,187

† Including accrued interest.

* The actual collateral pledged may be more than the amount reported due to overcollateralization.

4. Loan Participations and Assignments

The Fund may invest in direct debt instruments which are interests in amounts owed to lenders or lending syndicates by corporate, governmental, or other borrowers, either in the form of participations at the time the loan is originated (“Participations”) or by buying an interest in the loan in the secondary market from a financial institution or institutional investor (“Assignments”). A loan is often administered by a bank or other financial institution (the “Lender”) that acts as agent for all holders. The agent administers the terms of the loan as specified in the loan agreement. When investing in Participations, the Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. In addition, when investing in Participations, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from

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the Lender and only upon receipt of payments by the Lender from the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the Lender. When the Fund purchases Assignments from Lenders, it will typically acquire direct rights against the borrower on the loan. These loans may include participations in “bridge loans”, which are loans taken out by borrowers for a short period (typically less than six months) pending arrangement of more permanent financing through, for example, the issuance of bonds, frequently high-yield bonds issued for the purpose of acquisitions. The Fund may also participate in unfunded loan commitments, which are contractual obligations for investing in future Participations, and may receive a commitment fee based on the amount of the commitment. Under these arrangements, the Fund may receive a fixed rate commitment fee and, if and to the extent the borrower borrows under the facility, the Fund may receive an additional funding fee.

Unfunded loan commitments and funded loans are marked to market daily.

As of March 31, 2017, the Fund had the following unfunded loan commitments outstanding:

Borrower	Unfunded Loan Commitment
Flexpath WH I LLC, Series B3, 9/1/17	$	186,710

As of March 31, 2017, the Fund had no bridge loan commitments outstanding.

During the year ended March 31, 2017, the Fund received no commitment fees or additional funding fees.

NOTE D

Capital Stock

During the years ended March 31, 2017 and March 31, 2016 the Fund issued no shares in connection with the Fund’s dividend reinvestment plan.

NOTE E

Risks Involved in Investing in the Fund

Interest Rate Risk and Credit Risk—Interest rate risk is the risk that changes in interest rates will affect the value of the Fund’s investments in fixed-income debt securities such as bonds or notes. Increases in interest rates may cause the value of the Fund’s investments to decline. Credit risk is the risk that the issuer or guarantor of a debt security, or the counterparty to a derivative contract, will be unable or unwilling to make timely principal and/or interest payments, or to otherwise honor its obligations. The degree of risk for a particular security may be reflected in its credit rating. Credit risk is

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greater for medium quality and lower-rated securities. Lower-rated debt securities and similar unrated securities (commonly known as “junk bonds”) have speculative elements or are predominantly speculative risks.

Duration Risk—Duration is a measure that relates the expected price volatility of a fixed-income security to changes in interest rates. The duration of a fixed-income security may be shorter than or equal to full maturity of a fixed-income security. Fixed-income securities with longer durations have more risk and will decrease in price as interest rates rise. For example, a fixed-income security with a duration of three years will decrease in value by approximately 3% if interest rates increase by 1%.

Liquidity Risk—Liquidity risk exists when particular investments are difficult to purchase or sell, possibly preventing the Fund from selling out of these illiquid or relatively less liquid securities at an advantageous price. Causes of liquidity risk may include low trading volume, lack of a market maker, a large position, or legal restrictions that limit or prevent a Fund from selling securities or closing derivative positions at desirable prices or opportune times. Over recent years, the capacity of dealers to make markets in fixed income securities has been outpaced by the growth in the size of the fixed income markets. Liquidity risk maybe magnified in a rising interest rate environment, where the value and liquidity of fixed income securities generally go down. Derivatives and securities involving substantial market and credit risk tend to involve greater liquidity risk. Illiquid securities and relatively less liquid securities may also be difficult to value.

Mortgage-Backed and/or Other Asset-Backed Securities Risk—Investments in mortgage-backed and other asset-backed securities are subject to certain additional risks. The value of these securities may be particularly sensitive to changes in interest rates. These risks include “extension risk”, which is the risk that, in periods of rising interest rates, issuers may delay the payment of principal, and “prepayment risk”, which is the risk that in periods of falling interest rates, issuers may pay principal sooner than expected, exposing the Fund to a lower rate of return upon reinvestment of principal. Mortgage-backed securities offered by non-governmental issuers and other asset-backed securities may be subject to other risks, such as higher rates of default in the mortgages or assets backing the securities or risks associated with the nature and servicing of mortgages or assets backing the securities.

Foreign (Non-U.S.) Risk—Investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors. Risks relating to

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investments in securities of non- U.S. issuers may be heightened with respect to investments in emerging-market countries, where there may be: greater social, economic and political uncertainty and instability; more substantial governmental involvement in the economy; less governmental supervision and regulation; unavailability of currency hedging techniques; companies that are newly organized and small; differences in auditing and financial reporting standards, which may result in unavailability of material information about issuers; and less developed. Foreign investment in the securities markets of certain foreign countries is restricted or controlled to varying degrees. These restrictions or controls may at times limit or preclude investment in certain securities and may increase the costs and expenses of the Fund.

Currency Risk—Fluctuations in currency exchange rates may negatively affect the value of the Fund’s investments or reduce its returns.

Derivatives Risk—The Fund may enter into derivative transactions such as forwards, options, futures and swaps. Derivatives 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. Derivatives may result in significant losses, including losses that are far greater than the value of the derivatives reflected in the statement of assets and liabilities.

Leverage Risk—When the Fund borrows money or otherwise leverages its investments, its performance may be volatile because leverage tends to exaggerate the effect of any increase or decrease in the value of the Fund’s investments. The Fund may create leverage through the use of reverse repurchase arrangements, forward currency exchange contracts, forward commitments, dollar rolls or futures or by borrowing money. The use of other types of derivative instruments by the Fund, such as options and swaps, may also result in a form of leverage. Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining.

Leverage may result in higher returns to the Fund than if the Fund were not leveraged, but may also adversely affect returns, particularly if the market is declining. The risks of leverage also include potentially a higher volatility of the NAV of the common stock, potentially more volatility in the market value of the common stock and the relatively greater effect on the NAV of the common stock caused by the favorable or adverse changes in portfolio security values or currency exchange rates. In addition, changes in the interest rate environment can increase or decrease shareholder returns. The Fund maintains asset coverage of at least 300% with respect to borrowings.

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To the extent that the current interest rate on the Fund’s indebtedness approaches the net return on the leveraged portion of the Fund’s investment portfolio, then the benefit to the shareholders will be reduced. If the rate on indebtedness were to exceed the net return on the same portion of the portfolio, then this would result in a lower rate of return for the shareholders. Similarly, the use of leverage in a declining market can advance the decrease of the Fund’s NAV more so than if the Fund were not leveraged, which would likely be reflected in a greater decline in the market price for shares of common stock than if the Fund were not leveraged. In extreme cases, if the Fund’s current investment income were not sufficient to meet interest payments on indebtedness or if the Fund failed to maintain the asset coverage required by the 1940 Act, then it could be necessary for the Fund to liquidate certain investments at a time when it may be disadvantageous to do so. The use of derivative instruments by the Fund, such as forwards, futures, options and swaps, may result in a form of leverage.

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. Therefore, the Fund has not accrued any liability in connection with these indemnification provisions.

NOTE F

Distributions to Shareholders

The tax character of distributions paid during the fiscal years ended March 31, 2017 and March 31, 2016 were as follows:

	2017		2016
Distributions paid from:
Ordinary income	$	81,900,947	$	95,602,843
Total taxable distributions paid	$	81,900,947	$	95,602,843

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NOTES TO FINANCIAL STATEMENTS (continued)

As of March 31, 2017, the components of accumulated earnings/(deficit) on a tax basis were as follows:

Accumulated capital and other losses	$	(6,857,421	)(a)
Unrealized appreciation/(depreciation)		10,618,342	(b)
Total accumulated earnings/(deficit)	$	3,760,921	(c)

(a) On March 31, 2017, the Fund had a net capital loss carryforward of $5,900,705. During the fiscal year, the Fund utilized $25,751,174 of capital loss carryforwards to offset current year net realized gains. At March 31, 2017, the Fund had a qualified late-year ordinary loss deferral of $956,716. This loss is deemed to arise on April 1, 2017.

(b) The differences between book-basis and tax-basis unrealized appreciation/(depreciation) are attributable primarily to the tax deferral of losses on wash sales, the tax treatment of passive foreign investment companies (PFICs), swaps and partnerships, and the recognition for tax purposes of unrealized gains/losses on certain derivative instruments.

(c) The difference between book-basis and tax-basis components of accumulated earnings/(deficit) is attributable primarily to the tax treatment of defaulted securities.

For tax purposes, net realized capital losses may be carried over to offset future capital gains, if any. Funds are permitted to carry forward capital losses for an indefinite period, and such losses will retain their character as either short-term or long-term capital losses. As of March 31, 2017, the Fund had a net long-term capital loss carryforward of $5,900,705 which may be carried forward for an indefinite period.

During the current fiscal year, permanent differences primarily due to the tax treatment of swaps, foreign currency reclassifications, paydown gain/loss reclassifications, the tax treatment of proceeds from the sale of defaulted securities, reclassifications of foreign capital gains tax and contributions from the affiliates resulted in a net decrease in distributions in excess of net investment income, a net increase in accumulated net realized loss on investment and foreign currency transactions, and a net decrease in additional paid-in capital. These reclassifications had no effect on net assets.

NOTE G

Other

In October 2016, the U.S. Securities and Exchange Commission adopted new rules and amended existing rules (together, “final rules”) intended to modernize the reporting and disclosure of information by registered investment companies. In part, the final rules amend Regulation S-X and require standardized, enhanced disclosure about derivatives in investment company financial statements, as well as other amendments. The compliance date for the amendments to Regulation S-X is August 1, 2017. Management is currently evaluating the impact that the adoption of the amendments to Regulation S-X will have on the financial statements and related disclosures.

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NOTES TO FINANCIAL STATEMENTS (continued)

NOTE H

Recent Accounting Pronouncements

In March 2017, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2017-08, Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20), Premium Amortization on Purchased Callable Debt Securities (the “ASU”) which amends the amortization period for certain purchased callable debt securities held at a premium, shortening such period to the earliest call date. The ASU does not require any accounting change for debt securities held at a discount; the discount continues to be amortized to maturity. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. At this time, management is evaluating the implications of these changes on the financial statements.

NOTE I

Subsequent Events

Management has evaluated subsequent events for possible recognition or disclosure in the financial statements through the date the financial statements are issued. Management has determined that there are no material events that would require disclosure in the Fund’s financial statements through this date.

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FINANCIAL HIGHLIGHTS

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

	Year Ended March 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period		$  12.64			$  14.01			$  15.19			$  15.70			$  14.81
Income From Investment Operations
Net investment income(a)		.82			.89			1.00			1.14			1.21
Net realized and unrealized gain (loss) on investment and foreign currency transactions		1.36			(1.15	)		(.74	)		(.07	)		1.12
Contributions from Affiliates		.00	(b)		– 0	–		– 0	–		– 0	–		– 0	–
Net increase (decrease) in net asset value from operations		2.18			(.26	)		.26			1.07			2.33
Less: Dividends and Distributions
Dividends from net investment income		(.95	)		(1.11	)		(1.21	)		(1.30	)		(1.37	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		– 0	–		(.23	)		(.28	)		(.07	)
Total dividends and distributions		(.95	)		(1.11	)		(1.44	)		(1.58	)		(1.44	)
Net asset value, end of period		$  13.87			$  12.64			$  14.01			$  15.19			$  15.70
Market value, end of period		$  12.58			$  11.66			$  12.57			$  14.76			$  16.33
Premium/(Discount), end of period		(9.30	)%		(7.75	)%		(10.28	)%		(2.83	)%		4.01%
Total Return
Total investment return based on:(c)
Market value		16.47	%		2.20	%		(5.20	)%		0.37	%		19.40	%
Net asset value		18.46	%*		(0.59)	%		2.68	%		7.44	%		16.42	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,195,920			$1,090,255			$1,207,977			$1,309,518			$1,352,232
Ratio to average net assets of:
Expenses, net of waivers/reimbursements		1.04	%		1.01	%		1.01	%		.98	%		.98	%
Expenses, before waivers/reimbursement(d)		1.04	%		1.01	%		1.01	%		.98	%		.98	%
Net investment income		6.14	%		6.81	%		6.76	%		7.43	%		8.00	%
Portfolio turnover rate		48	%		42	%		48	%		36	%		38	%

See footnote summary on page 120.

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FINANCIAL HIGHLIGHTS (continued)

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

(a) Based on average shares outstanding.

(b) Amount is less than $0.005.

(c) Total investment return is calculated assuming a purchase of common stock on the opening of the first day and a sale on the closing of the last day of each period reported. Dividends and distributions, if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund’s Dividend Reinvestment Plan. Generally, total investment return based on net asset value will be higher than total investment return based on market value in periods where there is an increase in the discount or a decrease in the premium of the market value to the net asset value from the beginning to the end of such periods. Conversely, total investment return based on net asset value will be lower than total investment return based on market value in periods where there is a decrease in the discount or an increase in the premium of the market value to the net asset value from the beginning to the end of such periods. Total investment return calculated for a period of less than one year is not annualized.

(d) The expense ratios below exclude interest expense:

	Year Ended March 31,
	2017			2016			2015			2014			2013
Net of waivers/reimbursements		.99	%		.98	%		1.00	%		.97	%		.97	%
Before waivers/reimbursements		.99	%		.98	%		1.00	%		.97	%		.97	%

* Includes the impact of proceeds received and credited to the Fund resulting from class action settlements, which enhanced the performance of the Fund for the year ended March 31, 2017 by 0.01%.

See notes to financial statements.

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REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of

AllianceBernstein Global High Income Fund, Inc.

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of AllianceBernstein Global High Income Fund, Inc. (the “Fund”), as of March 31, 2017, and the related statements 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 audits 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 also 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 March 31, 2017 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 Global High Income Fund, Inc. at March 31, 2017, 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

May 25, 2017

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2017 FEDERAL TAX INFORMATION

(unaudited)

For Federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during the taxable year ended March 31, 2017. For corporate shareholders, 0.53% of dividends paid qualify for the dividends received deduction. For foreign shareholders, 59.97% of ordinary dividends paid may be considered to be qualifying to be taxed as interest-related dividends. For individual shareholders, the Fund designates 0.53% of dividends paid as qualified dividend income.

Shareholders should not use the above information to prepare their income tax returns. The information necessary to complete your income tax returns will be included with your Form 1099-DIV which will be sent to you separately in January 2018.

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ADDITIONAL INFORMATION

(unaudited)

AllianceBernstein Global High Income Fund

Shareholders whose shares are registered in their own names will automatically be participants in the Dividend Reinvestment Plan (the “Plan”), pursuant to which distributions to shareholders will be paid in or reinvested in additional shares of the Fund, unless they elect to receive cash. Computershare Trust Company N.A. (the “Agent”) will act as agent for participants under the Plan. Shareholders whose shares are held in the name of a broker or nominee should contact such broker or nominee to determine whether or how they may participate in the Plan.

If the Board declares a distribution payable either in shares or in cash, as holders of the Common Stock may have elected, non-participants in the Plan will receive cash and participants in the Plan will receive the equivalent in shares of Common Stock of the Fund valued as follows:

(i) If the shares of Common Stock are trading at net asset value or at a premium above net asset value at the time of valuation, the Fund will issue new shares at the greater of net asset value or 95% of the then current market price.

(ii) If the shares of Common Stock are trading at a discount from net asset value at the time of valuation, the Agent will receive the distribution in cash and apply it to the purchase of the Fund’s shares of Common Stock in the open market on the New York Stock Exchange or elsewhere, for the participants’ accounts. Such purchases will be made on or shortly after the payment date for such distribution and in no event more than 30 days after such date except where temporary curtailment or suspension of purchase is necessary to comply with Federal securities laws. If, before the Agent has completed its purchases, the market price exceeds the net asset value of a share of Common Stock, the average purchase price per share paid by the Agent may exceed the net asset value of the Fund’s shares of Common Stock, resulting in the acquisition of fewer shares than if the distribution had been paid in shares issued by the Fund.

The Agent will maintain all shareholders’ accounts in the Plan and furnish written confirmation of all transactions in the account, including information needed by shareholders for tax records. Shares in the account of each Plan participant will be held by the Agent in non-certificate form in the name of the participant, and each shareholder’s proxy will include those shares purchased or received pursuant to the Plan.

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ADDITIONAL INFORMATION (continued)

There will be no charges with respect to shares issued directly by the Fund to satisfy the dividend reinvestment requirements. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Agent’s open market purchases of shares.

The automatic reinvestment of distributions will not relieve participants of any income taxes that may be payable (or required to be withheld) on distributions.

Experience under the Plan may indicate that changes are desirable. Accordingly, the Fund reserves the right to amend or terminate the Plan as applied to any voluntary cash payments made and any dividend or distribution paid subsequent to written notice of the change sent to participants in the Plan at least 90 days before the record date for such dividend or distribution. The Plan may also be amended or terminated by the Agent on at least 90 days written notice to participants in the Plan. All correspondence concerning the Plan should be directed to the Agent at Computershare Trust Company N.A., P.O. Box 30170 College Point, TX 77842-3170.

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BOARD OF DIRECTORS

Marshall C. Turner, Jr.⁽¹⁾, Chairman

Michael J. Downey⁽¹⁾

William H. Foulk, Jr.⁽¹⁾

Nancy P. Jacklin⁽¹⁾

Robert M. Keith, President and Chief Executive Officer

Carol C. McMullen⁽¹⁾

Garry L. Moody⁽¹⁾

Earl D. Weiner⁽¹⁾

OFFICERS

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

Paul J. DeNoon⁽²⁾, Vice President

Gershon M. Distenfeld⁽²⁾, Vice President

Matthew S. Sheridan⁽²⁾, Vice President

Douglas J. Peebles⁽²⁾, Vice President

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Stephen M. Woetzel, Controller

Vincent S. Noto, Chief Compliance Officer

Administrator AllianceBernstein, L.P. 1345 Avenue of the Americas New York, NY 10105   Custodian and Accounting Agent Brown Brothers Harriman & Co. 50 Post Office Square Boston, MA 02110   Dividend Paying Agent, Transfer Agent and Registrar Computershare Trust Company, N.A. P.O. Box 30170 College Point, TX 77842-3170 Independent Registered Public Accounting Firm Ernst & Young LLP 5 Times Square New York, NY 10036   Legal Counsel Seward & Kissel LLP One Battery Park Plaza New York, NY 10004

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

2 The day-to-day management of, and investment decisions for, the Fund’s portfolio are made by the Global Fixed-Income: Emerging Market Investment Team. While all members of the team work jointly to determine the majority of the investment strategy including stock selection for the Fund, Messrs. Paul J. DeNoon, Gershon Distenfeld, Douglas J. Peebles, and Matthew S. Sheridan, members of the Global Fixed-Income: Emerging Market Investment Team, are primarily responsible for the day-to-day management of the Fund’s portfolio.

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940 that the Fund may purchase from time to time at market prices shares of its Common Stock in the open market.

This report, including the financial statements herein, is transmitted to the shareholders of AllianceBernstein Global High Income Fund for their information. The financial information included herein is taken from the records of the Fund. This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report.

Annual Certifications—As required, on April 27, 2017, the Fund submitted to the New York Stock Exchange (“NYSE”) the annual certification of the Fund’s Chief Executive Officer certifying that he is not aware of any violation of the NYSE’s Corporate Governance listing standards. The Fund also has included the certifications of the Fund’s Chief Executive Officer and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act of 2002 as exhibits to the Fund’s Form N-CSR filed with the Securities and Exchange Commission for the reporting period.

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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* AND AGE (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
INTERESTED DIRECTOR
Robert M. Keith, # 1345 Avenue of the Americas New York, NY 10105 57 (2009)	Senior Vice President of AllianceBernstein L.P. (the “Adviser”) and the head of AllianceBernstein Investments, Inc. (“ABI”) since July 2008; Director of ABI and President of the AB Mutual Funds. Previously, he served as Executive Managing Director of ABI from December 2006 to June 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, he was 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.		96	None

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS* AND AGE (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS
Marshall C. Turner, Jr., ## Chairman of the Board 75 (2006)	Private Investor since prior to 2012. Former Chairman and CEO of Dupont Photomasks, Inc. (components of semi-conductor manufacturing). He has extensive operating leadership, and venture capital investing experience, including five interim or full-time CEO roles, and prior service as general partner of institutional venture capital partnerships. He also has extensive non-profit board leadership experience, and currently serves on the boards of two education and science-related non-profit organizations. He has served as a director of one AB Fund since 1992, and director or trustee of multiple AB Funds since 2005. He has been Chairman of the AB Funds since January 2014, and Chairman of the Independent Directors Committee of such AB Funds since February 2014.		96	Xilinx, Inc. (programmable logic semi-conductors) since 2007
Michael J. Downey, ## 73 (2005)	Private Investor since prior to 2012. Formerly, managing partner of Lexington Capital, LLC (investment advisory firm) from December 1997 until December 2003. He served as a Director of Prospect Acquisition Corp. (financial services) from 2007 until 2009. From 1987 until 1993, Chairman and CEO of Prudential Mutual Fund Management, director of the Prudential mutual funds, and member of the Executive Committee of Prudential Securities Inc. He has served as a director or trustee of the AB Funds since 2005 and is a director and Chairman of one other registered investment company.		96	The Asia Pacific Fund, Inc. (registered investment company) since prior to 2012

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS* AND AGE (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
William H. Foulk, Jr., ## 84 (1993)	Investment Adviser and an Independent Consultant since prior to 2012. Previously, he was Senior Manager of Barrett Associates, Inc., a registered investment adviser. 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. He has served as a director or trustee of various AB Funds since 1983, and was Chairman of the Independent Directors Committees of the AB Funds from 2003 until early February 2014. He served as Chairman of such AB Funds from 2003 through December 2013. He is also active in a number of mutual fund related organizations and committees.		96	None

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS* AND AGE (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Nancy P. Jacklin, ## 69 (2006)	Private Investor since prior to 2012. Professorial Lecturer at the Johns Hopkins School of Advanced International Studies (2008-2015). U.S. Executive Director of the International Monetary Fund (which is responsible for ensuring the stability of the international monetary system), (December 2002-May 2006); Partner, Clifford Chance (1992-2002); Sector Counsel, International Banking and Finance, and Associate General Counsel, Citicorp (1985-1992); Assistant General Counsel (International), Federal Reserve Board of Governors (1982-1985); and Attorney Advisor, U.S. Department of the Treasury (1973-1982). Member of the Bar of the District of Columbia and of New York; and member of the Council on Foreign Relations. She has served as a director or trustee of the AB Funds since 2006 and has been Chairman of the Governance and Nominating Committees of the AB Funds since August 2014.		96	None

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS* AND AGE (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Carol C. McMullen, ## 61 (2016)	Managing Director of Slalom Consulting (consulting) since 2014, private investor and member of the Partners Healthcare Investment Committee. Formerly, Director of Norfolk & Dedham Group (mutual property and casualty insurance) from 2011 until November 2016; Director of Partners Community Physicians Organization (healthcare) from 2014 until December 2016; and Managing Director of The Crossland Group (consulting) from 2012 until 2013. She has held a number of senior positions in the asset and wealth management industries, including at Eastern Bank (where her roles included President of Eastern Wealth Management), Thomson Financial (Global Head of Sales for Investment Management), and Putnam Investments (where her roles included Head of Global Investment Research). She has served on a number of private company and nonprofit boards, and as a director or trustee of the AB Funds since June 2016.		96	None

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MANAGEMENT OF THE FUND (continued)

NAME, ADDRESS* AND AGE (YEAR FIRST ELECTED**)	PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS AND OTHER RELEVANT QUALIFICATIONS***	PORTFOLIOS IN FUND COMPLEX OVERSEEN BY DIRECTOR		OTHER PUBLIC COMPANY DIRECTORSHIPS CURRENTLY HELD BY DIRECTOR
DISINTERESTED DIRECTORS (continued)
Garry L. Moody, ## 65 (2008)	Independent Consultant. Formerly, Partner, Deloitte & Touche LLP (1995-2008) where he held a number of senior positions, including Vice Chairman, and U.S. and Global Investment Management Practice Managing Partner; President, Fidelity Accounting and Custody Services Company (1993-1995), where he was responsible for accounting, pricing, custody and reporting for the Fidelity mutual funds; and Partner, Ernst & Young LLP (1975-1993), where he served as the National Director of Mutual Fund Tax Services and Managing Partner of its Chicago Office Tax department. He is a member of the Trustee Advisory Board of BoardIQ, a biweekly publication focused on issues and news affecting directors of mutual funds. He has served as a director or trustee, and as Chairman of the Audit Committees, of the AB Funds since 2008.		96	None
Earl D. Weiner, ## 77 (2007)	Of Counsel, and Partner prior to January 2007, of the law firm Sullivan & Cromwell LLP and is a former member of the ABA Federal Regulation of Securities Committee Task Force to draft editions of the Fund Director’s Guidebook. He also serves as a director or trustee of various non-profit organizations and has served as Chairman or Vice Chairman of a number of them. He has served as a director or trustee of the AB Funds since 2007 and served as Chairman of the Governance and Nominating Committees of the AB Funds from 2007 until August 2014.		96	None

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MANAGEMENT OF THE FUND (continued)

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

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

*** The information above includes each Director’s principal occupation during the last five years and other information relating to the experience, attributes and skills relevant to each Director’s qualifications to serve as a Director, which lead to the conclusion that each Director should serve as a Director for the Fund.

# Mr. Keith is an “interested person” of the Fund, as defined in the 1940 Act, due to his position as a Senior Vice President of the Adviser.

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

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MANAGEMENT OF THE FUND (continued)

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 FIVE YEARS
Robert M. Keith, 57	President and Chief Executive Officer	See biography above.
Philip L. Kirstein, 72	Senior Vice President and Independent Compliance Officer	Senior Vice President and Independent Compliance Officer of the AB Mutual 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 March 2003.
Paul J. DeNoon, 55	Vice President	Senior Vice President of the Adviser**, with which he has been associated since prior to 2012.
Gershon M. Distenfeld 41	Vice President	Senior Vice President of the Adviser**, with which he has been associated since prior to 2012.
Matthew Sheridan 42	Vice President	Senior Vice President of the Adviser**, with which he has been associated since prior to 2012.
Douglas J. Peebles 51	Vice President	Senior Vice President of the Adviser**, with which he has been associated since prior to 2012.
Emilie D. Wrapp, 61	Secretary	Senior Vice President, Assistant General Counsel and Assistant Secretary of ABI**, with which she has been associated since prior to 2012.
Joseph J. Mantineo, 58	Treasurer and Chief Financial Officer	Senior Vice President of AllianceBernstein Investor Services, Inc. (“ABIS”)**, with which he has been associated since prior to 2012.
Stephen M. Woetzel, 44	Controller	Vice President of ABIS**, with which he has been associated since prior to 2012.
Vincent S. Noto 52	Chief Compliance Officer	Senior Vice President and Mutual Fund Chief Compliance Officer of the Adviser** since 2014. Prior thereto, he was Vice President and Director of Mutual Fund Compliance of the Adviser** prior to 2012.

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

** The Adviser, ABI and ABIS are affiliates of the Fund.

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Information Regarding the Review and Approval of the Fund’s Advisory and Administration Agreements

The disinterested directors (the “directors”) of AllianceBernstein Global High Income Fund, Inc. (the “Fund”) unanimously approved the continuance of the Fund’s Advisory Agreement with the Adviser and the continuance of the Fund’s Administration Agreement with the Adviser (in such capacity, the “Administrator”) at a meeting held on November 1-3, 2016 (the “Meeting”).

Prior to approval of the continuance of the Advisory Agreement and the Administration Agreement, the directors had requested from the Adviser, and received and evaluated, extensive materials. They reviewed the proposed continuance of the Advisory Agreement and Administration Agreement with the Adviser and with experienced counsel who are independent of the Adviser, who advised on the relevant legal standards. The directors also discussed the proposed continuances in private sessions with counsel and the Fund’s Senior Officer (who is also the Fund’s Independent Compliance 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 AB 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 Administrator to provide administrative services to the Fund and the overall arrangements (i) between the Fund and the Adviser, as provided in the Advisory Agreement, including the advisory fee and (ii) between the Fund and the Administrator, as provided in the Administration Agreement, including the administration 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

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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 and by the Administrator under the Administration Agreement, including the quality of the investment research capabilities of the Adviser and the other resources it has dedicated to performing services for the Fund and the resources the Administrator has devoted to providing services to 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 quality of administrative and other services, including the Adviser’s role in coordinating the activities of the Fund’s other service providers, also was 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 and the Administration Agreement.

Costs of Services Provided and Profitability

The directors reviewed a schedule of the revenues and expenses and related notes indicating the profitability of the Fund to the Adviser (including in its capacity as Administrator) for calendar years 2014 and 2015 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 noted the assumptions and methods of allocation used by the Adviser in preparing fund-specific profitability data and understood 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 subsidiary that provides shareholder services to the Fund. The directors recognized that it is difficult to make comparisons of the profitability of the Advisory Agreement with the profitability of fund advisory contracts for unaffiliated funds 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. The directors concluded that the Adviser’s level of profitability from its relationship with the Fund was not unreasonable.

Fall-Out Benefits

The directors considered the other benefits to the Adviser and its affiliates from their relationships with the Fund, including, but not limited to, benefits relating to shareholder servicing fees paid by the Fund to a wholly owned subsidiary of 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.

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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 Meeting, the directors reviewed information prepared by Broadridge Financial Solutions, Inc. (“Broadridge”), an analytical service that is not affiliated with the Adviser, showing the Fund’s performance against a peer group selected by Broadridge, and information prepared by the Adviser showing the Fund’s performance against a broad-based securities market index, in each case for the 1-, 3-, 5- and 10-year periods ended July 31, 2016. Based on their review, the directors concluded that the Fund’s investment performance was acceptable.

Advisory Fees and Other Expenses

The directors considered the latest fiscal year actual management fee rate paid by the Fund (combined advisory fee paid to the Adviser and administration fee paid to the Administrator) and information prepared by Broadridge concerning advisory fee rates paid by other funds in the same Broadridge category as the Fund. They compared the combined advisory and administration fees paid by the Fund to the advisory fees of other funds where there is no separate administrator. 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 directors compared the Fund’s latest fiscal year total management fee rate (combined advisory fee paid to the Adviser plus the administration fee paid to the Administrator) with a peer group median and a peer universe median. The directors noted that the total management fee rates were expressed as a percentage of net assets and would have been lower if expressed as a percentage of average total assets (i.e., net assets plus assets supported by leverage).

The directors also compared the Fund’s contractual advisory fee rate with the fee rate charged by the Adviser for advising an open-end high income fund that also invested globally, and noted historical differences in their fee structures.

The Adviser informed the directors that there were no institutional products managed by it that have a substantially similar investment style.

The directors also considered the total expense ratio of the Fund in comparison to a peer group and a peer universe selected by Broadridge. The expense ratio of the Fund was based on the Fund’s latest fiscal year. The directors noted that it was likely that the expense ratios of some of the other funds in the Fund’s Broadridge category were lowered by waivers or reimbursements by those funds’ investment advisers, which in some cases might be voluntary or temporary. The directors view expense ratio information

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as relevant to their evaluation of the Adviser’s services because the Adviser is responsible for coordinating services provided to the Fund by others. Based on their review, the directors concluded that the Fund’s expense ratio was acceptable.

Economies of Scale

The advisory fee schedule for the Fund does not contain breakpoints that reduce the fee rates on assets above specified levels. The directors considered that the Fund is a closed-end fixed-income fund and that it was not expected to have meaningful asset growth (absent a rights offering or an acquisition). In such circumstances, the directors did not view the potential for realization of economies of scale as the Fund’s assets grow to be a material factor in their deliberations. They noted that, if the Fund’s net assets were to increase materially, they would review whether potential economies of scale were being realized.

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SUMMARY OF GENERAL INFORMATION

Shareholder Information

The Fund distributes its daily net asset value (NAV) to various financial publications or independent organizations such as Lipper, Inc., Morningstar, Inc. and Bloomberg.

Weekly comparative net asset value and market price information about the Fund is published each Monday in The Wall Street Journal, each Saturday in Barron’s and other newspapers in a table called “Closed-End Funds.” Daily net asset value information and market price information and additional information regarding the Fund is available at www.alliancebernstein.com and at www.nyse.com.

Dividend Reinvestment Plan

If your shares are held in your own name, you will automatically be a participant in the Plan unless you elect to receive cash. If your shares are held in nominee or street name through a broker or nominee who provides this service, you will also automatically be a participant in the Plan. If your shares are held in the name of a broker or nominee who does not provide this service, you will need to instruct them to participate in the Plan on your behalf or your distributions will not be reinvested. In such case, you will receive your distributions in cash.

For questions concerning shareholder account information, or if you would like a brochure describing the Dividend Reinvestment Plan, please call Computershare Trust Company, N.A. at (800) 219-4218.

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This page is not part of the Shareholder Report or the Financial Statements

AB FAMILY OF FUNDS

US EQUITY

US CORE

Core Opportunities Fund

Select US Equity Portfolio

US GROWTH

Concentrated Growth Fund

Discovery Growth Fund

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

US VALUE

Discovery Value Fund

Equity Income Fund

Relative Value Fund¹

Small Cap Value Portfolio

Value Fund

INTERNATIONAL/ GLOBAL EQUITY

INTERNATIONAL/ GLOBAL CORE

Global Core Equity Portfolio

International Portfolio

International Strategic Core Portfolio

Sustainable Global Thematic Fund¹

Tax-Managed International Portfolio

INTERNATIONAL/ GLOBAL GROWTH

Concentrated International Growth Portfolio

International Growth Fund

INTERNATIONAL/ GLOBAL VALUE

Asia ex-Japan Equity Portfolio

International Value Fund

FIXED INCOME

MUNICIPAL

High Income Municipal Portfolio

Intermediate California Municipal Portfolio

Intermediate Diversified Municipal Portfolio

Intermediate New York Municipal Portfolio

Municipal Bond Inflation Strategy

Tax-Aware Fixed Income Portfolio

National Portfolio

Arizona Portfolio

California Portfolio

Massachusetts Portfolio

Minnesota Portfolio

New Jersey Portfolio

New York Portfolio

Ohio Portfolio

Pennsylvania Portfolio

Virginia Portfolio

TAXABLE

Bond Inflation Strategy

Global Bond Fund

High Income Fund

High Yield Portfolio

Income Fund

Intermediate Bond Portfolio

Limited Duration High Income Portfolio

Short Duration Portfolio

ALTERNATIVES

All Market Real Return Portfolio

Credit Long/Short Portfolio

Global Real Estate Investment Fund

Long/Short Multi-Manager Fund

ALTERNATIVES (continued)

Multi-Manager Alternative Strategies Fund

Select US Long/Short Portfolio

Unconstrained Bond Fund

MULTI-ASSET

All Market Income Portfolio

All Market Total Return Portfolio¹

Conservative Wealth Strategy

Emerging Markets Multi-Asset Portfolio

Global Risk Allocation Fund

Tax-Managed All Market Income Portfolio¹

Tax-Managed Wealth Appreciation Strategy

Wealth Appreciation Strategy

TARGET-DATE

Multi-Manager Select Retirement Allocation Fund

Multi-Manager Select 2010 Fund

Multi-Manager Select 2015 Fund

Multi-Manager Select 2020 Fund

Multi-Manager Select 2025 Fund

Multi-Manager Select 2030 Fund

Multi-Manager Select 2035 Fund

Multi-Manager Select 2040 Fund

Multi-Manager Select 2045 Fund

Multi-Manager Select 2050 Fund

Multi-Manager Select 2055 Fund

CLOSED-END FUNDS

Alliance California Municipal Income Fund

AllianceBernstein Global High Income Fund

AllianceBernstein National Municipal Income Fund

We also offer Government Exchange Reserves, which serves as the money market fund exchange vehicle for the AB mutual funds. An investment in Government Exchange Reserves 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.

Investors should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For copies of our prospectus or summary prospectus, which contain this and other information, visit us online at www.abfunds.com or contact your AB representative. Please read the prospectus and/or summary prospectus carefully before investing.

1 Prior to November 1, 2016, Sustainable Global Thematic Fund was named Global Thematic Growth Fund; prior to January 9, 2017, Relative Value Fund was named Growth & Income Fund; prior to April 17, 2017, Tax-Managed All Market Income Portfolio was named Tax-Managed Balanced Wealth Strategy; prior to April 24, 2017, All Market Total Return Portfolio was named Balanced Wealth Strategy.

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NOTES

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NOTES

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NOTES

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NOTES

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NOTES

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Privacy Policy Statement

AllianceBernstein and its affiliates (collectively “AllianceBernstein”) understand the importance of maintaining the confidentiality of their clients’ nonpublic personal information. Nonpublic personal information is personally identifiable financial information about our clients who are natural persons. To provide financial products and services to our clients, we may collect information about clients from a variety of sources, including: (1) account documentation, including applications or other forms, which may include information such as a client’s name, address, phone number, social security number, assets, income and other household information, (2) client transactions with us and others, such as account balances and transactions history, and (3) information from visitors to our websites provided through online forms, site visitorship data and online information-collecting devices known as “cookies.”

It is our policy not to disclose nonpublic personal information about our clients or former clients (collectively “clients”), except to our affiliates, or to others as permitted or required by law. From time to time, we may disclose nonpublic personal information that we collect about our clients to non-affiliated third parties, including those that perform transaction processing or servicing functions, those that provide marketing services for us or on our behalf pursuant to a joint marketing agreement or those that provide professional services to us under a professional services agreement, all of which require the third party provider to adhere to our privacy policy. We have policies and procedures to safeguard nonpublic personal information about our clients that include restricting access to nonpublic personal information and maintaining physical, electronic and procedural safeguards which comply with applicable standards.

It is also our policy to prohibit the sharing of our clients’ personal information among our affiliated group of investment, brokerage, service and insurance companies for the purpose of marketing their products or services to clients, except as permitted by law. This information includes, but is not limited to, a client’s income and account history.

We have policies and procedures to ensure that certain conditions are met before an AllianceBernstein affiliated company may use information obtained from another affiliate to solicit clients for marketing purposes.

ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

1345 Avenue of the Americas

New York, NY 10105

800 221 5672

GHI-0151-0317                

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., Garry L. Moody and Marshall C. Turner, Jr. 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 auditor 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 that issue quarterly 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 Global High Income Fund	2016	$	150,345	$	4,051	$	30,871
	2017	$	154,767	$	2,056	$	30,637

(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:

		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 Global High Income Fund	2016	$	489,067	$	34,922
				$	(4,051	)
				$	(30,871	)
	2017	$	710,983	$	32,693
				$	(2,056	)
				$	(30,637	)

(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.

The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The audit committee members are as follows:

Michael J. Downey William H. Foulk, Jr. Nancy P. Jacklin Gary. L Moody Marshall C. Turner, Jr. Earl D. Weiner

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.

Statement of Policies and Procedures for

Proxy Voting

INTRODUCTION

• As an investment adviser, we are shareholder advocates and have a fiduciary duty to make investment decisions that are in our clients’ best interests by maximizing the value of their shares. Proxy voting is an integral part of this process, through which we support strong corporate governance structures, shareholder rights, and transparency.

• We have an obligation to vote proxies in a timely manner and we apply the principles in this policy to our proxy decisions. We believe a company’s environmental, social and governance (“ESG”) practices may have a significant effect on the value of the company, and we take these factors into consideration when voting. For additional information regarding our ESG policies and practices, please refer to our firm’s Statement of Policy Regarding Responsible Investment (“RI Policy”).

• This Proxy Voting Policy (“Proxy Voting Policy” or “Policy”), which outlines our policies for proxy voting and includes a wide range of issues that often appear on proxies, applies to all of AB’s investment management subsidiaries and investment services groups investing on behalf of clients globally. It is intended for use by those involved in the proxy voting decision-making process and those responsible for the administration of proxy voting (“Proxy Managers”), in order to ensure that our proxy voting policies and procedures are implemented consistently.

• We sometimes manage accounts where proxy voting is directed by clients or newly-acquired subsidiary companies. In these cases, voting decisions may deviate from this Policy.

RESEARCH UNDERPINS DECISION MAKING

• As a research-driven firm, we approach our proxy voting responsibilities with the same commitment to rigorous research and engagement that we apply to all of our investment activities. The different investment philosophies utilized by our investment teams may occasionally result in different conclusions being drawn regarding certain proposals and, in turn, may result in the Proxy Manager making different voting decisions on the same proposal. Nevertheless, the Proxy Manager votes proxies with the goal of maximizing the value of the securities in client portfolios.

• In addition to our firm-wide proxy voting policies, we have a Proxy Committee, which provides oversight and includes senior investment professionals from Equities, Legal personnel and Operations personnel. It is the responsibility of the Proxy Committee to evaluate and maintain proxy voting procedures and guidelines, to evaluate proposals and issues not covered by these guidelines, to consider changes in policy, and to review the Proxy Voting Policy no less frequently than annually. In addition, the Proxy Committee meets at least three times a year and as necessary to address special situations.

RESEARCH SERVICES

• We subscribe to the corporate governance and proxy research services of Institutional Shareholder Services Inc. (“ISS”). All our investment professionals can access these materials via the Proxy Manager and/or Proxy Committee.

ENGAGEMENT

• In evaluating proxy issues and determining our votes, we welcome and seek out the points of view of various parties. Internally, the Proxy Manager may consult the Proxy Committee, Chief Investment Officers, Directors of Research, and/or Research Analysts across our equities platforms, and Portfolio Managers in whose managed accounts a stock is held. Externally, we may engage with companies in advance of their Annual General Meeting, and throughout the year. We believe engagement provides the opportunity to share our philosophy, our corporate governance values, and more importantly, affect positive change. Also, these meetings often are joint efforts between the investment professionals, who are best positioned to comment on company-specific details, and the Proxy Manager(s), who offer a more holistic view of governance practices and relevant trends. In addition, we engage with shareholder proposal proponents and other stakeholders to understand different viewpoints and objectives.

PROXY VOTING GUIDELINES

• Our proxy voting guidelines are both principles-based and rules-based. We adhere to a core set of principles that are described in this Proxy Voting Policy. We assess each proxy proposal in light of these principles. Our proxy voting “litmus test” will always be what we view as most likely to maximize long-term shareholder value. We believe that authority and accountability for setting and executing corporate policies, goals and compensation generally should rest with the board of directors and senior management. In return, we support strong investor rights that allow shareholders to hold directors and management accountable if they fail to act in the best interests of shareholders.

• With this as a backdrop, our proxy voting guidelines pertaining to specific issues are set forth below. We generally vote proposals in accordance with these guidelines but, consistent with our “principles-based” approach to proxy voting, we may deviate from the guidelines if warranted by the specific facts and circumstances of the situation (i.e., if, under the circumstances, we believe that deviating from our stated policy is necessary to help maximize long-term shareholder value). In addition, these guidelines are not intended to address all issues that may appear on all proxy ballots. We will evaluate on a case-by-case basis any proposal not specifically addressed by these guidelines, whether submitted by management or shareholders, always keeping in mind our fiduciary duty to make voting decisions that, by maximizing long-term shareholder value, are in our clients’ best interests.

1.1 BOARD AND DIRECTOR PROPOSALS

Board Diversity (SHP) CASE-BY-CASE

• Board diversity is increasingly an important topic. In a number of European countries, legislation requires a quota of female directors. Other European countries have a comply-or-explain policy. We believe diversity is broader than gender and should also take into consideration factors such as business experience, ethnicity, tenure and nationality. We evaluate these proposals on a case-by-case basis while examining if there are other general governance concerns.

Establish New Board Committees and Elect Board Members with Specific Expertise (SHP) CASE-BY-CASE

• We believe that establishing committees should be the prerogative of a well-functioning board of directors. However, we may support shareholder proposals to establish additional board committees to address specific shareholder issues, including ESG issues. We consider on a case-by-case basis proposals that require the addition of a board member with a specific area of expertise.

Changes in Board Structure and Amending the Articles of Incorporation FOR

• Companies may propose various provisions with respect to the structure of the board of directors, including changing the manner in which board vacancies are filled, directors are nominated and the number of directors. Such proposals may require amending the charter or by-laws or may otherwise require shareholder approval. When these proposals are not controversial or meant as an anti-takeover device, which is generally the case, we vote in their favor. However, if we believe a proposal is intended as an anti-takeover device and diminishes shareholder rights, we generally vote against.

• We may vote against directors for amending by-laws without seeking shareholder approval and/or restricting or diminishing shareholder rights.

Classified Boards AGAINST

• A classified board typically is divided into three separate classes. Each class holds office for a term of two or three years. Only a portion of the board can be elected or replaced each year. Because this type of proposal has fundamental anti-takeover implications, we oppose the adoption of classified boards unless there is a justifiable financial reason or an adequate sunset provision exists. However, where a classified board already exists, we will not oppose directors who sit on such boards for that reason. We will vote against directors that fail to implement shareholder approved proposals to declassify boards.

Director Liability and Indemnification CASE-BY-CASE

• Some companies argue that increased indemnification and decreased liability for directors are important to ensure the continued availability of competent directors. However, others argue that the risk of such personal liability minimizes the propensity for corruption and recklessness.

• We generally support indemnification provisions that are consistent with the local jurisdiction in which the company has been formed. We vote in favor of proposals adopting indemnification for directors with respect to acts conducted in the normal course of business. We also vote in favor of proposals that expand coverage for directors and officers where, despite an unsuccessful legal defense, we believe the director or officer acted in good faith and in the best interests of the company. We oppose indemnification for gross negligence.

Disclose CEO Succession Plan (SHP) FOR

• Proposals like these are often suggested by shareholders of companies with long-tenured CEOs and/or high employee turnover rates. Even though some markets might not require the disclosure of a CEO succession plan, we do think it is good business practice and will support these proposals.

Election of Directors FOR

• The election of directors is an important vote. We expect directors to represent shareholder interests at the company and maximize shareholder value. We generally vote in favor of the management-proposed slate of directors while considering a number of factors, including local market best practice. We believe companies should have a majority of independent directors and independent key committees. However, we will incorporate local market regulation and corporate governance codes into our decision making. We may support more progressive requirements than those implemented in a local market if we believe more progressive requirements may improve corporate governance practices. We will generally regard a director as independent if the director satisfies the criteria for independence (i) espoused by the primary exchange on which the company’s shares are traded, or (ii) set forth in the code we determine to be best practice in the country where the subject company is domiciled. We consider the election of directors who are “bundled” on a single slate on a case-by-case basis considering the amount of information available and an assessment of the group’s qualifications.

• In addition:

We believe that directors have a duty to respond to shareholder actions that have received significant shareholder support. We may vote against directors (or withhold votes for directors if plurality voting applies) who fail to act on key issues, such as failure to implement proposals to declassify boards, failure to implement a majority vote requirement, failure to submit a rights plan to a shareholder vote and failure to act on tender offers where a majority of shareholders have tendered their shares (provided we supported, or would have supported, the original proposal).

We oppose directors who fail to attend at least 75% of board meetings within a given year without a reasonable excuse.

We may consider the number of boards on which a director sits and/or their length of service on a particular board.

We may abstain or vote against (depending on a company’s history of disclosure in this regard) directors of issuers where there is insufficient information about the nominees disclosed in the proxy statement.

We may vote against directors for poor compensation practices.

We may vote against directors for not representing shareholder interests and maximizing long-term shareholder value

• We also may consider engaging company management (by phone, in writing and in person), until any issues have been satisfactorily resolved.

        Controlled Company Exemption CASE-BY-CASE

In certain markets, a different standard for director independence may be applicable for controlled companies, which are companies where more than 50% of the voting power is held by an individual, group or another company, or as otherwise defined by local market standards. We may take these local standards into consideration when determining the appropriate level of independence required for the board and key committees.

Exchanges in certain jurisdictions do not have a controlled company exemption (or something similar). In such a jurisdiction, if a company has a majority shareholder or group of related majority shareholders with a majority economic interest, we generally will not oppose that company’s directors simply because the board does not include a majority of independent members, although we may take local standards into consideration when determining the appropriate level of independence required for the board and key committees. We will, however, consider these directors in a negative light if the company has a history of violating the rights of minority shareholders.

        Voting for Director Nominees in a Contested Election CASE-BY-CASE

Votes in a contested election of directors are evaluated on a case-by-case basis with the goal of maximizing shareholder value.

Independent Lead Director (SHP) FOR

• We support shareholder proposals that request a company to amend its by-laws to establish an independent lead director, if the positions of chairman and CEO are not separated. We view the existence of a strong independent lead director, whose role is robust and includes clearly defined duties and responsibilities, such as the authority to call meetings and approve agendas, as a good example of the sufficient counter-balancing governance. If a company has such an independent lead director in place, we will generally oppose a proposal to separate the positions of chairman and CEO, barring any additional board leadership concerns.

Limit Term of Directorship (SHP) CASE-BY-CASE

• These proposals seek to limit the term during which a director may serve on a board to a set number of years.

• Accounting for local market practice, we generally consider a number of factors, such as overall level of board independence, director qualifications, tenure, board diversity and board effectiveness in representing our interests as shareholders, in assessing whether limiting directorship terms is in shareholders’ best interests. Accordingly, we evaluate these items case-by-case.

Majority of Independent¹ Directors (SHP) FOR

• Each company’s board of directors has a duty to act in the best interest of the company’s shareholders at all times. We believe that these interests are best served by having directors who bring objectivity to the company and are free from potential conflicts of interests. Accordingly, we support proposals seeking a majority of independent directors on the board while taking into consideration local market regulation and corporate governance codes.

Majority of Independent Directors on Key Committees (SHP) FOR

• In order to ensure that those who evaluate management’s performance, recruit directors and set management’s compensation are free from conflicts of interests, we believe that the audit², nominating/governance, and compensation committees should be composed of a majority of independent directors while taking into consideration local market regulation and corporate governance codes.

Majority Votes for Directors (SHP) FOR

• We believe that good corporate governance requires shareholders to have a meaningful voice in the affairs of the company. This objective is strengthened if directors are elected by a majority of votes cast at an annual meeting rather than by the plurality method commonly used. With plurality voting a director could be elected by a single affirmative vote even if the rest of the votes were withheld.

• We further believe that majority voting provisions will lead to greater director accountability. Therefore, we support shareholder proposals that companies amend their by-laws to provide that director nominees be elected by an affirmative vote of a majority of the votes cast, provided the proposal includes a carve-out to provide for plurality voting in contested elections where the number of nominees exceeds the number of directors to be elected.

Removal of Directors Without Cause (SHP) FOR

• Company by-laws sometimes define cause very narrowly, including only conditions of criminal indictment, final adverse adjudication that fiduciary duties were breached or incapacitation, while also providing shareholders with the right to remove directors only upon “cause”.

• We believe that the circumstances under which shareholders have the right to remove directors should not be limited to those traditionally defined by companies as “cause”. We also believe that shareholders should have the right to conduct a vote to remove directors who fail to perform in a manner consistent with their fiduciary duties or representative of shareholders’ best interests. And, while we would prefer shareholder proposals that seek to broaden the definition of “cause” to include situations like these, we generally support proposals that would provide shareholders with the right to remove directors without cause.

Require Independent Board Chairman (SHP) CASE-BY-CASE

• We believe there can be benefits to having the positions of chairman and CEO combined as well as split. When the position is combined the company must have sufficient counter-balancing governance in place, generally through a strong independent lead director. Also, for companies with smaller market capitalizations, separate chairman and CEO positions may not be practical.

Require Two Candidates for Each Board Seat (SHP) AGAINST

• We believe that proposals like these are detrimental to a company’s ability to attract highly qualified candidates. Accordingly, we oppose them.

¹  For purposes of this Policy, generally, we will consider a director independent if the director satisfies the independence definition set forth in the listing standards of the exchange on which the common stock is listed. However, we may deem local independence classification criteria insufficient.

²  Pursuant to the SEC rules, adopted pursuant to the Sarbanes-Oxley Act of 2002, as of October 31, 2004, each U.S. listed issuer must have a fully independent audit committee.

1.2 COMPENSATION PROPOSALS

Elimination of Single-Trigger Change in Control Agreements (SHP) FOR

• Companies sometimes include single trigger change in control provisions (e.g., a provision stipulating that an employee’s unvested equity awards become fully vested upon a change in control of the company without any additional requirement) in employment agreements and compensation plans.

• We may oppose directors who establish these provisions, or we may oppose compensation plans that include them. We will support shareholder proposals calling for future employment agreements and compensation plans to include double trigger change in control provisions (e.g., a provision stipulating that an employee’s unvested equity awards become fully vested only after a change in control of the company and termination of employment).

Pro Rata Vesting of Equity Compensation Awards-Change in Control (SHP) CASE-BY-CASE

• We examine proposals on the treatment of equity awards in the event of a change in control on a case-by-case basis. If a change in control is accompanied by termination of employment, often referred to as a double-trigger, we generally support accelerated vesting of equity awards. If, however, there is no termination agreement in connection with a change in control, often referred to as a single-trigger, we generally prefer pro rata vesting of outstanding equity awards.

Adopt Policies to Prohibit any Death Benefits to Senior Executives (SHP) AGAINST

• We view these bundled proposals as too restrictive and conclude that blanket restrictions on any and all such benefits, including the payment of life insurance premiums for senior executives, could put a company at a competitive disadvantage.

Advisory Vote to Ratify Directors’ Compensation (SHP) FOR

• Similar to advisory votes on executive compensation, shareholders may request a non-binding advisory vote to approve compensation given to board members. We generally support this item.

Amend Executive Compensation Plan Tied to Performance (Bonus Banking) (SHP) AGAINST

• These proposals seek to force a company to amend executive compensation plans such that compensation awards tied to performance are deferred for shareholder specified and extended periods of time. As a result, awards may be adjusted downward if performance goals achieved during the vesting period are not sustained during the added deferral period.

• We believe that most companies have adequate vesting schedules and clawbacks in place. Under such circumstances, we will oppose these proposals. However, if a company does not have what we believe to be adequate vesting and/or clawback requirements, we decide these proposals on a case-by-case basis.

Approve Remuneration for Directors and Auditors CASE-BY-CASE

• We will vote on a case-by-case basis where we are asked to approve remuneration for directors or auditors. However, where disclosure relating to the details of such remuneration is inadequate or provided without sufficient time for us to consider our vote, we may abstain or vote against, depending on the adequacy of the company’s prior disclosures in this regard and the local market practice.

Approve Remuneration Reports and Policies CASE-BY-CASE

• In certain markets, (e.g., Australia, Canada, Germany and the United States), publicly traded issuers are required by law to submit their company’s remuneration report to a non-binding shareholder vote. The report contains, among other things, the nature and amount of the compensation of the directors and certain executive officers as well as a discussion of the company’s performance. In other markets, remuneration policy resolutions are binding.

• We evaluate remuneration reports and policies on a case-by-case basis, taking into account the reasonableness of the company’s compensation structure and the adequacy of the disclosure. Where a compensation plan permits retesting of performance-based awards, we will consider the specific terms of the plan, including the volatility of the industry and the number and duration of the retests. We may abstain or vote against a plan if disclosure of the remuneration details is inadequate or the report is not provided to shareholders with sufficient time prior to the meeting to consider its terms.

• In markets where remuneration reports are not required for all companies, we will support shareholder proposals asking the board to adopt a policy (i.e., “say on pay”) that the company’s shareholders be given the opportunity to vote on an advisory resolution to approve the compensation committee’s report. Although say on pay votes are by nature only broad indications of shareholder views, they do lead to more compensation-related dialogue between management and shareholders and help ensure that management and shareholders meet their common objective: maximizing the value of the company.

Approve Retirement Bonuses for Directors (Japan and South Korea) CASE-BY-CASE

• Retirement bonuses are customary in Japan and South Korea. Companies seek approval to give the board authority to grant retirement bonuses for directors and/or auditors and to leave the exact amount of bonuses to the board’s discretion. We will analyze such proposals on a case-by-case basis, considering management’s commitment to maximizing long-term shareholder value. However, when the details of the retirement bonus are inadequate or undisclosed, we may abstain or vote against.

Approve Special Payments to Continuing Directors and Auditors (Japan) CASE-BY-CASE

• In conjunction with the abolition of a company’s retirement allowance system, we will generally support special payment allowances for continuing directors and auditors if there is no evidence of their independence becoming impaired. However, when the details of the special payments are inadequate or undisclosed, we may abstain or vote against.

Disclose Executive and Director Pay (SHP) CASE-BY-CASE

• In December 2006 and again in February 2010, the SEC adopted rules requiring increased and/or enhanced compensation-related and corporate governance-related disclosure in proxy statements and Forms 10-K. Similar steps have been taken by regulators in foreign jurisdictions. We believe the rules enacted by the SEC and various foreign regulators generally ensure more complete and transparent disclosure. Therefore, while we will consider them on a case-by-case basis (analyzing whether there are any relevant disclosure concerns), we generally vote against shareholder proposals seeking additional disclosure of executive and director compensation, including proposals that seek to specify the measurement of performance-based compensation, if the company is subject to SEC rules or similar rules espoused by a regulator in a foreign jurisdiction. Similarly, we generally support proposals seeking additional disclosure of executive and director compensation if the company is not subject to any such rules.

Executive and Employee Compensation Plans CASE-BY-CASE

• Executive and employee compensation plans (“Compensation Plans”) usually are complex and are a major corporate expense, so we evaluate them carefully and on a case-by-case basis. In all cases, however, we assess each proposed Compensation Plan within the framework of four guiding principles, each of which ensures a company’s Compensation Plan helps to align the long-term interests of management with shareholders:

Valid measures of business performance tied to the firm’s strategy and shareholder value creation, which are clearly articulated and incorporate appropriate time periods, should be utilized;

Compensation costs should be managed in the same way as any other expense;

Compensation should reflect management’s handling, or failure to handle, any recent social, environmental, governance, ethical or legal issue that had a significant adverse financial or reputational effect on the company; and

In granting compensatory awards, management should exhibit a history of integrity and decision-making based on logic and well thought out processes.

• Where disclosure relating to the details of Compensation Plans is inadequate or provided without sufficient time for us to consider our vote, we may abstain or vote against, depending on the adequacy of the company’s prior disclosures in this regard. Where appropriate, we may raise the issue with the company directly or take other steps.

Limit Executive Pay (SHP) CASE-BY-CASE

• We believe that management and directors, within reason, should be given latitude in determining the mix and types of awards offered to executive officers. We vote against shareholder proposals seeking to limit executive pay if we deem them too restrictive. Depending on our analysis of the specific circumstances, we are generally against requiring a company to adopt a policy prohibiting tax gross up payments to senior executives.

Mandatory Holding Periods (SHP) AGAINST

• We generally vote against shareholder proposals asking companies to require a company’s executives to hold stock for a specified period of time after acquiring that stock by exercising company-issued stock options (i.e., precluding “cashless” option exercises), unless we believe implementing a mandatory holding period is necessary to help resolve underlying problems at a company that have hurt, and may continue to hurt, shareholder value.

Performance-Based Stock Option Plans (SHP) CASE-BY-CASE

• These shareholder proposals require a company to adopt a policy that all or a portion of future stock options granted to executives be performance-based. Performance-based options usually take the form of indexed options (where the option sale price is linked to the company’s stock performance versus an industry index), premium priced options

(where the strike price is significantly above the market price at the time of the grant) or performance vesting options (where options vest when the company’s stock price exceeds a specific target). Proponents argue that performance-based options provide an incentive for executives to outperform the market as a whole and prevent management from being rewarded for average performance. We believe that management, within reason, should be given latitude in determining the mix and types of awards it offers. However, we recognize the benefit of linking a portion of executive compensation to certain types of performance benchmarks. While we will not support proposals that require all options to be performance-based, we will generally support proposals that require a portion of options granted to senior executives be performance-based. However, because performance-based options can also result in unfavorable tax treatment and the company may already have in place an option plan that sufficiently ties executive stock option plans to the company’s performance, we will consider such proposals on a case-by-case basis.

Prohibit Relocation Benefits to Senior Executives (SHP) AGAINST

• We do not consider such perquisites to be problematic pay practices as long as they are properly disclosed. Therefore we will vote against shareholder proposals asking to prohibit relocation benefits.

Recovery of Performance-Based Compensation (SHP) FOR

• We generally support shareholder proposals requiring the board to seek recovery of performance-based compensation awards to senior management and directors in the event of a financial restatement (whether for fraud or other reasons) that resulted in their failure to achieve past performance targets. In deciding how to vote, we consider the adequacy of existing company clawback policy, if any.

Submit Golden Parachutes/Severance Plans to a Shareholder Vote (SHP) FOR

• Golden Parachutes assure key officers of a company lucrative compensation packages if the company is acquired and/or if the new owners terminate such officers. We recognize that offering generous compensation packages that are triggered by a change in control may help attract qualified officers. However, such compensation packages cannot be so excessive that they are unfair to shareholders or make the company unattractive to potential bidders, thereby serving as a constructive anti-takeover mechanism. Accordingly, we support proposals to submit severance plans (including supplemental retirement plans), to a shareholder vote, and we review proposals to ratify or redeem such plans retrospectively on a case-by-case basis.

Submit Golden Parachutes/Severance Plans to a Shareholder Vote Prior to Their Being Negotiated by Management (SHP) CASE-BY-CASE

• We believe that in order to attract qualified employees, companies must be free to negotiate compensation packages without shareholder interference. However, shareholders must be given an opportunity to analyze a compensation plan’s final, material terms in order to ensure it is within acceptable limits. Accordingly, we evaluate proposals that require submitting severance plans and/or employment contracts for a shareholder vote prior to being negotiated by management on a case-by-case basis.

Submit Survivor Benefit Compensation Plan to Shareholder Vote (SHP) FOR

• Survivor benefit compensation plans, or “golden coffins”, can require a company to make substantial payments or awards to a senior executive’s beneficiaries following the death of the senior executive. The compensation can take the form of unearned salary or bonuses, accelerated vesting or the continuation in force of unvested equity grants, perquisites and other payments or awards. This compensation would not include compensation that the senior executive chooses to defer during his or her lifetime.

• We recognize that offering generous compensation packages that are triggered by the passing of senior executives may help attract qualified officers. However, such compensation packages cannot be so excessive that they are unfair to shareholders or make the company unattractive to potential bidders, thereby serving as a constructive anti-takeover mechanism.

1.3 CAPITAL CHANGES AND ANTI-TAKEOVER PROPOSALS

Amend Exclusive Forum Bylaw (SHP) AGAINST

• We will generally oppose proposals that ask the board to repeal the company’s exclusive forum bylaw. Such bylaws require certain legal action against the company to take place in the state of the company’s incorporation. The courts within the state of incorporation are considered best suited to interpret that state’s laws.

Amend Net Operating Loss (“NOL”) Rights Plans FOR

• NOL Rights Plans are established to protect a company’s net operating loss carry forwards and tax credits, which can be used to offset future income. We believe this is a reasonable strategy for a company to employ. Accordingly, we will vote in favor of NOL Rights Plans unless we believe the terms of the NOL Rights Plan may provide for a long-term anti-takeover device.

Authorize Share Repurchase FOR

• We generally support share repurchase proposals that are part of a well-articulated and well-conceived capital strategy. We assess proposals to give the board unlimited authorization to repurchase shares on a case-by-case basis. Furthermore, we would generally support the use of derivative instruments (e.g., put options and call options) as part of a share repurchase plan absent a compelling reason to the contrary. Also, absent a specific concern at the company, we will generally support a repurchase plan that could be continued during a takeover period.

Blank Check Preferred Stock AGAINST

• Blank check preferred stock proposals authorize the issuance of certain preferred stock at some future point in time and allow the board to establish voting, dividend, conversion and other rights at the time of issuance. While blank check preferred stock can provide a corporation with the flexibility needed to meet changing financial conditions, it also may be used as the vehicle for implementing a “poison pill” defense or some other entrenchment device.

• We are concerned that, once this stock has been authorized, shareholders have no further power to determine how or when it will be allocated. Accordingly, we generally oppose this type of proposal.

Corporate Restructurings, Merger Proposals and Spin-Offs CASE-BY-CASE

• Proposals requesting shareholder approval of corporate restructurings, merger proposals and spin-offs are determined on a case-by-case basis. In evaluating these proposals and determining our votes, we are singularly focused on meeting our goal of maximizing long-term shareholder value.

Elimination of Preemptive Rights CASE-BY-CASE

• Preemptive rights allow the shareholders of the company to buy newly-issued shares before they are offered to the public in order to maintain their percentage ownership. We believe that, because preemptive rights are an important shareholder right, careful scrutiny must be given to management’s attempts to eliminate them. However, because preemptive rights can be prohibitively expensive to widely-held companies, the benefit of such rights will be weighed against the economic effect of maintaining them.

Expensing Stock Options (SHP) FOR

• US generally-accepted accounting principles require companies to expense stock options, as do the accounting rules in many other jurisdictions (including those jurisdictions that have adopted IFRS — international financial reporting standards). If a company is domiciled in a jurisdiction where the accounting rules do not already require the expensing of stock options, we will support shareholder proposals requiring this practice and disclosing information about it.

Fair Price Provisions CASE-BY-CASE

• A fair price provision in the company’s charter or by laws is designed to ensure that each shareholder’s securities will be purchased at the same price if the corporation is acquired under a plan not agreed to by the board. In most instances, the provision requires that any tender offer made by a third party must be made to all shareholders at the same price.

• Fair pricing provisions attempt to prevent the “two tiered front loaded offer” where the acquirer of a company initially offers a premium for a sufficient percentage of shares of the company to gain control and subsequently makes an offer for the remaining shares at a much lower price. The remaining shareholders have no choice but to accept the offer. The two tiered approach is coercive as it compels a shareholder to sell his or her shares immediately in order to receive the higher price per share. This type of tactic has caused many states to adopt fair price provision statutes to restrict this practice.

• We consider fair price provisions on a case-by-case basis. We oppose any provision where there is evidence that management intends to use the provision as an anti-takeover device as well as any provision where the shareholder vote requirement is greater than a majority of disinterested shares (i.e., shares beneficially owned by individuals other than the acquiring party).

Increase Authorized Common Stock CASE-BY-CASE

• In general we regard increases in authorized common stock as serving a legitimate corporate purpose when used to: implement a stock split, aid in a recapitalization or acquisition, raise needed capital for the firm, or provide for employee savings plans, stock option plans or executive compensation plans. That said, we may oppose a particular proposed increase if we consider the authorization likely to lower the share price (this would happen, for example, if the firm were proposing to use the proceeds to overpay for an acquisition, to invest in a project unlikely to earn the firm’s cost of capital, or to compensate employees well above market rates). We oppose increases in authorized common stock where there is evidence that the shares are to be used to implement a “poison pill” or another form of anti-takeover

device, or if the issuance of new shares would, in our judgment, excessively dilute the value of the outstanding shares upon issuance. In addition, a satisfactory explanation of a company’s intentions—going beyond the standard “general corporate purposes”—must be disclosed in the proxy statement for proposals requesting an increase of greater than 100% of the shares outstanding. We view the use of derivatives, particularly warrants, as legitimate capital-raising instruments and apply these same principles to their use as we do to the authorization of common stock. Under certain circumstances where we believe it is important for shareholders to have an opportunity to maintain their proportional ownership, we may oppose proposals requesting shareholders approve the issuance of additional shares if those shares do not include preemptive rights.

• In Hong Kong, it is common for companies to request board authority to issue new shares up to 20% of outstanding share capital. The authority typically lapses after one year. We may vote against plans that do not prohibit issuing shares at a discount, taking into account whether a company has a history of doing so.

Issuance of Equity Without Preemptive Rights FOR

• We are generally in favor of issuances of equity without preemptive rights of up to 30% of a company’s outstanding shares unless there is concern that the issuance will be used in a manner that could hurt shareholder value (e.g., issuing the equity at a discount from the current market price or using the equity to help create a “poison pill” mechanism).

Issuance of Stock with Unequal Voting Rights CASE-BY-CASE

• Unequal voting rights plans are designed to reduce the voting power of existing shareholders and concentrate a significant amount of voting power in the hands of management. In the majority of instances, they serve as an effective deterrent to takeover attempts. These structures, however, may be beneficial, allowing management to focus on longer-term value creation, which benefits all shareholders. We evaluate these proposals on a case-by-case basis and take into consideration the alignment of management incentives with appropriate performance, metrics, and the effectiveness of the company’s strategy.

Net Long Position Requirement FOR

• We support proposals that require the ownership level needed to call a special meeting to be based on the net long position of a shareholder or shareholder group. This standard ensures that a significant economic interest accompanies the voting power.

Reincorporation CASE-BY-CASE

• There are many valid business reasons a corporation may choose to reincorporate in another jurisdiction. We perform a case-by-case review of such proposals, taking into consideration management’s stated reasons for the proposed move.

• Careful scrutiny also will be given to proposals that seek approval to reincorporate in countries that serve as tax havens. When evaluating such proposals, we consider factors such as the location of the company’s business, the statutory protections available in the country to enforce shareholder rights and the tax consequences of the reincorporation to shareholders.

Reincorporation to Another Jurisdiction to Permit Majority Voting or Other Changes in Corporate Governance (SHP) CASE-BY-CASE

• If a shareholder proposes that a company move to a jurisdiction where majority voting (among other shareholder-friendly conditions) is permitted, we will generally oppose the move notwithstanding the fact that we favor majority voting for directors. Our rationale is that the legal costs, taxes, other expenses and other factors, such as business disruption, in almost all cases would be material and outweigh the benefit of majority voting. If, however, we should find that these costs are not material and/or do not outweigh the benefit of majority voting, we may vote in favor of this kind of proposal. We will evaluate similarly proposals that would require reincorporation in another state to accomplish other changes in corporate governance.

Stock Splits FOR

• Stock splits are intended to increase the liquidity of a company’s common stock by lowering the price, thereby making the stock seem more attractive to small investors. We generally vote in favor of stock split proposals.

Submit Company’s Shareholder Rights Plan to Shareholder Vote (SHP) FOR

• Most shareholder rights plans (also known as “poison pills”) permit the shareholders of a target company involved in a hostile takeover to acquire shares of the target company, the acquiring company, or both, at a substantial discount once a “triggering event” occurs. A triggering event is usually a hostile tender offer or the acquisition by an

outside party of a certain percentage of the target company’s stock. Because most plans exclude the hostile bidder from the purchase, the effect in most instances is to dilute the equity interest and the voting rights of the potential acquirer once the plan is triggered. A shareholder rights plan is designed to discourage potential acquirers from acquiring shares to make a bid for the issuer. We believe that measures that impede takeovers or entrench management not only infringe on the rights of shareholders but also may have a detrimental effect on the value of the company.

• We support shareholder proposals that seek to require the company to submit a shareholder rights plan to a shareholder vote. We evaluate on a case-by-case basis proposals to implement or eliminate a shareholder rights plan.

Transferrable Stock Options CASE-BY-CASE

• In cases where a compensation plan includes a transferable stock option program, we will consider the plan on a case-by-case basis.

• These programs allow stock options to be transferred to third parties in exchange for cash or stock. In effect, management becomes insulated from the downside risk of holding a stock option, while the ordinary shareholder remains exposed to downside risk. This insulation may unacceptably remove management’s exposure to downside risk, which significantly misaligns management and shareholder interests. Accordingly, we generally vote against these programs if the transfer can be executed without shareholder approval, is available to executive officers or non-employee directors, or we consider the available disclosure relating to the mechanics and structure of the program to be insufficient to determine the costs, benefits and key terms of the program.

1.4 AUDITOR PROPOSALS

Appointment of Auditors FOR

• We believe that the company is in the best position to choose its accounting firm, and we generally support management’s recommendation.

• We recognize that there may be inherent conflicts when a company’s independent auditors perform substantial non-audit related services for the company. Therefore, in reviewing a proposed auditor, we will consider the amount of fees paid for non-audit related services performed compared to the total audit fees paid by the company to the auditing firm, and whether there are any other reasons for us to question the independence or performance of the firm’s auditor such as, for example, tenure. We generally will deem as excessive the non-audit fees paid by a company to its auditor if those fees account for 50% or more of total fees paid. In the UK market, which utilizes a different calculation, we adhere to a non-audit fee cap of 100% of audit fees. Under these circumstances, we generally vote against the auditor and the directors, in particular the members of the company’s audit committee. In addition, we generally vote against authorizing the audit committee to set the remuneration of such auditors. We exclude from this analysis non-audit fees related to IPOs, bankruptcy emergence, and spin-offs and other extraordinary events. We may vote against or abstain due to a lack of disclosure of the name of the auditor while taking into account local market practice.

Approval of Financial Statements FOR

• In some markets, companies are required to submit their financial statements for shareholder approval. This is generally a routine item and, as such, we will vote for the approval of financial statements unless there are appropriate reasons to vote otherwise. We may vote against if the information is not available in advance of the meeting.

Approval of Internal Statutory Auditors FOR

• Some markets (e.g., Japan) require the annual election of internal statutory auditors. Internal statutory auditors have a number of duties, including supervising management, ensuring compliance with the articles of association and reporting to a company’s board on certain financial issues. In most cases, the election of internal statutory auditors is a routine item and we will support management’s nominee provided that the nominee meets the regulatory requirements for serving as internal statutory auditors. However, we may vote against nominees who are designated independent statutory auditors who serve as executives of a subsidiary or affiliate of the issuer or if there are other reasons to question the independence of the nominees.

Limitation of Liability of External Statutory Auditors (Japan) CASE-BY-CASE

• In Japan, companies may limit the liability of external statutory auditors in the event of a shareholder lawsuit through any of three mechanisms: (i) submitting the proposed limits to shareholder vote; (ii) setting limits by modifying the company’s articles of incorporation; and (iii) setting limits in contracts with outside directors, outside statutory auditors and external audit firms (requires a modification to the company’s articles of incorporation). A vote by 3% or more of shareholders can nullify a limit set through the second mechanism. The third mechanism has historically been the most prevalent.

• We review proposals to set limits on auditor liability on a case-by-case basis, considering whether such a provision is necessary to secure appointment and whether it helps to maximize long-term shareholder value.

Separating Auditors and Consultants (SHP) CASE-BY-CASE

• We believe that a company serves its shareholders’ interests by avoiding potential conflicts of interest that might interfere with an auditor’s independent judgment. SEC rules adopted as a result of the Sarbanes-Oxley Act of 2002 attempted to address these concerns by prohibiting certain services by a company’s independent auditors and requiring additional disclosure of others services.

• We evaluate on a case-by-case basis proposals that go beyond the SEC rules or other local market standards by prohibiting auditors from performing other non-audit services or calling for the board to adopt a policy to ensure auditor independence.

• We take into consideration the policies and procedures the company already has in place to ensure auditor independence and non-audit fees as a percentage of total fees paid to the auditor are not excessive.

1.5 SHAREHOLDER ACCESS AND VOTING PROPOSALS

A Shareholder’s Right to Call Special Meetings (SHP) FOR

• Most state corporation statutes (though not Delaware, where many US issuers are domiciled) allow shareholders to call a special meeting when they want to take action on certain matters that arise between regularly-scheduled annual meetings. This right may apply only if a shareholder, or a group of shareholders, owns a specified percentage, often 10% of the outstanding shares.

• We recognize the importance of the right of shareholders to remove poorly-performing directors, respond to takeover offers and take other actions without having to wait for the next annual meeting. However, we also believe it is important to protect companies and shareholders from nuisance proposals. We further believe that striking a balance between these competing interests will maximize shareholder value. We believe that encouraging active share ownership among shareholders generally is beneficial to shareholders and helps maximize shareholder value. Accordingly, we will generally support a proposal to call a special meeting if the proposing shareholder owns, or the proposing shareholders as a group own, 5% or more of the outstanding voting equity of the company.

Adopt Cumulative Voting (SHP) CASE-BY-CASE

• Cumulative voting is a method of electing directors that enables each shareholder to multiply the number of his or her shares by the number of directors being considered. A shareholder may then cast the total votes for any one director or a selected group of directors. For example, a holder of 10 shares normally casts 10 votes for each of 12 nominees to the board thus giving the shareholder 120 (10 × 12) votes. Under cumulative voting, the shareholder may cast all 120 votes for a single nominee, 60 for two, 40 for three, or any other combination that the shareholder may choose.

• We believe that encouraging activism among shareholders generally is beneficial to shareholders and helps maximize shareholder value. Cumulative voting supports the interests of minority shareholders in contested elections by enabling them to concentrate their votes and dramatically increase their chances of electing a dissident director to a board. Accordingly, we generally will support shareholder proposals to restore or provide for cumulative voting and we generally will oppose management proposals to eliminate cumulative voting. However, we may oppose cumulative voting if a company has in place both proxy access, which allows shareholders to nominate directors to the company’s ballot, and majority voting (with a carve-out for plurality voting in situations where there are more nominees than seats), which requires each director to receive the affirmative vote of a majority of votes cast and, we believe, leads to greater director accountability to shareholders.

• Also, we support cumulative voting at controlled companies regardless of any other shareholder protections that may be in place.

Adopt Cumulative Voting in Dual Shareholder Class Structures (SHP) FOR

• In dual class structures (such as A&B shares) where the shareholders with a majority economic interest have a minority voting interest, we generally vote in favor of cumulative voting for those shareholders.

Early Disclosure of Voting Results (SHP) AGAINST

• These proposals seek to require a company to disclose votes sooner than is required by the local market. In the US, the SEC requires disclosure in the first periodic report filed after the company’s annual meeting which we believe is reasonable. We do not support requests that require disclosure earlier than the time required by the local regulator.

Limiting a Shareholder’s Right to Call Special Meetings AGAINST

• Companies contend that limitations on shareholders’ rights to call special meetings are needed to prevent minority shareholders from taking control of the company’s agenda. However, such limits also have anti-takeover implications because they prevent a shareholder or a group of shareholders who have acquired a significant stake in the company from forcing management to address urgent issues, such as the potential sale of the company. Because most states prohibit shareholders from abusing this right, we see no justifiable reason for management to eliminate this fundamental shareholder right. Accordingly, we generally will vote against such proposals.

• In addition, if the board of directors, without shareholder consent, raises the ownership threshold a shareholder must reach before the shareholder can call a special meeting, we will vote against those directors.

Permit a Shareholder’s Right to Act by Written Consent (SHP) FOR

• Action by written consent enables a large shareholder or group of shareholders to initiate votes on corporate matters prior to the annual meeting. We believe this is a fundamental shareholder right and, accordingly, will support shareholder proposals seeking to restore this right. However, in cases where a company has a majority shareholder or group of related majority shareholders with majority economic interest, we will oppose proposals seeking to restore this right as there is a potential risk of abuse by the majority shareholder or group of majority shareholders.

Proxy Access for Annual Meetings (SHP) (Management) FOR

• These proposals allow “qualified shareholders” to nominate directors. We generally vote in favor of management and shareholder proposals for proxy access that employ guidelines reflecting the SEC framework for proxy access (adopted by the US Securities and Exchange Commission (“SEC”) in 2010, but vacated by the DC Circuit Court of Appeals in 2011), which would have allowed a single shareholder, or group of shareholders, who hold at least 3% of the voting power for at least three years continuously to nominate up to 25% of the current board seats, or two directors, for inclusion in the subject company’s annual proxy statement alongside management nominees.

• We will generally vote against proposals that use requirements that are more strict than the SEC’s framework and against individual board members, or entire boards, who exclude from their ballot properly submitted shareholder proxy access proposals or compete against shareholder proxy access proposals with stricter management proposals on the same ballot. We may vote against individual directors or entire boards who a) exclude from their ballot properly submitted shareholder proxy access proposals; b) compete against shareholder proxy access proposals with stricter management proposals on the same ballot.

• We will evaluate on a case-by-case basis proposals with less stringent requirements than the vacated SEC framework.

• From time to time we may receive requests to join with other shareholders to support a shareholder action. We may, for example, receive requests to join a voting block for purposes of influencing management. If the third parties requesting our participation are not affiliated with us and have no business relationships with us, we will consider the request on a case-by-case basis. However, where the requesting party has a business relationship with us (e.g., the requesting party is a client or a significant service provider), agreeing to such a request may pose a potential conflict of interest. As a fiduciary we have an obligation to vote proxies in the best interest of our clients (without regard to our own interests in generating and maintaining business with our other clients) and given our desire to avoid even the appearance of a conflict, we will generally decline such a request.

Reduce Meeting Notification from 21 Days to 14 Days (UK) FOR

• Companies in the United Kingdom may, with shareholder approval, reduce the notice period for extraordinary general meetings from 21 days to 14 days.

• A reduced notice period expedites the process of obtaining shareholder approval of additional financing needs and other important matters. Accordingly, we support these proposals.

Shareholder Proponent Engagement Process (SHP) FOR

• We believe that proper corporate governance requires that proposals receiving support from a majority of shareholders be considered and implemented by the company. Accordingly, we support establishing an engagement process between shareholders and management to ensure proponents of majority-supported proposals, have an established means of communicating with management.

Supermajority Vote Requirements AGAINST

• A supermajority vote requirement is a charter or by-law requirement that, when implemented, raises the percentage (higher than the customary simple majority) of shareholder votes needed to approve certain proposals, such as mergers, changes of control, or proposals to amend or repeal a portion of the Articles of Incorporation.

• In most instances, we oppose these proposals and support shareholder proposals that seek to reinstate the simple majority vote requirement.

1.6 ENVIRONMENTAL, SOCIAL AND DISCLOSURE PROPOSALS

Animal Welfare (SHP) CASE-BY-CASE

• These proposals may include reporting requests on items such as pig gestation crates and animal welfare in the supply chain, or policy adoption requests on items such as dehorning cattle and animal testing.

• For proposals requesting companies to adopt a policy, we will carefully consider existing policies and the company’s incorporation of national standards and best practices. In addition, we will evaluate the potential enactment of new regulations, as well as any investment risk related to the specific issue.

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Climate Change (SHP) CASE-BY-CASE

• Proposals addressing climate change concerns are plentiful and their scope varies. Climate change increasingly receives investor attention as a potentially critical and material risk to the sustainability of a wide range of business-specific activities.

Carbon Accounting (SHP) FOR

These proposals may include greenhouse gas emissions (GHG) standards or reduction targets and/or methane reduction targets. Companies also may be asked to set quantitative goals, which may pertain to the company’s operations or product development and distribution. We generally support these proposals, while taking into account whether the proposed information is of added benefit to shareholders and the degree to which this issue is material to the company and the industry in which the company operates.

Carbon Risk FOR

This set of proposals focusses on the risks associated with climate change. It may include proposals on GHG emission and finance, hydraulic fracturing/shale risk, offshore oil wells, oil and gas transport risk, and coal ash risk.

For proposals requesting companies to adopt a policy, we will carefully consider existing policies and the company’s incorporation of national standards and best practices. In addition, we will evaluate the potential enactment of new regulations, as well as any investment risk related to the specific issue.

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Charitable Contributions (SHP) (MGMT) CASE-BY-CASE

• Proposals relating to charitable contributions may be sponsored by either management or shareholders.

• Management proposals may ask to approve the amount for charitable contributions.

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Environmental Proposals (SHP) CASE-BY-CASE

• These proposals can include reporting and policy adoption requests in a wide variety of areas, including, but not limited to, (nuclear) waste, deforestation, packaging and recycling, renewable energy, toxic material, palm oil and water.

• For proposals requesting companies to adopt a policy, we will carefully consider existing policies and the company’s incorporation of national standards and best practices. In addition, we will evaluate the potential enactment of new regulations, as well as any investment risk related to the specific issue.

• We generally support shareholder proposals calling for reports while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Genetically Altered or Engineered Food and Pesticides (SHP) CASE-BY-CASE

• These proposals may include reporting requests on pesticides monitoring/use and Genetically Modified Organism (GMO) as well as GMO labeling.

• For proposals requesting companies to adopt a policy, we will carefully consider existing policies and the company’s incorporation of national standards and best practices. In addition, we will evaluate the potential enactment of new regulations, as well as any investment risk related to the specific issue.

• We generally support shareholder proposals calling for reports while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Health Proposals (SHP) CASE-BY-CASE

• These proposals may include reports on pharmaceutical pricing, the link between fast food and childhood obesity, and tobacco products. We generally support shareholder proposals calling for reports while taking into account the current reporting policies of the company and whether the proposed information is of added benefit to shareholders.

• Proposals relating to tobacco issues are wide-ranging. They include proposals to have a company issue warnings on the environmental risks of tobacco smoke and the risks of smoking-related diseases, as well as proposals to link executive compensation with reductions in teen smoking.

End Production of Tobacco Products AGAINST

These proposals seek to phase-out all production, promotion and marketing of tobacco products by a specified date. When evaluating these resolutions, we must consider the company’s risks and liabilities associated with those lines of business, and evaluate the overall strategic business plans and how those plans will serve to maximize long-term shareholder value.

Because phasing out all tobacco-related operations by a tobacco company is very likely to result in the end of the company, which clearly is not in the best interests of shareholders, we will generally oppose these proposals.

Spin-Off Tobacco-Related Business CASE-BY-CASE

Proponents seek for the subject company to phase-out all production, promotion and marketing of tobacco products by a specified date, citing health risks and tobacco companies’ systemic failure to honestly inform the public about these health risks until recently. Unlike the type of proposal cited above in (a), which would be put to a company that derives most, if not all, of its revenues from tobacco-related operations, a spin-off proposal would request that a company that derives only a portion (often a substantial portion) of its revenues from tobacco-related operations spin-off its tobacco-related operating segment / subsidiary.

When evaluating resolutions requesting a company divest itself from one or more lines of business, we must consider the company’s risks and liabilities associated with those lines of business, evaluate the overall strategic business plans and determine how those plans will serve to maximize long-term shareholder value.

Pharmaceutical Pricing (US) CASE-BY-CASE

These proposals seek to require a company to report on the risk of high specialty drug prices in the US.

For proposals requesting companies to adopt a policy, we will carefully consider existing policies and the company’s incorporation of national standards and best practices. In addition, we will evaluate the potential enactment of new regulations, as well as any investment risk related to the specific issue.

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Human Rights Policies and Reports (SHP) CASE-BY-CASE

• These proposals may include reporting requests on human rights risk assessment, humanitarian engagement policies, adopting policies on supply chain worker fees and expanding existing policies in these areas. We recognize that many companies have complex supply chains which have led to increased awareness of supply chain issues as an investment risk.

• For proposals requesting companies to adopt a policy, we will carefully consider existing policies and the company’s incorporation of national standards and best practices. In addition, we will evaluate the potential enactment of new regulations, as well as any investment risk related to the specific issue.

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Include Sustainability as a Performance Measure (SHP) CASE-BY-CASE

• We believe management and directors should be given latitude in determining appropriate performance measurements. While doing so, consideration should be given to how long-term sustainability issues might affect future company performance. Therefore, we will evaluate on a case-by-case basis proposals requesting companies to consider incorporating specific, measurable, practical goals consisting of sustainability principles and environmental impacts as metrics for incentive compensation and how they are linked with our objectives as long-term shareholders.

Lobbying and Political Spending (SHP) FOR

• We generally vote in favor of proposals requesting increased disclosure of political contributions and lobbying expenses, including those paid to trade organizations and political action committees, whether at the federal, state, or local level. These proposals may increase transparency.

Other Business AGAINST

• In certain jurisdictions, these proposals allow management to act on issues that shareholders may raise at the annual meeting. Because it is impossible to know what issues may be raised, we will vote against these proposals.

Reimbursement of Shareholder Expenses (SHP) AGAINST

• These shareholder proposals would require companies to reimburse the expenses of shareholders who submit proposals that receive a majority of votes cast or the cost of proxy contest expenses. We generally vote against these proposals, unless reimbursement occurs only in cases where management fails to implement a majority passed shareholder proposal, in which case we may vote in favor.

Sustainability Report (SHP) FOR

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

Work Place: Diversity (SHP) FOR

• Work place diversity reports generally fall in two categories: Disclosing EEO Data and Adopting Sexual Orientation/Gender Identification (ID) policies.

• We generally support shareholder proposals calling for reports and disclosure while taking into account existing policies and procedures of the company and whether the proposed information is of added benefit to shareholders.

• We generally support proposals requiring a company to amend its Equal Employment Opportunity policies to specifically reference sexual orientation and gender ID.

Work Place: Pay Disparity (SHP) CASE-BY-CASE

• A report on pay disparity compares the total compensation of a company’s executive officers with that of the company’s lowest paid workers and/or between genders, including statistics and rationale pertaining to changes in the size of the gap, information on whether executive compensation is “excessive”, and information on whether greater oversight is needed over certain aspects of the company’s compensation policies.

• In the US, the SEC, in August 2015, adopted a rule requiring US issuers, for fiscal years ending on or after January 1, 2017, to contrast CEO pay with median employee pay. This rule, however, does not address all of the issues addressed by pay disparity reports. Accordingly, we will continue to evaluate these proposals on a case-by-case basis, taking into account the specific metrics and scope of the information requested and whether the SEC’s rule renders the proposal unnecessary.

2. CONFLICTS OF INTEREST

2.1 INTRODUCTION

• As a fiduciary, we always must act in our clients’ best interests. We strive to avoid even the appearance of a conflict that may compromise the trust our clients have placed in us, and we insist on strict adherence to fiduciary standards and compliance with all applicable federal and state securities laws. We have adopted a comprehensive Code of Business Conduct and Ethics (“Code”) to help us meet these obligations. As part of this responsibility and as expressed throughout the Code, we place the interests of our clients first and attempt to avoid any perceived or actual conflicts of interest.

• AllianceBernstein L.P. (“AB””) recognizes that there may be a potential material conflict of interest when we vote a proxy solicited by an issuer that sponsors a retirement plan we manage (or administer), that distributes AB-sponsored mutual funds, or with which AB or one or more of our employees have another business or personal relationship that may affect how we vote on the issuer’s proxy. Similarly, we may have a potential material conflict of interest when deciding how to vote on a proposal sponsored or supported by a shareholder group that is a client. In order to avoid any perceived or actual conflict of interest, the procedures set forth below in sections 4.2 through 4.8 have been established for use when we encounter a potential conflict to ensure that our voting decisions are based on our clients’ best interests and are not the product of a conflict.

2.2 ADHERENCE TO STATED PROXY VOTING POLICIES

• Votes generally are cast in accordance with this policy³. In situations where our policy is case-by-case, this Manual often provides criteria that will guide our decision. In situations where our policy on a particular issue is case-by-case and the vote cannot be clearly decided by an application of our stated policy, a member of the Proxy Committee or his/her designee will make the voting decision in accordance with the basic principle of our policy to vote proxies with the intention of maximizing the value of the securities in our client accounts. In these situations, the voting rationale must be documented either on the voting platform of ISS, by retaining relevant emails or another appropriate method. Where appropriate, the views of investment professionals are considered. All votes cast contrary to our stated voting policy on specific issues must be documented. On an annual basis, the Proxy Committee will receive a report of all such votes so as to confirm adherence of the policy.

2.3 DISCLOSURE OF CONFLICTS

• When considering a proxy proposal, members of the Proxy Committee or investment professionals involved in the decision-making process must disclose to the Proxy Committee any potential conflict (including personal relationships) of which they are aware and any substantive contact that they have had with any interested outside party (including the issuer or shareholder group sponsoring a proposal) regarding the proposal. Any previously unknown conflict will be recorded on the Potential Conflicts List (discussed below). If a member of the Proxy Committee has a conflict of interest, he or she must also remove himself or herself from the decision-making process.

2.4 POTENTIAL CONFLICTS LIST

• No less frequently than annually, a list of companies and organizations whose proxies may pose potential conflicts of interest is compiled by the Legal and Compliance Department (the “Potential Conflicts List”). The Potential Conflicts List includes:

Publicly-traded Clients from the Russell 3000 Index, the Morgan Stanley Capital International (“MSCI”) Europe Australia Far East Index (MSCI EAFE), the MSCI Canada Index and the MSCI Emerging Markets Index;

Publicly-traded companies that distribute AB mutual funds;

Bernstein private clients who are directors, officers or 10% shareholders of publicly traded companies;

Clients who sponsor, publicly support or have material interest in a proposal upon which we will be eligible to vote;

Publicly-traded affiliated companies;

Companies where an employee of AB or AXA Financial, Inc., a parent company of AB, has identified an interest;

Any other conflict of which a Proxy Committee member becomes aware⁴.

• We determine our votes for all meetings of companies on the Potential Conflicts List by applying the tests described in Section 4.5 below. We document all instances when the independent compliance officer determines our vote.

³  From time to time a client may request that we vote their proxies consistent with AFL-CIO guidelines or the policy of the National Association of Pension Funds. In those situations, AB reserves the right to depart from those policies if we believe it to be in the client’s best interests.

⁴  The Proxy Committee must notify the Legal and Compliance Department promptly of any previously unknown conflict.

2.5 DETERMINE EXISTENCE OF CONFLICT OF INTEREST

• When we encounter a potential conflict of interest, we review our proposed vote using the following analysis to ensure our voting decision does not generate a conflict of interest:

If our proposed vote is consistent with our Proxy Voting Policy, no further review is necessary.

If our proposed vote is contrary to our Proxy Voting Policy and our client’s position on the proposal, no further review is necessary.

If our proposed vote is contrary to our Proxy Voting Policy or is not covered herein, is consistent with our client’s position, and is also consistent with the views of ISS, no further review is necessary.

If our proposed vote is contrary to our Proxy Voting Policy or is not covered herein, is consistent with our client’s position and is contrary to the views of ISS, the vote will be presented to an independent compliance officer (“ICO”). The ICO will determine whether the proposed vote is reasonable. If the ICO cannot determine that the proposed vote is reasonable, the ICO may instruct AB to refer the votes back to the client(s) or take other actions as the ICO deems appropriate. The ICO’s review will be documented using a Proxy Voting Conflict of Interest Form (a copy of which is attached hereto).

2.6 REVIEW OF THIRD PARTY RESEARCH SERVICE CONFLICTS OF INTEREST

• We consider the research of ISS, so the Proxy Committee takes reasonable steps to verify that ISS is, in fact, independent based on all of the relevant facts and circumstances. This includes reviewing ISS’s conflict management procedures on an annual basis. When reviewing these conflict management procedures, we will consider, among other things, whether ISS (i) has the capacity and competency to adequately analyze proxy issues; and (ii) can offer research in an impartial manner and in the best interests of our clients.

2.7 CONFIDENTIAL VOTING

• It is AB’s policy to support confidentiality before the actual vote has been cast. Employees are prohibited from revealing how we intend to vote except to (i) members of the Proxy Committee; (ii) Portfolio Managers who hold the security in their managed accounts; (iii) the Research Analyst(s) who cover(s) the security; (iv) clients, upon request, for the securities held in their portfolios; and (v) clients who do not hold the security or for whom AB does not have proxy voting authority, but who provide AB with a signed a Non-Disclosure Agreement. Once the votes have been cast, they are made public in accordance with mutual fund proxy vote disclosures required by the SEC, and we generally post all votes to our public website the quarter after the vote has been cast.

• We may participate in proxy surveys conducted by shareholder groups or consultants so long as such participation does not compromise our confidential voting policy. Specifically, prior to our required SEC disclosures each year, we may respond to surveys asking about our proxy voting policies, but not any specific votes. After our mutual fund proxy vote disclosures required by the SEC each year have been made public and/or votes have been posted to our public website, we may respond to surveys that cover specific votes in addition to our voting policies.

• On occasion, clients for whom we do not have proxy voting authority may ask us for advice on proxy votes that they cast. A member of the Proxy Committee or a Proxy Manager may offer such advice subject to an understanding with the client that the advice shall remain confidential.

• Any substantive contact regarding proxy issues from the issuer, the issuer’s agent or a shareholder group sponsoring a proposal must be reported to the Proxy Committee if such contact was material to a decision to vote contrary to this Policy. Routine administrative inquiries from proxy solicitors need not be reported.

2.8 A NOTE REGARDING AB’S STRUCTURE

• AB and AllianceBernstein Holding L.P. (“AB Holding”) are Delaware limited partnerships. As limited partnerships, neither company is required to produce an annual proxy statement or hold an annual shareholder meeting. In addition, the general partner of AB and AB Holding, AllianceBernstein Corporation, is a wholly-owned subsidiary of AXA, a French holding company for an international group of insurance and related financial services companies.

• As a result, most of the positions we express in this Proxy Voting Policy are inapplicable to our business. For example, although units in AB Holding are publicly traded on the New York Stock Exchange (“NYSE”), the NYSE Listed Company Manual exempts limited partnerships and controlled companies from compliance with various listing requirements, including the requirement that our board have a majority of independent directors.

3. VOTING TRANSPARENCY

• We publish our voting records on our website quarterly, 30 days after the end of the previous quarter. Many clients have requested that we provide them with periodic reports on how we voted their proxies. Clients may obtain information about how we voted proxies on their behalf by contacting their Advisor. Alternatively, clients may make a written request to the Chief Compliance Officer.

4. RECORDKEEPING

• All of the records referenced below will be kept in an easily accessible place for at least the length of time required by local regulation and custom, and, if such local regulation requires that records are kept for less than five years from the end of the fiscal year during which the last entry was made on such record, we will follow the US rule of five years. We maintain the vast majority of these records electronically. We will keep paper records, if any, in one of our offices for at least two years.

4.1 PROXY VOTING POLICY

• The Proxy Voting Policy shall be maintained in the Legal and Compliance Department and posted on our company intranet and the AB website (https://www.abglobal.com).

4.2 PROXY STATEMENTS RECEIVED REGARDING CLIENT SECURITIES

• For US Securities⁵, AB relies on the SEC to maintain copies of each proxy statement we receive regarding client securities. For Non-US Securities, we rely on ISS, our proxy voting agent, to retain such proxy statements.

4.3 RECORDS OF VOTES CAST ON BEHALF OF CLIENTS

• Records of votes cast by AB are retained electronically by our proxy voting agent, ISS.

4.4 RECORDS OF CLIENTS REQUESTS FOR PROXY VOTING INFORMATION

• Copies of written requests from clients for information on how AB voted their proxies shall be maintained by the Legal and Compliance Department. Responses to written and oral requests for information on how we voted clients’ proxies will be kept in the Client Group.

4.5 DOCUMENTS PREPARED BY AB THAT ARE MATERIAL TO VOTING DECISIONS

• The Proxy Committee is responsible for maintaining documents prepared by the Committee or any AB employee that were material to a voting decision. Therefore, where an investment professional’s opinion is essential to the voting decision, the recommendation from investment professionals must be made in writing to the Proxy Manager.

5. PROXY VOTING PROCEDURES

5.1 VOTE ADMINISTRATION

• In an effort to increase the efficiency of voting proxies, AB uses ISS to act as its voting agent for our clients’ holdings globally.

• Issuers initially send proxy information to the custodians of our client accounts. We instruct these custodian banks to direct proxy related materials to ISS’s offices. ISS provides us with research related to each resolution. A Proxy Manager reviews the ballots via ISS’s web platform, ProxyExchange. Using ProxyExchange, the Proxy Manager submits our voting decision. ISS then returns the proxy ballot forms to the designated returnee for tabulation. Clients may request that, when voting their proxies, we utilize an ISS recommendation or ISS’s Taft-Hartley Voting Policy.

• If necessary, any paper ballots we receive will be voted online using ProxyVote or via mail or fax.

5.2 SHARE BLOCKING

• Proxy voting in certain countries requires “share blocking.” Shareholders wishing to vote their proxies must deposit their shares shortly before the date of the meeting (usually one week) with a designated depositary. During this blocking period, shares that will be voted at the meeting cannot be sold until the meeting has taken place and the shares are returned to the clients’ custodian banks. We may determine that the value of exercising the vote is outweighed by the detriment of not being able to sell the shares during this period. In cases where we want to retain the ability to trade shares, we may abstain from voting those shares.

• We seek to vote all proxies for securities held in client accounts for which we have proxy voting authority. However, in some markets administrative issues beyond our control may sometimes prevent us from voting such proxies. For example, we may receive meeting notices after the cut-off date for voting or without enough time to fully consider the proxy. Similarly, proxy materials for some issuers may not contain disclosure sufficient to arrive at a voting decision, in which cases we may abstain from voting. Some markets outside the US require periodic renewals of powers of attorney that local agents must have from our clients prior to implementing our voting instructions.

⁵  US securities are defined as securities of issuers required to make reports pursuant to §12 of the Securities Exchange Act of 1934, as amended. Non-US securities are defined as all other securities.

5.3 LOANED SECURITIES

• Many of our clients have entered into securities lending arrangements with agent lenders to generate additional revenue. We will not be able to vote securities that are on loan under these types of arrangements. However, under rare circumstances, for voting issues that may have a significant impact on the investment, we may request that clients or custodians recall securities that are on loan if we determine that the benefit of voting outweighs the costs and lost revenue to the client or fund and the administrative burden of retrieving the securities.

PROXY COMMITTEE MEMBERS

• The members of the Proxy Committee establish general proxy policies for AB and consider specific proxy voting matters as necessary. Members include senior investment personnel and representatives of the Legal and Compliance Department and the Operations Department. The Proxy Committee is chaired by Linda Giuliano, Senior Vice President, Chief Administrative Officer-Equities, and Head of Responsible Investment. If you have questions or desire additional information about this Policy, please contact the Proxy Team at: ProxyTeam@ABGlobal.com.

PROXY COMMITTEE

Vincent DuPont, SVP—Equities

Linda Giuliano, SVP—Equities

Saskia Kort-Chick, VP—Equities

David Lesser, VP—Legal

James MacGregor, SVP—Equities

Mark Manley, SVP—Legal

Ryan Oden, AO—Equities

Anthony Rizzi, VP—Operations

PROXY VOTING GUIDELINE SUMMARY

Shareholder Proposal	Board and Director Proposals	For		Against		Case-by- Case
+	Board Diversity						+
+	Establish New Board Committees and Elect Board Members with Specific Expertise						+
	Changes in Board Structure and Amending the Articles of Incorporation		+
	Classified Boards				+
	Director Liability and Indemnification						+
+	Disclose CEO Succession Plan		+
	Election of Directors		+
	Controlled Company Exemption						+
	Voting for Director Nominees in a Contested Election						+
+	Independent Lead Director		+
+	Limit Term of Directorship						+
+	Majority of Independent Directors		+
+	Majority of Independent Directors on Key Committees		+
+	Majority Votes for Directors		+
+	Removal of Directors Without Cause		+
+	Require Independent Board Chairman						+
+	Require Two Candidates for Each Board Seat				+
	Compensation Proposals
+	Elimination of Single Trigger Change-in-Control Agreements		+
+	Pro Rata Vesting of Equity Compensation Awards-Change of Control						+
+	Adopt Policies to Prohibit any Death Benefits to Senior Executives				+
+	Advisory Vote to Ratify Directors’ Compensation		+
+	Amend Executive Compensation Plan Tied to Performance (Bonus Banking)				+
	Approve Remuneration for Directors and Auditors						+
	Approve Remuneration Reports						+
	Approve Retirement Bonuses for Directors (Japan and South Korea)						+
	Approve Special Payments to Continuing Directors and Auditors (Japan)						+
+	Disclose Executive and Director Pay						+
+	Exclude Pension Income from Performance-Based Compensation		+
	Executive and Employee Compensation Plans						+
	Limit Dividend Payments to Executives				+
+	Limit Executive Pay						+
+	Mandatory Holding Periods				+
+	Performance-Based Stock Option Plans						+
+	Prohibit Relocation Benefits to Senior Executives				+

Shareholder Proposal		For		Against		Case-by- Case
+	Recovery of Performance-Based Compensation		+
+	Submit Golden Parachutes/Severance Plans to a Shareholder Vote				+
+	Submit Golden Parachutes/Severance Plans to a Shareholder Vote prior to their being Negotiated by Management						+
+	Submit Survivor Benefit Compensation Plans to a Shareholder Vote		+
	Capital Changes and Anti-Take Over Proposals
+	Amend Exclusive Forum Bylaw				+
	Amend Net Operating Loss (“NOL”) Rights Plans		+
	Authorize Share Repurchase		+
	Blank Check Preferred Stock				+
	Corporate Restructurings, Merger Proposals and Spin-Offs						+
	Elimination of Preemptive Rights						+
+	Expensing Stock Options		+
	Fair Price Provisions						+
	Increase Authorized Common Stock						+
	Issuance of Equity without Preemptive Rights		+
	Issuance of Stock with Unequal Voting Rights						+
	Net Long Position Requirement		+
	Reincorporation						+
+	Reincorporation to Another jurisdiction to Permit Majority Voting or Other Changes in Corporate Governance						+
	Stock Splits		+
+	Submit Company’s Shareholder Rights Plan to a Shareholder Vote		+
	Transferrable Stock Options						+
	Auditor Proposals
	Appointment of Auditors		+
	Approval of Financial Statements		+
	Approval of Internal Statutory Auditors		+
+	Limit Compensation Consultant Services				+
	Limitation of Liability of External Statutory Auditors (Japan)						+
+	Separating Auditors and Consultants						+
	Shareholder Access & Voting Proposals
+	A Shareholder’s Right to Call Special Meetings		+
+	Adopt Cumulative Voting						+
+	Adopt Cumulative Voting in Dual Shareholder Class Structures		+
+	Early Disclosure of Voting Results				+
+	Implement Confidential Voting		+
	Limiting a Shareholder’s Right to Call Special Meetings				+
+	Permit a Shareholder’s Right to Act by Written Consent		+
+	Proxy Access for Annual Meetings		+
	Reduce Meeting Notification from 21 Days to 14 Days (UK)		+

Shareholder Proposal		For		Against		Case-by- Case
+	Rotation of Locale for Annual Meeting				+
+	Shareholder Proponent Engagement Process		+
	Supermajority Vote Requirements				+
	Environmental & Social, Disclosure Proposals
+	Animal Welfare						+
+	Climate Change						+
+	Carbon Accounting		+
+	Carbon Risk		+
+	Charitable Contributions						+
+	Environmental Proposals						+
+	Genetically Altered or Engineered Food and Pesticides						+
+	Health Proposals						+
+	End Production of Tobacco Products				+
+	Spin-Off Tobacco-Related Business						+
+	Pharmaceutical Pricing (US)						+
+	Human Rights Policies and Reports						+
+	Include Sustainability as a Performance Measure (SHP)						+
+	Lobbying and Political Spending		+
+	Other Business				+
+	Reimbursement of Shareholder Expenses				+
+	Sustainability Report						+
+	Work Place: Diversity		+
+	Work Place: Pay Disparity						+

PROXY VOTING CONFLICT OF INTEREST FORM

Name of Security     Date of Shareholder Meeting    

Short Description of the conflict (client, mutual fund distributor, etc.):

1.	Is our proposed vote on all issues consistent with our stated proxy voting policy? If yes, stop here and sign below as no further review is necessary.	☐ Yes    ☐ No
2.	Is our proposed vote contrary to our client’s position? If yes, stop here and sign below as no further review is necessary.	☐ Yes    ☐ No
3.	Is our proposed vote consistent with the views of Institutional Shareholder Services? If yes, stop here and sign below as no further review is necessary.	☐ Yes    ☐ No

• Please attach a memo containing the following information and documentation supporting the proxy voting decision:

A list of the issue(s) where our proposed vote is contrary to our stated policy (director election, cumulative voting, compensation)

A description of any substantive contact with any interested outside party and a proxy voting committee or an AB investment professional that was material to our voting decision. Please include date, attendees, titles, organization they represent and topics discussed. If there was no such contact, please note as such.

If the Independent Compliance Officer has NOT determined that the proposed vote is reasonable, please explain and indicate what action has been, or will be taken.

Independent Compliance Officer Approval (if necessary. Email approval is acceptable.): I hereby confirm that the proxy voting decision referenced on this form is reasonable.	Prepared by:
	Print Name:
Phillip Kirstein	Date:
Date:

• Please return this completed form and all supporting documentation to the Conflicts Officer in the Legal and Compliance Department and keep a copy for your records.

STATEMENT OF POLICY REGARDING RESPONSIBLE INVESTMENT

PRINCIPLES FOR RESPONSIBLE INVESTMENT, ESG AND SOCIALLY RESPONSIBLE INVESTMENT

Introduction

• AllianceBernstein L.P. (“AB” or “we”) is appointed by our clients as an investment manager with a fiduciary responsibility to help them achieve their investment objectives over the long term. Generally, our clients’ objective is to maximize the financial return of their portfolios within appropriate risk parameters. AB has long recognized that environmental, social and governance (“ESG”) issues can impact the performance of investment portfolios. Accordingly, we have sought to integrate ESG factors into our investment process to the extent that the integration of such factors is consistent with our fiduciary duty to help our clients achieve their investment objectives and protect their economic interests.

• Our policy draws a distinction between how the Principles for Responsible Investment (“PRI” or “Principles”), and Socially Responsible Investing (“SRI”) incorporate ESG factors. PRI is based on the premise that, because ESG issues can affect investment performance, appropriate consideration of ESG issues and engagement regarding them is firmly within the bounds of a mainstream investment manager’s fiduciary duties to its clients. Furthermore, PRI is intended to be applied only in ways that are consistent with those mainstream fiduciary duties.

• SRI, which refers to a spectrum of investment strategies that seek to integrate ethical, moral, sustainability and other non-financial factors into the investment process, generally involves exclusion and/or divestment, as well as investment guidelines that restrict investments. AB may accept such guideline restrictions upon client request.

Approach to ESG

• Our long-standing policy has been to include ESG factors in our extensive fundamental research and consider them carefully when we believe they are material to our forecasts and investment decisions. If we determine that these aspects of an issuer’s past, current or anticipated behavior are material to its future expected returns, we address these concerns in our forecasts, research reviews, investment decisions and engagement. In addition, we have well-developed proxy voting policies that incorporate ESG issues and engagement.

Commitment to the PRI

• In recent years, we have gained greater clarity on how the PRI initiative, based on information from PRI Advisory Council members and from other signatories, provides a framework for incorporating ESG factors into investment research and decision-making. Furthermore, our industry has become, over time, more aware of the importance of ESG factors. We acknowledge these developments and seek to refine what has been our process in this area.

• After careful consideration, we determined that becoming a PRI signatory would enhance our current ESG practices and align with our fiduciary duties to our clients as a mainstream investment manager. Accordingly, we became a signatory, effective November 1, 2011.

• In signing the PRI, AB as an investment manager publicly commits to adopt and implement all six Principles, where consistent with our fiduciary responsibilities, and to make progress over time on implementation of the Principles.

• The six Principles are:

1. We will incorporate ESG issues into investment research and decision-making processes.

AB Examples: ESG issues are included in the research analysis process. In some cases, external service providers of ESG-related tools are utilized; we have conducted proxy voting training and will have continued and expanded training for investment professionals to incorporate ESG issues into investment analysis and decision-making processes across our firm.

2. We will be active owners and incorporate ESG issues into our ownership policies and practices.

AB Examples: We are active owners through our proxy voting process (for additional information, please refer to our Statement of Policies and Procedures for Proxy Voting Manual); we engage issuers on ESG matters in our investment research process (we define “engagement” as discussions with management about ESG issues when they are, or we believe they are reasonably likely to become, material).

3. We will seek appropriate disclosure on ESG issues by the entities in which we invest.

AB Examples: Generally, we support transparency regarding ESG issues when we conclude the disclosure is reasonable. Similarly, in proxy voting, we will support shareholder initiatives and resolutions promoting ESG disclosure when we conclude the disclosure is reasonable.

4. We will promote acceptance and implementation of the Principles within the investment industry.

AB Examples: By signing the PRI, we have taken an important first step in promoting acceptance and implementation of the six Principles within our industry.

5. We will work together to enhance our effectiveness in implementing the Principles.

AB Examples: We will engage with clients and participate in forums with other PRI signatories to better understand how the PRI are applied in our respective businesses. As a PRI signatory, we have access to information, tools and other signatories to help ensure that we are effective in our endeavors to implement the PRI.

6. We will report on our activities and progress towards implementing the Principles.

AB Examples: We will respond to the 2012 PRI questionnaire and disclose PRI scores from the questionnaire in response to inquiries from clients and in requests for proposals; we will provide examples as requested concerning active ownership activities (voting, engagement or policy dialogue).

4. RI Committee

Our firm’s RI Committee provides AB stakeholders, including employees, clients, prospects, consultants and service providers alike, with a resource within our firm on which they can rely for information regarding our approach to ESG issues and how those issues are incorporated in different ways by the PRI and SRI. Additionally, the RI Committee is responsible for assisting AB personnel to further implement our firm’s RI policies and practices, and, over time, to make progress on implementing all six Principles.

The RI Committee has a diverse membership, including senior representatives from investments, distribution/sales and legal. The Committee is chaired by Linda Giuliano, Senior Vice President and Chief Administrative Officer-Equities.

• All governance engagement and information requests can be made to Engagement.Requests@abglobal.com.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

(a)(1) The management of, and investment decisions for, the Fund’s portfolio are made by the Global Fixed Income: Emerging Markets Investment Team.

The following table lists the five members of the team with the most significant responsibility for the day-to-day management of the Fund’s portfolio, the length of time that each person has been involved in the management of the Fund, and each person’s principal occupation during the past five years:

Employee; Year; Title	Principal Occupation During the Past Five (5) Years
Paul DeNoon; since August 2002; Senior Vice President of AllianceBerntein L.P. (“AB”) and Director of Emerging Market Debt	Senior Vice President of AB, with which he has been associated in a substantially similar capacity to his current position since prior to 2006, and Director of Emerging Market Debt.
Douglas J. Peebles; since August 2002; Senior Vice President of AB, Chief Investment Officer and Co-Head of Fixed Income	Senior Vice President of AB, with which he has been associated in a substantially similar capacity to his current position since prior to 2006, and Chief Investment Officer and Co-Head of Fixed Income.
Marco Santamaria, since September 2010; Vice President of AB	Vice President of AB, with which he has been associated in a substantially similar capacity to his current position since June 2010. Prior thereto, he was a founding partner at Global Securities Advisors, an emerging-markets oriented fixed-income hedge fund since prior to 2006.
Matthew S. Sheridan; since October 2005; Vice President of AB	Vice President of AB, with which he has been associated in a substantially similar capacity to his current position since prior to 2006,

(a) (2) The following tables provide information regarding registered investment companies other than the Fund, other pooled investment vehicles and other accounts over which the Fund’s portfolio managers also have day-to-day management responsibilities. The tables provide the numbers of such accounts, the total assets in such accounts and the number of accounts and total assets whose fees are based on performance. The information is provided as of the Fund’s fiscal year ended March 31, 2017.

REGISTERED INVESTMENT COMPANIES

(excluding the Fund)

Portfolio Manager	Total Number of Registered Investment Companies Managed	Total Assets of Registered Investment Companies Managed	Number of Registered Investment Companies Managed with Performance- based Fees	Total Assets of Registered Investment Companies Managed with Performance-based Fees
Paul DeNoon	16	$9,265,000,000	None	None
Douglas J. Peebles	28	$15,565,000,000	None	None
Marco Santamaria	4	$221,000,000	None	None
Matthew S. Sheridan	33	$18,426,000,000	None	None
POOLED INVESTMENT VEHICLES
Portfolio Manager	Total Number of Pooled Investment Vehicles Managed	Total Assets of Pooled Investment Vehicles Managed	Number of Pooled Investment Vehicles Managed with Performance-based Fees	Total Assets of Pooled Investment Vehicles Managed with Performance- based Fees
Paul DeNoon	51	$37,837,000,000	None	None
Douglas J. Peebles	68	$6,289,000,000	None	None
Marco Santamaria	29	$4,406,000,000	None	None
Matthew S. Sheridan	79	$36,425,000,000	None	None

OTHER ACCOUNTS
Portfolio Manager	Total Number of Other Accounts Managed	Total Assets of Other Accounts Managed		Number of Other Accounts Managed with Performance- based Fees	Total Assets of Other Accounts with Performance- based Fees
Paul DeNoon	16	$	9,096,000,000	2	$	1,024,000,000
Douglas J. Peebles	76	$	25,679,000,000	3	$	2,418,000,000
Marco Santamaria	14	$	8,451,000,000	2	$	1,024,000,000
Matthew S. Sheridan	43	$	20,951,000,000	3	$	2,418,000,000

Investment Professional Conflict of Interest Disclosure

As an investment adviser and fiduciary, the Adviser owes its clients and shareholders an undivided duty of loyalty. The Advisor recognizes that conflicts of interest are inherent in its business and accordingly have developed policies and procedures (including oversight monitoring) reasonably designed to detect, manage and mitigate the effects of actual or potential conflicts of interest in the area of employee personal trading, managing multiple accounts for multiple clients, including AB Mutual Funds, and allocating investment opportunities. Investment professionals, including portfolio managers and research analysts, are subject to the above-mentioned policies and oversight monitoring to ensure that all clients are treated equitably. The Advisor places the interests of its clients first and expects all of our employees to meet their fiduciary duties.

Employee Personal Trading. The Adviser has adopted a Code of Business Conduct and Ethics that is designed to detect and prevent conflicts of interest when investment professionals and other personnel of the Adviser own, buy or sell securities which may be owned by, or bought or sold for, clients. Personal securities transactions by an employee may raise a potential conflict of interest when an employee owns or trades in a security that is owned or considered for purchase or sale by a client, or recommended for purchase or sale by an employee to a client. Subject to the reporting requirements and other limitations of its Code of Business Conduct and Ethics, the Adviser permits its employees to engage in personal securities transactions, and also allows them to acquire investments in certain Funds managed by the Adviser. The Adviser’s Code of Business

Conduct and Ethics requires disclosure of all personal accounts and maintenance of brokerage accounts with designated broker-dealers approved by the Adviser. The Code of Business Conduct and Ethics also requires preclearance of all securities transactions (except transactions in U.S. Treasuries and open-end mutual funds) and imposes a 60-day holding period for securities purchased by employees to discourage short-term trading.

Managing Multiple Accounts for Multiple Clients. The Adviser has compliance policies and oversight monitoring in place to address conflicts of interest relating to the management of multiple accounts for multiple clients. Conflicts of interest may arise when an investment professional has responsibilities for the investments of more than one account because the investment professional may be unable to devote equal time and attention to each account. The investment professional or investment professional teams for each client may have responsibilities for managing all or a portion of the investments of multiple accounts with a common investment strategy, including other registered investment companies, unregistered investment vehicles, such as hedge funds, pension plans, separate accounts, collective trusts and charitable foundations. Among other things, the Adviser’s policies and procedures provide for the prompt dissemination to investment professionals of initial or changed investment recommendations by analysts so that investment professionals are better able to develop investment strategies for all accounts they manage. In addition, investment decisions by investment professionals are reviewed for the purpose of maintaining uniformity among similar accounts and ensuring that accounts are treated equitably. Investment professional compensation reflects a broad contribution in multiple dimensions to long-term investment success for clients of the Advisor and is generally not tied specifically to the performance of any particular client’s account, nor is it generally tied directly to the level or change in level of assets under management.

Allocating Investment Opportunities. The investment professionals at the Adviser routinely are required to select and allocate investment opportunities among accounts. The Adviser has adopted policies and procedures intended to address conflicts of interest relating to the allocation of investment opportunities. These policies and procedures are designed to ensure that information relevant to investment decisions is disseminated promptly within its portfolio management teams and investment opportunities are allocated equitably among different clients. The policies and procedures require, among other things, objective allocation for limited investment opportunities (e.g., on a rotational basis), and documentation and review of justifications for any decisions to make investments only for select accounts or in a manner disproportionate to the size of the account. Portfolio holdings, position sizes, and industry and sector exposures tend to be similar across similar accounts, which minimize the potential for conflicts of interest relating to the allocation of investment opportunities. Nevertheless, access to portfolios funds or other investment opportunities may be allocated differently among accounts due to the particular characteristics of an account, such as size of the account, cash position, tax status, risk tolerance and investment restrictions or for other reasons.

The Adviser’s procedures are also designed to address potential conflicts of interest that may arise when the Adviser has a particular financial incentive, such as a performance-based management fee, relating to an account. An investment professional may perceive that he or she has an incentive to devote more time to developing and analyzing investment strategies and opportunities or allocating securities preferentially to accounts for which the Adviser could share in investment gains.

Portfolio Manager Compensation

The Adviser’s compensation program for portfolio managers is designed to align with clients’ interests, emphasizing each portfolio manager’s ability to generate long-term investment success for the Adviser’s clients, including the Funds. The Adviser also strives to ensure that compensation is competitive and effective in attracting and retaining the highest caliber employees.

Portfolio managers receive a base salary, incentive compensation and contributions to AllianceBernstein’s 401(k) plan. Part of the annual incentive compensation is generally paid in the form of a cash bonus, and part through an award under the firm’s Incentive Compensation Award Plan (ICAP). The ICAP awards vest over a four-year period. Deferred awards are paid in the form of restricted grants on the firm’s Master Limited Partnership Units, and award recipients have the ability to receive a portion of their awards in deferred cash. The amount of contributions to the 401(k) plan is determined at the sole discretion of the Adviser. On an annual basis, the Adviser endeavors to combine all of the foregoing elements into a total compensation package that considers industry compensation trends and is designed to retain its best talent.

The incentive portion of total compensation is determined by quantitative and qualitative factors. Quantitative factors, which are weighted more heavily, are driven by investment performance. Qualitative factors are driven by contributions to the investment process and client success.

The quantitative component includes measures of absolute, relative and risk-adjusted investment performance. Relative and risk-adjusted returns are determined based on the benchmark in the Fund’s prospectus and versus peers over one-, three- and five-year calendar periods, with more weight given to longer-time periods. Peer groups are chosen by Chief Investment Officers, who consult with the product management team to identify products most similar to our investment style and most relevant within the asset class. Portfolio managers of the Funds do not receive any direct compensation based upon the investment returns of any individual client account, and compensation is not tied directly to the level or change in level of assets under management.

Among the qualitative components considered, the most important include thought leadership, collaboration with other investment colleagues, contributions to risk-adjusted returns of other portfolios in the firm, efforts in mentoring and building a strong talent pool and being a good corporate citizen. Other factors that can play a role in determining portfolio managers’ compensation, such as the complexity of investment strategies managed, volume of assets managed and experience.

The Adviser emphasizes four behavioral competencies—relentlessness, ingenuity, team orientation and accountability—that support its mission to be the most trusted advisor to its clients. Assessments of investment professionals are formalized in a year-end review process that includes 360-degree feedback from other professionals from across the investment teams and the Adviser.

Asset-Based and Performance-Based Compensation: With respect to the Select US Equity and Select US Long/Short, Mr. Feuerman and members of the investment team he leads (the “Investment Team”) were hired by the Adviser in 2011. At that time, the Adviser entered into an employment agreement with Mr. Feuerman under which a compensation pool for Mr. Feuerman and members of the Investment Team is created based on specified percentages of the fees (both asset-based and performance-based fees) received by the Adviser from the accounts managed by the Investment Team. Performance fees are not assessed on the Fund or the assets of the Fund. In general, a larger percentage of the fees received by the Adviser is allocated to the compensation pool with respect to assets that were managed by Mr. Feuerman at his prior employer and that followed Mr. Feuerman to the Adviser than with respect to assets, such as the Fund , that were obtained or created after Mr. Feuerman joined the Adviser. The compensation pool is allocated among the members of the Investment Team based on the recommendations of Mr. Feuerman subject to approval by the Adviser’s Compensation Committee. This compensation represents a portion of the overall compensation received by members of the Investment Team.

(a) (4) The dollar range of the Fund’s equity securities owned directly or beneficially by the Fund’s portfolio managers as of the Fund’s fiscal year ended March 31, 2017 is set forth below:

	DOLLAR RANGE OF EQUITY SECURITIES IN THE FUND
Paul DeNoon	$740,000 - $750,000
Marco Santamaria	None
Douglas J. Peebles	$500,000 - $510,000
Matthew S. Sheridan	None

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

There have been no purchases of equity securities by the Fund or by affiliated parties for the reporting period.

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 Global High Income Fund, Inc.

By:	/s/ Robert M. Keith
	Robert M. Keith
	President
Date:	May 30, 2017

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:	May 30, 2017

By:	/s/ Joseph J. Mantineo
	Joseph J. Mantineo
	Treasurer and Chief Financial Officer
Date:	May 30, 2017