Edgar Filing: ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND INC

AllianceBernstein Global High Income Fund, Inc.

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, 2011

Date of reporting period: September 30, 2011

ITEM 1.

REPORTS TO STOCKHOLDERS.

SEMI-ANNUAL REPORT

AllianceBernstein Global High Income Fund

September 30, 2011

Semi-Annual Report

LOGO

Investment Products Offered

•

Are Not FDIC Insured

•

May Lose Value

•

Are Not Bank Guaranteed

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.alliancebernstein.com or contact your AllianceBernstein Investments representative. Please read the prospectus and/or summary prospectus carefully before investing.

This shareholder report must be preceded or accompanied by the Fund’s prospectus for individuals who are not current shareholders of the Fund.

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 AllianceBernstein’s website at www.alliancebernstein.com, or go to the Securities and Exchange Commission’s (the “Commission”) website at www.sec.gov, or call AllianceBernstein 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 publishes full portfolio holdings for the Fund monthly at www.alliancebernstein.com.

AllianceBernstein Investments, Inc. (ABI) is the distributor of the AllianceBernstein family of mutual funds. ABI is a member of FINRA and is an affiliate of AllianceBernstein L.P., the manager of the funds.

AllianceBernstein^® and the AB Logo are registered trademarks and service marks used by permission of the owner, AllianceBernstein L.P.

November 16, 2011

Semi-Annual Report

This report provides management’s discussion of fund performance for AllianceBernstein Global High Income Fund, Inc. (the “Fund”) for the semi-annual reporting period ended September 30, 2011. The Fund is a closed-end fund that trades under the New York Stock Exchange symbol “AWF.”

Investment Objective and Policies

The Fund seeks high current income, and secondarily, capital appreciation. The Fund invests without limit in securities denominated in non-U.S. currencies as well as those denominated in the U.S. dollar. The Fund may also invest, without limit, in sovereign debt securities issued by emerging and developed nations and in debt securities of U.S. and non-U.S. corporate issuers. For more information regarding the Fund’s risks, please see “A Word About Risk” on page 3 and “Note E—Risks Involved in Investing in the Fund” of the Notes to Financial Statements on pages 74-77.

Investment Results

The table on page 4 shows the Fund’s performance compared with its composite benchmark. The composite benchmark is composed of equal weightings of the JPM Government Bond Index-Emerging Markets (GBI-EM) (local currency-denominated), the JPMorgan Emerging Markets Bond Index Global (JPM EMBI Global), and the Barclays Capital U.S. Corporate High Yield (HY) 2% Issuer Capped Index, for the six- and 12-month periods ended September 30, 2011.

Individual performance for each of these indices is also included for both time periods.

The Fund declined and underperformed the composite benchmark for the six-month period, and declined and outperformed for the 12-month period. The Fund’s overweight to high yield during the six-month period, particularly in August and September when risk assets sold off, detracted from relative performance. The Fund’s high yield security selection detracted for both periods, specifically overweights to subordinated financials within the capital structure, as well as a slight overweight beta (higher risk). The Fund’s underweight to U.S. dollar-denominated emerging market debt during the six-month period, which outperformed the composite benchmark, detracted. The Fund’s underweight to local emerging market debt, which performed poorly, contributed positively during both periods.

The Fund’s use of leverage was also a positive contributor for both periods. The Fund utilized leverage through repurchase agreements at favorable rates, and was able to reinvest the proceeds into higher yielding securities. Within the Fund’s derivative positions, credit default swap (“CDS”) index and CDS credit derivative exposure was a slight detractor for both periods. The Fund also utilized interest rate swaps to manage overall interest rate risk within the Fund. These positions had no material impact on performance.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			1

Market Review and Investment Strategy

The global economic recovery that was underway early in the 12-month period slowed in the second half, resulting from a myriad of global events. Social unrest in North Africa and the Middle East, supply disruptions from the natural disaster in Japan and a spike in commodity prices, particularly oil, all provided headwinds for the global economy. Late in the period, renewed fears of a double-dip recession roiled the global capital markets, driving up risk aversion, sending equities sharply lower and widening credit spreads. Fiscal challenges—ranging from the contentious debate over the U.S. debt ceiling to the ongoing sovereign debt woes of Greece and the peripheral European nations—were at the forefront of investors’ worries. This mounting fear and uncertainty led to a spike in financial market volatility.

Risk aversion, and the flight to quality, led to a decline in risk assets during the six-month reporting period. High yield corporates declined and higher beta corporates underperformed, as investors shunned more volatile securities. By credit quality, triple Cs, single Bs and double Bs declined. Financial-related industries, specifically banks and insurance, underperformed. U.S. high yield spreads widened to end the period over duration-matched Treasuries.

U.S. dollar-denominated emerging market debt posted modest positive returns for the six-month reporting period. As with other risk assets, positive country returns turned negative at the end of the period as risk aversion increased. Latin countries outperformed the non-Latin region. U.S. dollar-denominated emerging debt spreads widened to end the period over duration-matched Treasuries. Local currency emerging market bonds fell, with much of the loss in the local index stemming from a selloff in emerging market country currencies.

The Fund continued to overweight corporate high yield and underweight emerging market debt. The Fund’s Management Team (the “Team”) continues to believe that corporate high yield bonds present the best risk/return opportunity in the global high yield space, and find current risk premiums attractive given non-financial corporation cash positions, balance sheets and reduced medium-term refinancing needs of borrowers. However, continued uncertainty around global growth, particularly risks emanating from Europe, leaves tail risk magnified and volatility elevated. Within this environment, the Team has reduced risk, and will continue to monitor and adjust positions as necessary to balance exposures with market conditions and developments.


2		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

HISTORICAL PERFORMANCE

An Important Note About Historical Performance

The investment return and principal value of an investment in the Fund will fluctuate, so that shares, when redeemed, may be worth more or less than their original cost. Performance shown on the following pages 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. You may obtain performance information current to the most recent month-end by visiting www.alliancebernstein.com.

AllianceBernstein Global High Income Fund Shareholder Information

The Fund’s NYSE trading symbol is “AWF.” 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 NAVs and market price information, and additional information regarding the Fund, is available at www.alliancebernstein.com and www.nyse.com. For additional shareholder information regarding this Fund, please see page 84.

Benchmark Disclosure

The unmanaged JPM^® GBI-EM, the JPM^® EMBI Global, and the Barclays Capital U.S. Corporate HY 2% Issuer Capped Index do not reflect fees and expenses associated with the active management of a mutual fund portfolio. 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 U.S. dollar-denominated Brady bonds, Eurobonds, and trade loans issued by sovereign and quasi-sovereign entities. The Barclays Capital HY 2% Issuer Capped Index is the 2% Issuer Capped component of the U.S. 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

Derivatives Risk: Investing in derivative instruments such as options, futures, forwards or swaps can be riskier than traditional investments, and may be more volatile, especially in a down market.

Foreign (non U.S.) Risk: Non-U.S. securities may be more volatile because of political, regulatory, market and economic uncertainties associated with such securities. Fluctuations in currency exchange rates may negatively affect the value of the investment or reduce returns. These risks are magnified in emerging or developing markets.

Leverage Risk: Trying to enhance investment returns by borrowing money or using other leverage tools—magnify both gains and losses, resulting in greater volatility. The Fund maintains asset coverage of at least 300% with respect to borrowings. The use of derivatives by the Fund, such as forwards, futures, options and swaps, may result in a form of leverage.

Inflation Risk: Prices for goods and services tend to rise over time, which may erode the purchasing power of investments.

Credit Risk: A bond’s credit rating reflects the issuer’s ability to make timely payments of interest or principal—the lower the rating, the higher the risk of default. If the issuer’s financial strength deteriorates, the issuer’s rating may be lowered and the bond’s value may decline.

Interest Rate Risk (with prepayment risk): As interest rates rise, bond prices fall and vice versa—long-term securities tend to rise and fall more than short-term securities. The values of mortgage-related and asset-backed securities are particularly sensitive to changes in interest rates due to prepayment risk.

Below Investment Grade Securities Risk: 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.

Market Risk: The market values of the portfolio’s holdings rise and fall from day to day, so investments may lose value.

Diversification Risk: Portfolios that hold a smaller number of securities may be more volatile than more diversified portfolios, since gains or losses from each security will have a greater impact on the portfolio’s overall value.

(Historical Performance continued on next page)


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			3

Historical Performance

HISTORICAL PERFORMANCE

(continued from previous page)



THE FUND VS. ITS BENCHMARK PERIODS ENDED SEPTEMBER 30, 2011	Returns
	6 Months		12 Months
AllianceBernstein Global High Income Fund (NAV)		-6.75%		-0.40%

Composite Benchmark: 33% JPM GBI-EM/33% JPM EMBI Global/33% Barclays Capital U.S. Corporate HY 2% Issuer Capped Index		-3.74%		-1.09%

JPM GBI-EM		-8.31%		-6.57%

JPM EMBI Global		2.14%		1.28%

Barclays Capital U.S. Corporate HY 2% Issuer Capped Index		-5.12%		1.75%

The Fund’s market price per share on September 30, 2011 was $13.00. The Fund’s NAV per share on September 30, 2011 was $13.86. For additional financial highlights, please see page 79.

See Historical Performance and Benchmark disclosures on previous page.


4		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Historical Performance

PORTFOLIO SUMMARY

September 30, 2011 (unaudited)

PORTFOLIO STATISTICS

Net Assets ($mil): $1,180.6

LOGO

All data are as of September 30, 2011. The Fund’s security type and country breakdowns are 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” securities type weightings represents 0.7% or less in the following security types: Common Stock, Governments - Sovereign Agencies, Inflation-Linked Securities, Local Governments - Municipal Bonds, Local Governments - Regional Bonds, Options Purchased - Puts, Supranationals and Warrants. “Other” country weightings represent 0.9% or less in the following countries: Australia, Austria, Barbados, Belgium, Bermuda, Canada, Cayman Islands, Chile, China, Colombia, Cote D’Ivoire, Croatia, Czech Republic, Denmark, Egypt, El Salvador, France, Ghana, Greece, Hong Kong, Hungary, Iceland, India, Ireland, Israel, Italy, Jamaica, Japan, Lithuania, New Zealand, Norway, Panama, Peru, Philippines, Poland, Serbia & Montenegro, Singapore, Spain, Supranational, Switzerland, Trinidad & Tobago, Turkey, United Arab Emirates and Uruguay.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			5

Portfolio Summary

PORTFOLIO SUMMARY

September 30, 2011 (unaudited)

LOGO


6		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio Summary

PORTFOLIO OF INVESTMENTS

September 30, 2011 (unaudited)


		Principal Amount (000)		U.S. $ Value


CORPORATES - NON-INVESTMENT GRADES – 54.7%
Industrial – 47.3%
Basic – 4.3%
AK Steel Corp. 7.625%, 5/15/20^(a)	U.S.$		1,505	$	1,318,756
Aleris International, Inc. 7.625%, 2/15/18^(b)			2,500		2,243,750
Appleton Papers, Inc. 10.50%, 6/15/15^(b)			1,300		1,274,000
Arch Coal, Inc. 7.00%, 6/15/19^(b)			693		658,350
7.25%, 6/15/21^(b)			1,156		1,112,650
Boise Paper Holdings LLC/Boise Finance Co. 9.00%, 11/01/17			1,100		1,149,500
Calcipar SA 6.875%, 5/01/18^(b)			735		635,775
Celanese US Holdings LLC 6.625%, 10/15/18			408		421,770
CF Industries, Inc. 7.125%, 5/01/20			900		1,024,875
Consol Energy, Inc. 8.25%, 4/01/20			2,175		2,289,188
FMG Resources August 2006 Pty Ltd. 7.00%, 11/01/15^(b)			1,250		1,162,500
Georgia Gulf Corp. 10.75%, 10/15/16			1,500		1,563,750
Graphic Packaging International, Inc. 7.875%, 10/01/18			899		921,475
Hexion US Finance Corp./Hexion Nova Scotia Finance ULC 4.786%, 11/15/14^(c)			938		778,540
Huntsman International LLC 8.625%, 3/15/21^(a)			2,060		1,972,450
Ineos Group Holdings Ltd. 8.50%, 2/15/16^(b)			3,551		2,627,740
James River Escrow, Inc. 7.875%, 4/01/19^(b)			251		210,840
JMC Steel Group 8.25%, 3/15/18^(b)			722		678,680
Kerling PLC 10.625%, 2/01/17^(a)(b)	EUR		1,492		1,629,109
Kinove German Bondco GmbH 9.625%, 6/15/18^(b)	U.S.$		942		852,510
MacDermid, Inc. 9.50%, 4/15/17^(b)			1,800		1,665,000
Momentive Performance Materials, Inc. 11.50%, 12/01/16			750		630,000


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			7

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


NewMarket Corp. 7.125%, 12/15/16	U.S.$		988	$	1,027,520
NewPage Corp. 10.00%, 5/01/12^(a)(d)			735		84,525
11.375%, 12/31/14^(d)			824		611,820
Norske Skogindustrier ASA 7.00%, 6/26/17	EUR		988		655,218
Nova Chemicals Corp. 8.625%, 11/01/19	U.S.$		1,426		1,543,645
Omnova Solutions, Inc. 7.875%, 11/01/18			1,833		1,484,730
Polymer Group, Inc. 7.75%, 2/01/19^(b)			3,500		3,491,250
Polypore International, Inc. 7.50%, 11/15/17			940		944,700
Rain CII Carbon LLC/CII Carbon Corp. 8.00%, 12/01/18^(b)			1,345		1,331,550
Smurfit Kappa Acquisitions 7.75%, 11/15/19^(b)	EUR		1,535		1,963,973
Solutia, Inc. 7.875%, 3/15/20	U.S.$		928		976,720
Steel Dynamics, Inc. 7.625%, 3/15/20			1,200		1,198,500
7.75%, 4/15/16			1,150		1,132,750
TPC Group LLC 8.25%, 10/01/17^(b)			2,107		2,064,860
United States Steel Corp. 6.65%, 6/01/37			1,137		875,490
7.375%, 4/01/20^(a)			700		630,000
Verso Paper Holdings LLC/Verso Paper, Inc. 8.75%, 2/01/19			900		621,000
Series B 11.375%, 8/01/16			1,239		898,275
Westvaco Corp. 7.95%, 2/15/31			1,000		1,128,478
Weyerhaeuser Co. 7.375%, 3/15/32			1,790		1,785,205

					51,271,417

Capital Goods – 5.6%
Alion Science and Technology Corp. 12.00%, 11/01/14^(e)			920		809,672
Alliant Techsystems, Inc. 6.875%, 9/15/20			521		521,000
Ardagh Glass Finance PLC 8.75%, 2/01/20^(b)	EUR		860		887,182
Ardagh Packaging Finance PLC 7.375%, 10/15/17^(b)	U.S.$		230		219,650
9.25%, 10/15/20^(a)(b)	EUR		427		446,217


8		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


BE Aerospace, Inc. 6.875%, 10/01/20	U.S.$		1,236	$	1,288,530
Berry Plastics Corp. 9.75%, 1/15/21			1,525		1,296,250
10.25%, 3/01/16			360		313,200
Bombardier, Inc. 7.75%, 3/15/20^(b)			1,266		1,348,290
Building Materials Corp. of America 7.00%, 2/15/20^(b)			985		982,538
7.50%, 3/15/20^(b)			849		849,000
Case New Holland, Inc. 7.875%, 12/01/17			1,393		1,483,545
Clondalkin Industries BV 8.00%, 3/15/14^(b)	EUR		1,312		1,388,624
CNH America LLC 7.25%, 1/15/16	U.S.$		1,775		1,837,125
Crown European Holdings SA 7.125%, 8/15/18^(b)	EUR		305		396,365
Griffon Corp. 7.125%, 4/01/18	U.S.$		718		633,635
Grohe Holding GmbH 8.625%, 10/01/14^(a)(b)	EUR		2,602		2,963,125
HeidelbergCement Finance BV 8.50%, 10/31/19			1,330		1,710,593
Huntington Ingalls Industries, Inc. 6.875%, 3/15/18^(b)	U.S.$		640		595,200
7.125%, 3/15/21^(b)			632		586,180
KUKA AG 8.75%, 11/15/17^(b)	EUR		1,038		1,328,081
Lafarge SA 7.125%, 7/15/36	U.S.$		800		690,549
Manitowoc Co., Inc. (The) 8.50%, 11/01/20			2,168		1,962,040
Masco Corp. 6.125%, 10/03/16			1,825		1,779,709
Nordenia Holdings AG 9.75%, 7/15/17	EUR		1,206		1,454,117
Nortek, Inc. 8.50%, 4/15/21^(b)	U.S.$		3,269		2,631,545
Obrascon Huarte Lain SA 7.375%, 4/28/15	EUR		500		622,984
OI European Group BV 6.75%, 9/15/20^(b)			1,000		1,232,570
Plastipak Holdings, Inc. 8.50%, 12/15/15^(b)	U.S.$		2,325		2,301,750
Ply Gem Industries, Inc. 8.25%, 2/15/18			2,650		2,159,750
Pregis Corp. 6.605%, 4/15/13^(c)	EUR		1,100		1,326,352


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			9

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


RBS Global, Inc./Rexnord LLC 8.50%, 5/01/18	U.S.$		1,900	$	1,819,250
11.75%, 8/01/16^(a)			700		714,000
Rexam PLC 6.75%, 6/29/67	EUR		2,020		2,368,008
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer Lu 7.875%, 8/15/19^(b)	U.S.$		2,080		2,007,200
9.00%, 5/15/18-4/15/19^(b)			2,953		2,501,050
9.875%, 8/15/19^(b)			1,762		1,550,560
RSC Equipment Rental, Inc./RSC Holdings III LLC 8.25%, 2/01/21			650		562,250
10.25%, 11/15/19			2,400		2,352,000
Sealed Air Corp. 8.125%, 9/15/19^(b)			696		702,960
8.375%, 9/15/21^(b)			713		720,130
Sequa Corp. 11.75%, 12/01/15^(b)			2,320		2,436,000
Sterling Merger, Inc. 11.00%, 10/01/19^(b)			2,073		1,969,350
Terex Corp. 8.00%, 11/15/17			1,323		1,170,855
Textron Financial Corp. 6.00%, 2/15/67^(b)			575		431,250
TransDigm, Inc. 7.75%, 12/15/18			2,600		2,645,500
United Rentals North America, Inc. 8.375%, 9/15/20			3,086		2,831,405
USG Corp. 6.30%, 11/15/16			797		583,803
Wienerberger AG 6.50%, 12/31/49	EUR		1,100		1,043,397

					66,454,336

Communications - Media – 4.7%
Allbritton Communications Co. 8.00%, 5/15/18	U.S.$		2,955		2,777,700
CCH II LLC/CCH II Capital Corp. 13.50%, 11/30/16			1,500		1,710,000
CCO Holdings LLC/CCO Holdings Capital Corp. 7.00%, 1/15/19^(b)			250		241,875
7.00%, 1/15/19			250		242,500
7.25%, 10/30/17			600		600,000
Cengage Learning Acquisitions, Inc. 10.50%, 1/15/15^(b)			2,575		1,648,000
Cequel Communications Holdings I LLC and Cequel Capital Corp. 8.625%, 11/15/17^(b)			2,345		2,321,550


10		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Charter Communications Operating LLC/Charter Communications Operating Capital 8.00%, 4/30/12^(b)	U.S.$		1,096	$	1,112,389
Clear Channel Communications, Inc. 5.75%, 1/15/13^(a)			1,500		1,335,000
9.00%, 3/01/21			1,166		865,755
10.75%, 8/01/16			1,507		779,872
Clear Channel Worldwide Holdings, Inc. 9.25%, 12/15/17			65		65,975
Series B 9.25%, 12/15/17			2,058		2,104,305
Crown Media Holdings, Inc. 10.50%, 7/15/19^(b)			1,256		1,243,440
CSC Holdings LLC 6.75%, 4/15/12			42		42,735
7.625%, 7/15/18			598		624,910
Cumulus Media, Inc. 7.75%, 5/01/19^(a)(b)			925		779,313
Dex One Corp. 12.00%, 1/29/17^(e)			1,037		217,798
DISH DBS Corp. 7.125%, 2/01/16			1,250		1,265,625
EH Holding Corp. 7.625%, 6/15/21^(b)			2,323		2,235,887
Houghton Mifflin Harcourt Publishing Co. 10.50%, 6/01/19^(b)			1,000		710,000
Intelsat Jackson Holdings SA 11.25%, 6/15/16			2,497		2,546,940
Intelsat Luxembourg SA 11.25%, 2/04/17			1,200		1,041,000
11.50%, 2/04/17^(b)(e)			900		774,000
11.50%, 2/04/17^(e)			900		774,000
Kabel BW Erste Beteiligungs GmbH/Kabel Baden-Wurttemberg GmbH & Co. KG 7.50%, 3/15/19^(b)			487		473,608
7.50%, 3/15/19^(b)	EUR		537		690,668
Lamar Media Corp. 6.625%, 8/15/15	U.S.$		2,500		2,462,500
Liberty Interactive LLC 5.70%, 5/15/13			1,480		1,507,750
LIN Television Corp. 6.50%, 5/15/13			2,150		2,096,250
8.375%, 4/15/18			750		757,500
Local TV Finance LLC 9.25%, 6/15/15^(b)(e)			1,286		1,183,350
McClatchy Co. (The) 11.50%, 2/15/17			600		520,500
New York Times Co. (The) 6.625%, 12/15/16			1,300		1,293,500


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			11

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Quebecor Media, Inc. 7.75%, 3/15/16	U.S.$		2,810	$	2,810,000
RR Donnelley & Sons Co. 7.25%, 5/15/18			1,998		1,805,692
Sinclair Television Group, Inc. 8.375%, 10/15/18			660		650,100
9.25%, 11/01/17^(b)			1,485		1,559,250
Sirius XM Radio, Inc. 8.75%, 4/01/15^(b)			2,000		2,165,000
Telesat Canada/Telesat LLC 11.00%, 11/01/15			440		470,800
Thomson Corp. 5.75%, 12/31/49^(d)(f)	EUR		975		1,306
Univision Communications, Inc. 6.875%, 5/15/19^(b)	U.S.$		800		708,000
8.50%, 5/15/21^(b)			200		156,000
UPC Holding BV 8.375%, 8/15/20^(b)	EUR		1,000		1,152,185
UPCB Finance III Ltd. 6.625%, 7/01/20^(b)	U.S.$		1,105		1,038,700
Valassis Communications, Inc. 6.625%, 2/01/21			600		561,000
Virgin Media Finance PLC 8.375%, 10/15/19			2,300		2,443,750
XM Satellite Radio, Inc. 7.625%, 11/01/18^(b)			775		782,750

					55,350,728

Communications - Telecommunications – 3.1%
Cincinnati Bell, Inc. 8.25%, 10/15/17			1,250		1,212,500
Cricket Communications, Inc. 7.75%, 10/15/20^(a)			1,500		1,305,000
Crown Castle International Corp. 7.125%, 11/01/19			1,500		1,545,000
Data & Audio Visual Enterprise 9.50%, 4/29/18	CAD		1,175		1,031,627
Digicel Group Ltd. 10.50%, 4/15/18^(b)	U.S.$		2,384		2,348,240
eAccess Ltd. 8.25%, 4/01/18^(b)			1,626		1,495,920
Fairpoint Communications, Inc./Old Series 1 13.125%, 4/02/18^(d)			1,512		3,781
Frontier Communications Corp. 9.00%, 8/15/31			1,000		852,500
Level 3 Financing, Inc. 8.75%, 2/15/17			1,950		1,796,437


12		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


9.25%, 11/01/14	U.S.$		535	$	528,313
10.00%, 2/01/18			1,000		960,000
MetroPCS Wireless, Inc. 6.625%, 11/15/20			1,350		1,188,000
7.875%, 9/01/18			1,300		1,261,000
NII Capital Corp. 7.625%, 4/01/21			1,362		1,351,785
PAETEC Holding Corp. 9.50%, 7/15/15			750		780,000
9.875%, 12/01/18			1,480		1,550,300
Phones4u Finance PLC 9.50%, 4/01/18^(b)	GBP		1,750		1,992,133
Sprint Capital Corp. 6.875%, 11/15/28	U.S.$		3,225		2,410,687
8.75%, 3/15/32			130		112,938
Sprint Nextel Corp. 6.00%, 12/01/16			400		344,000
Sunrise Communications Holdings SA 8.50%, 12/31/18^(b)	EUR		1,400		1,697,463
tw telecom holdings, Inc. 8.00%, 3/01/18	U.S.$		2,376		2,471,040
VimpelCom Holdings BV 7.504%, 3/01/22^(a)(b)			1,300		1,046,500
Wind Acquisition Finance SA 7.25%, 2/15/18^(b)			1,400		1,190,000
11.75%, 7/15/17^(b)			2,200		1,870,000
Windstream Corp. 7.50%, 4/01/23			675		629,438
7.75%, 10/01/21			1,715		1,654,975
8.125%, 8/01/13-9/01/18			2,168		2,254,370

					36,883,947

Consumer Cyclical - Automotive – 2.5%
Affinia Group, Inc. 9.00%, 11/30/14			2,195		2,118,175
Allison Transmission, Inc. 7.125%, 5/15/19^(b)			2,039		1,845,295
11.00%, 11/01/15^(b)			2,275		2,354,625
American Axle & Manufacturing Holdings, Inc. 9.25%, 1/15/17^(b)			1,035		1,076,400
Commercial Vehicle Group, Inc. 7.875%, 4/15/19^(b)			1,084		991,860
Cooper Tire & Rubber Co. 8.00%, 12/15/19			1,250		1,212,500
Dana Holding Corp. 6.50%, 2/15/19			300		285,000
6.75%, 2/15/21			326		309,700
Delphi Corp. 5.875%, 5/15/19^(b)			559		519,870


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			13

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


6.125%, 5/15/21^(b)	U.S.$		419	$	389,670
Exide Technologies 8.625%, 2/01/18			801		744,930
Ford Motor Co. 7.45%, 7/16/31^(a)			2,500		2,822,200
Ford Motor Credit Co. LLC 2.996%, 1/13/12^(c)			1,130		1,134,870
8.00%, 12/15/16			600		654,726
Goodyear Dunlop Tires Europe BV 6.75%, 4/15/19^(b)	EUR		925		1,115,342
Goodyear Tire & Rubber Co. (The) 7.00%, 3/15/28	U.S.$		400		362,000
8.25%, 8/15/20^(a)			1,891		1,924,092
8.75%, 8/15/20			343		353,290
Lear Corp. 8.125%, 3/15/20			1,550		1,627,500
Meritor, Inc. 8.125%, 9/15/15			1,198		1,060,230
Navistar International Corp. 8.25%, 11/01/21			2,400		2,463,000
Tenneco, Inc. 6.875%, 12/15/20			2,335		2,264,950
7.75%, 8/15/18			410		412,050
UCI International, Inc. 8.625%, 2/15/19			1,002		928,103

					28,970,378

Consumer Cyclical - Entertainment – 0.8%
AMC Entertainment, Inc. 9.75%, 12/01/20			1,143		1,034,415
ClubCorp Club Operations, Inc. 10.00%, 12/01/18			2,000		1,770,000
Greektown Holdings LLC 10.75%, 12/01/13^(d)(f)			915		– 0	–
NAI Entertainment Holdings LLC 8.25%, 12/15/17^(b)			1,920		1,977,600
Pinnacle Entertainment, Inc. 7.50%, 6/15/15			1,275		1,227,187
8.625%, 8/01/17			895		901,713
8.75%, 5/15/20^(a)			271		252,708
Regal Entertainment Group 9.125%, 8/15/18^(a)			2,470		2,445,300

					9,608,923

Consumer Cyclical - Other – 4.3%
Beazer Homes USA, Inc. 6.875%, 7/15/15			1,500		1,012,500
Boyd Gaming Corp. 9.125%, 12/01/18^(a)(b)			1,300		1,069,250


14		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Broder Brothers Co. 12.00%, 10/15/13^(b)(e)	U.S.$		465	$	457,915
Caesars Entertainment Operating Co., Inc. 10.00%, 12/15/18			700		416,500
11.25%, 6/01/17			435		438,806
Chukchansi Economic Development Authority 8.00%, 11/15/13^(b)			730		494,575
Gaylord Entertainment Co. 6.75%, 11/15/14			5		4,900
GWR Operating Partnership LLP 10.875%, 4/01/17			1,600		1,648,000
Host Hotels & Resorts LP Series O 6.375%, 3/15/15			1,500		1,492,500
Series Q 6.75%, 6/01/16			890		890,000
Isle of Capri Casinos, Inc. 7.00%, 3/01/14			1,725		1,567,594
7.75%, 3/15/19			1,335		1,218,187
K Hovnanian Enterprises, Inc. 10.625%, 10/15/16^(a)			2,620		1,965,000
KB Home 5.875%, 1/15/15			705		571,050
9.10%, 9/15/17			1,250		1,062,500
Lennar Corp. Series B 6.50%, 4/15/16			2,600		2,392,000
Levi Strauss & Co. 7.625%, 5/15/20^(a)			1,200		1,116,000
M/I Homes, Inc. 8.625%, 11/15/18			2,360		2,124,000
Marina District Finance Co., Inc. 9.50%, 10/15/15^(a)			810		731,025
9.875%, 8/15/18^(a)			1,980		1,653,300
Meritage Homes Corp. 6.25%, 3/15/15			1,250		1,200,000
MGM Resorts International 6.625%, 7/15/15^(a)			1,480		1,254,300
7.625%, 1/15/17			1,200		1,029,000
NCL Corp. Ltd. 9.50%, 11/15/18^(b)			2,000		2,020,000
11.75%, 11/15/16			1,100		1,237,500
Penn National Gaming, Inc. 8.75%, 8/15/19			1,367		1,449,020
Pulte Group, Inc. 7.875%, 6/15/32			1,400		1,120,000
PVH Corp. 7.375%, 5/15/20			950		990,375


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			15

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Quiksilver, Inc. 6.875%, 4/15/15	U.S.$		2,840	$	2,527,600
Royal Caribbean Cruises Ltd. 6.875%, 12/01/13			1,000		1,007,500
7.00%, 6/15/13			1,000		1,017,500
7.25%, 6/15/16			500		506,250
Ryland Group, Inc. 6.625%, 5/01/20			1,800		1,485,000
Seminole Indian Tribe of Florida 6.535%, 10/01/20^(b)			240		229,987
7.75%, 10/01/17^(b)			1,610		1,618,050
Shea Homes LP/Shea Homes Funding Corp. 8.625%, 5/15/19^(b)			1,619		1,327,580
Sheraton Holding Corp. 7.375%, 11/15/15			2,000		2,155,000
Standard Pacific Corp. 8.375%, 5/15/18			500		425,000
10.75%, 9/15/16			1,696		1,662,080
Station Casinos, Inc. 6.625%, 3/15/18^(d)(f)			4,405		– 0	–
Sugarhouse HSP Gaming Prop Mezz LP/Sugarhouse HSP Gaming Finance Corp. 8.625%, 4/15/16^(b)			852		856,260
Tropicana Entertainment LLC/Tropicana Finance Corp. 9.625%, 12/15/14^(d)(f)			750		– 0	–
WCI Communities, Inc. 6.625%, 3/15/15^(d)(f)(g)			750		– 0	–
Wynn Las Vegas LLC/Wynn Las Vegas Capital Corp. 7.75%, 8/15/20			3,100		3,255,000

					50,698,604

Consumer Cyclical - Restaurants – 0.6%
Burger King Corp. 9.875%, 10/15/18^(a)			2,330		2,399,900
CKE Restaurants, Inc. 11.375%, 7/15/18			1,863		1,937,520
Landry’s Restaurants, Inc. 11.625%, 12/01/15^(b)			460		462,300
11.625%, 12/01/15			1,630		1,638,150

					6,437,870

Consumer Cyclical - Retailers – 1.5%
Asbury Automotive Group, Inc. 8.375%, 11/15/20			901		869,465
Bon-Ton Department Stores, Inc. (The) 10.25%, 3/15/14^(a)			2,650		2,120,000


16		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Burlington Coat Factory Warehouse Corp. 10.00%, 2/15/19^(b)	U.S.$		260	$	221,000
GameStop Corp./GameStop, Inc. 8.00%, 10/01/12			578		578,723
Gymboree Corp. 9.125%, 12/01/18^(a)			2,650		1,961,000
Hines Nurseries, Inc. 10.25%, 10/06/11^(d)(f)(g)			1,000		– 0	–
JC Penney Corp., Inc. 7.40%, 4/01/37			2,000		1,850,000
Limited Brands, Inc. 6.90%, 7/15/17			1,382		1,447,645
7.60%, 7/15/37			1,000		960,000
Michaels Stores, Inc. 7.75%, 11/01/18			1,300		1,215,500
11.375%, 11/01/16			1,105		1,118,812
Neiman Marcus Group, Inc. (The) 10.375%, 10/15/15			500		505,000
Penske Automotive Group, Inc. 7.75%, 12/15/16			600		594,000
Rite Aid Corp. 8.00%, 8/15/20^(a)			1,325		1,381,312
9.50%, 6/15/17			860		679,400
Toys R US, Inc. 7.375%, 10/15/18			2,225		1,891,250
YCC Holdings LLC / Yankee Finance, Inc. 10.25%, 2/15/16^(e)			310		263,500

					17,656,607

Consumer Non-Cyclical – 6.9%
ACCO Brands Corp. 7.625%, 8/15/15^(a)			2,955		2,858,962
10.625%, 3/15/15			1,097		1,179,275
Alere, Inc. 8.625%, 10/01/18			2,405		2,176,525
AMGH Merger Sub, Inc. 9.25%, 11/01/18^(b)			1,855		1,855,000
ARAMARK Corp. 8.50%, 2/01/15			2,805		2,840,062
Aurora Diagnostics Holdings/Aurora Diagnostics Financing, Inc. 10.75%, 1/15/18^(b)			2,000		1,940,000
Bakkavor Finance 2 PLC 8.25%, 2/15/18^(b)	GBP		1,200		1,272,470
Bausch & Lomb, Inc. 9.875%, 11/01/15	U.S.$		2,714		2,720,785
Biomet, Inc. 11.625%, 10/15/17			2,605		2,702,687
BioScrip, Inc. 10.25%, 10/01/15			1,000		1,000,000


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			17

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Boparan Holdings Ltd. 9.875%, 4/30/18^(b)	GBP		1,500	$	1,812,888
Capsugel FinanceCo SCA 9.875%, 8/01/19^(b)	EUR		1,850		2,354,611
Care UK Health & Social Care PLC 9.75%, 8/01/17	GBP		1,200		1,543,806
Catalent Pharma Solutions, Inc. 9.50%, 4/15/15^(e)	U.S.$		2,567		2,342,619
CDRT Merger Sub, Inc. 8.125%, 6/01/19^(b)			2,466		2,281,050
CHS/Community Health Systems, Inc. 8.875%, 7/15/15			2,529		2,484,742
CityCenter Holdings LLC/CityCenter Finance Corp. 7.625%, 1/15/16^(b)			2,956		2,778,640
ConvaTec Healthcare E SA 10.50%, 12/15/18^(b)			1,570		1,381,600
Cott Beverages, Inc. 8.125%, 9/01/18			275		280,500
8.375%, 11/15/17			600		612,000
Del Monte Foods Co. 7.625%, 2/15/19^(b)			635		536,575
DJO Finance LLC/DJO Finance Corp. 7.75%, 4/15/18^(b)			285		243,675
10.875%, 11/15/14			1,150		1,144,250
Dole Food Co., Inc. 8.00%, 10/01/16^(b)			1,695		1,733,138
Elan Finance PLC/Elan Finance Corp. 8.75%, 10/15/16			1,800		1,863,000
Elizabeth Arden, Inc. 7.375%, 3/15/21			1,325		1,325,000
Endo Pharmaceuticals Holdings, Inc. 7.00%, 7/15/19^(b)			470		471,763
7.25%, 1/15/22^(b)			635		636,588
Gentiva Health Services, Inc. 11.50%, 9/01/18			1,105		878,475
Giant Funding Corp. 8.25%, 2/01/18^(b)			1,795		1,795,000
HCA Holdings, Inc. 7.75%, 5/15/21^(a)(b)			2,000		1,875,000
HCA, Inc. 6.375%, 1/15/15			1,725		1,677,563
6.50%, 2/15/16			290		276,950
Jarden Corp. 7.50%, 1/15/20			1,800		1,820,250
Kindred Healthcare, Inc. 8.25%, 6/01/19^(b)			840		641,550


18		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Mylan Inc. 7.625%, 7/15/17^(b)	U.S.$		265	$	275,600
7.875%, 7/15/20^(b)			260		273,000
NBTY, Inc. 9.00%, 10/01/18			737		754,504
New Albertsons, Inc. 7.45%, 8/01/29			4,005		3,003,750
Picard Bondco SA 9.00%, 10/01/18^(b)	EUR		1,500		1,889,047
Pilgrim’s Pride Corp. 7.875%, 12/15/18^(a)(b)	U.S.$		2,775		2,115,938
Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp. 10.625%, 4/01/17^(a)			1,750		1,754,375
R&R Ice Cream PLC 8.375%, 11/15/17^(b)	EUR		1,450		1,631,815
Select Medical Corp. 7.625%, 2/01/15	U.S.$		1,321		1,144,316
Select Medical Holdings Corp. 6.267%, 9/15/15^(c)			1,000		815,000
Smithfield Foods, Inc. 7.75%, 7/01/17			2,000		2,055,000
Stater Bros Holdings, Inc. 7.375%, 11/15/18			700		714,000
STHI Holding Corp. 8.00%, 3/15/18^(b)			425		410,125
SUPERVALU, Inc. 8.00%, 5/01/16^(a)			170		160,650
Tenet Healthcare Corp. 6.875%, 11/15/31			1,500		1,140,000
8.00%, 8/01/20			400		363,000
9.25%, 2/01/15			800		800,000
Tops Holding Corp./Tops Markets LLC 10.125%, 10/15/15			1,500		1,500,000
Universal Hospital Services, Inc. 3.778%, 6/01/15^(c)			500		430,000
Vanguard Health Holding Co. II LLC/Vanguard Holding Co. II, Inc. 8.00%, 2/01/18			1,985		1,821,238
Vanguard Health Systems, Inc. Zero Coupon, 2/01/16			15		9,750
Visant Corp. 10.00%, 10/01/17			1,385		1,281,125
Voyager Learning Exchange 8.375%, 12/01/14^(d)(f)(g)			1,550		– 0	–
Warner Chilcott Co./Warner Chilcott Finance LLC 7.75%, 9/15/18^(b)			1,750		1,671,250

					81,350,482


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			19

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Energy – 5.3%
Antero Resources Finance Corp. 7.25%, 8/01/19^(b)	U.S.$		312	$	296,400
9.375%, 12/01/17			2,363		2,457,520
ATP Oil & Gas Corp./United States 11.875%, 5/01/15			3,000		2,088,750
Basic Energy Services, Inc. 7.75%, 2/15/19^(b)			1,200		1,140,000
Bill Barrett Corp. 7.625%, 10/01/19			834		819,405
Bluewater Holding BV 3.25%, 7/17/14^(b)(c)			2,300		1,702,000
Calfrac Holdings LP 7.50%, 12/01/20^(b)			491		463,995
Chaparral Energy, Inc. 8.875%, 2/01/17			2,600		2,522,000
Chesapeake Energy Corp. 6.625%, 8/15/20			893		919,790
6.875%, 11/15/20			1,683		1,758,735
Cie Generale de Geophysique-Veritas 6.50%, 6/01/21^(b)			1,000		900,000
9.50%, 5/15/16			800		820,000
Citgo Petroleum Corp. 11.50%, 7/01/17^(b)			2,919		3,298,470
Complete Production Services, Inc. 8.00%, 12/15/16			1,400		1,400,000
Continental Resources, Inc./OK 7.125%, 4/01/21			724		731,240
Denbury Resources, Inc. 6.375%, 8/15/21			624		605,280
8.25%, 2/15/20			521		547,050
Edgen Murray Corp. 12.25%, 1/15/15^(a)			1,301		1,166,021
Energy XXI Gulf Coast, Inc. 7.75%, 6/15/19			1,100		995,500
9.25%, 12/15/17			2,000		1,950,000
Expro Finance Luxembourg SCA 8.50%, 12/15/16^(b)			1,371		1,192,770
Forest Oil Corp. 7.25%, 6/15/19			2,535		2,496,975
Helix Energy Solutions Group, Inc. 9.50%, 1/15/16^(b)			2,000		2,030,000
Hercules Offshore, Inc. 10.50%, 10/15/17^(b)			625		590,625
Hilcorp Energy I LP/Hilcorp Finance Co. 7.75%, 11/01/15^(b)			3,220		3,244,150
Key Energy Services, Inc. 6.75%, 3/01/21			1,166		1,122,275


20		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Linn Energy LLC/Linn Energy Finance Corp. 8.625%, 4/15/20	U.S.$		1,600	$	1,648,000
McJunkin Red Man Corp. 9.50%, 12/15/16			2,500		2,287,500
Nalco Co. 6.625%, 1/15/19^(b)			750		821,250
Newfield Exploration Co. 6.625%, 9/01/14-4/15/16			1,530		1,540,150
Offshore Group Investments Ltd. 11.50%, 8/01/15			2,450		2,523,500
Oil States International, Inc. 6.50%, 6/01/19^(b)			1,374		1,343,085
OPTI Canada, Inc. 8.25%, 12/15/14^(d)			1,472		927,360
Parker Drilling Co. 9.125%, 4/01/18			129		130,290
Perpetual Energy, Inc. 8.75%, 3/15/18^(b)	CAD		1,800		1,685,348
PHI, Inc. 8.625%, 10/15/18	U.S.$		1,250		1,231,250
Pioneer Natural Resources Co. 5.875%, 7/15/16			500		528,166
Plains Exploration & Production Co. 7.00%, 3/15/17			1,057		1,057,000
7.75%, 6/15/15			946		974,380
Precision Drilling Corp. 6.50%, 12/15/21^(b)			738		726,930
SandRidge Energy, Inc. 7.50%, 3/15/21^(b)			327		300,840
8.75%, 1/15/20			1,850		1,813,000
SESI LLC 6.375%, 5/01/19^(b)			358		345,470
Southwestern Energy Co. 7.50%, 2/01/18			1,000		1,132,712
Tesoro Corp. 6.25%, 11/01/12			164		169,330
6.50%, 6/01/17			2,560		2,547,200
9.75%, 6/01/19			480		518,400
W&T Offshore, Inc. 8.50%, 6/15/19^(b)			1,500		1,455,000

					62,965,112

Other Industrial – 1.3%
Briggs & Stratton Corp. 6.875%, 12/15/20			398		401,980
Brightstar Corp. 9.50%, 12/01/16^(b)			1,833		1,869,660
Education Management LLC/Education Management Finance Corp. 8.75%, 6/01/14			350		341,250


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			21

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Exova Ltd. 10.50%, 10/15/18^(b)	GBP		1,044	$	1,447,561
Interline Brands, Inc. 7.00%, 11/15/18	U.S.$		1,753		1,713,557
Lecta SA 5.535%, 2/15/14^(a)(b)(c)	EUR		1,201		1,319,413
Liberty Tire Recycling 11.00%, 10/01/16^(b)	U.S.$		2,800		2,856,000
Mueller Water Products, Inc. 7.375%, 6/01/17			700		546,000
8.75%, 9/01/20			611		601,835
Neenah Foundry Co. 15.00%, 7/29/15^(e)(f)			331		320,825
New Enterprise Stone & Lime Co. 11.00%, 9/01/18^(b)			2,000		1,585,000
Pipe Holdings PLC 9.50%, 11/01/15^(b)	GBP		1,216		1,678,135
Wendel SA 4.375%, 8/09/17	EUR		1,100		1,112,662

					15,793,878

Services – 1.4%
Ceridian Corp. 11.25%, 11/15/15	U.S.$		2,475		2,041,875
Goodman Networks, Inc. 12.125%, 7/01/18^(b)			1,200		1,128,000
Live Nation Entertainment, Inc. 8.125%, 5/15/18^(b)			225		216,000
Lottomatica SpA 8.25%, 3/31/66^(b)	EUR		1,545		1,573,134
Mobile Mini, Inc. 7.875%, 12/01/20	U.S.$		1,175		1,128,000
Realogy Corp. Series A 11.00%, 4/15/18^(b)			1,450		1,131,000
Series C 11.00%, 4/15/18^(a)(b)			750		585,000
Service Corp. International/US 6.75%, 4/01/16			1,485		1,522,125
7.50%, 4/01/27			1,500		1,398,750
ServiceMaster Co. (The) 10.75%, 7/15/15^(b)(e)			2,480		2,504,800
Ticketmaster Entertainment LLC/Ticketmaster Noteco, Inc. 10.75%, 8/01/16			670		703,500
West Corp. 7.875%, 1/15/19			1,400		1,316,000
8.625%, 10/01/18			161		156,573
11.00%, 10/15/16			1,100		1,133,000

					16,537,757


22		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Technology – 3.5%
Advanced Micro Devices, Inc. 7.75%, 8/01/20	U.S.$		273	$	267,540
8.125%, 12/15/17			1,345		1,345,000
Amkor Technology, Inc. 6.625%, 6/01/21^(b)			1,500		1,342,500
Aspect Software, Inc. 10.625%, 5/15/17			2,126		2,136,630
CDW LLC/CDW Finance Corp. 8.00%, 12/15/18^(b)			1,750		1,715,000
8.50%, 4/01/19^(b)			2,357		2,038,805
11.50%, 10/12/15^(e)			115		114,427
CommScope, Inc. 8.25%, 1/15/19^(b)			3,300		3,217,500
CoreLogic, Inc./United States 7.25%, 6/01/21^(b)			1,250		1,121,875
CPI International, Inc. 8.00%, 2/15/18			1,233		1,075,793
DCP LLC/DCP Corp. 10.75%, 8/15/15^(b)			1,705		1,417,281
Eagle Parent, Inc. 8.625%, 5/01/19^(b)			2,316		2,095,980
Eastman Kodak Co. 7.25%, 11/15/13			141		62,040
First Data Corp. 7.375%, 6/15/19^(b)			750		697,500
11.25%, 3/31/16^(a)			1,750		1,181,250
Freescale Semiconductor, Inc. 8.875%, 12/15/14^(a)			1,510		1,532,650
9.25%, 4/15/18^(b)			737		757,268
10.125%, 12/15/16^(a)			1,785		1,816,237
Interactive Data Corp. 10.25%, 8/01/18			2,300		2,472,500
Iron Mountain, Inc. 6.625%, 1/01/16			780		776,100
8.375%, 8/15/21			2,000		2,040,000
NXP BV/NXP Funding LLC 2.999%, 10/15/13^(c)			582		563,085
9.50%, 10/15/15^(a)			730		754,638
Sanmina-SCI Corp. 7.00%, 5/15/19^(b)			700		616,000
8.125%, 3/01/16			2,911		2,932,832
Seagate HDD Cayman 6.875%, 5/01/20			1,193		1,097,560
7.00%, 11/01/21^(b)			655		602,600
Sensata Technologies BV 6.50%, 5/15/19^(b)			2,000		1,900,000
Serena Software, Inc. 10.375%, 3/15/16			470		479,400


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			23

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


SunGard Data Systems, Inc. 7.625%, 11/15/20	U.S.$		1,600	$	1,488,000
10.25%, 8/15/15			300		303,000
Syniverse Holdings, Inc. 9.125%, 1/15/19			813		796,740

					40,757,731

Transportation - Airlines – 0.6%
Air Canada 12.00%, 2/01/16^(b)			1,300		1,215,500
American Airlines, Inc. 10.50%, 10/15/12			884		893,945
AMR Corp. 9.00%, 8/01/12			1,056		992,640
Continental Airlines, Inc. 8.75%, 12/01/11			260		260,325
Delta Air Lines, Inc. 9.50%, 9/15/14^(b)			1,342		1,382,260
Northwest Airlines 2000-1 Class G Pass Through Trust 7.15%, 10/01/19			895		858,786
UAL 2007-1 Pass Through Trust Series 071A 6.636%, 7/02/22			1,682		1,622,678

					7,226,134

Transportation - Railroads – 0.0%
Florida East Coast Railway Corp. 8.125%, 2/01/17			407		394,790


Transportation - Services – 0.9%
America West Airlines 1999-1 Pass Through Trust Series 991G 7.93%, 1/02/19			1,591		1,583,500
Avis Budget Car Rental LLC/Avis Budget Finance, Inc. 7.75%, 5/15/16			2,055		1,983,075
EC Finance PLC 9.75%, 8/01/17^(b)	EUR		113		108,245
Hapag-Lloyd AG 9.75%, 10/15/17^(b)	U.S.$		1,250		862,500
Hertz Corp. (The) 6.75%, 4/15/19			2,187		1,984,702
7.375%, 1/15/21			1,650		1,507,688
8.875%, 1/01/14			252		252,000
Oshkosh Corp. 8.50%, 3/01/20			341		330,770
Overseas Shipholding Group, Inc. 8.125%, 3/30/18^(a)			1,200		996,000


24		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Swift Services Holdings, Inc. 10.00%, 11/15/18	U.S.$		1,067	$	949,630

					10,558,110

					558,916,804

Financial Institutions – 4.4%
Banking – 1.2%
ABN Amro Bank NV 4.31%, 3/10/16	EUR		2,295		1,784,879
Deutsche Bank AG/London 5.50%, 9/02/15^(b)	UAH		15,300		1,576,112
HT1 Funding GmbH 6.352%, 6/30/17	EUR		1,550		996,774
LBG Capital No.1 PLC 8.00%, 6/15/20^(b)	U.S.$		4,650		3,069,000
Regions Bank/Birmingham AL 6.45%, 6/26/37			1,500		1,260,000
Regions Financing Trust II 6.625%, 5/15/47			700		567,000
Resona Preferred Global Securities Cayman Ltd. 7.191%, 7/30/15^(b)			1,300		1,215,626
Royal Bank of Scotland Group PLC Series U 7.64%, 9/29/17			50		24,000
SNS Bank NV 11.25%, 12/31/49^(b)	EUR		620		564,877
Telenet Finance III Luxembourg SCA 6.625%, 2/15/21^(b)			2,200		2,667,442
UT2 Funding PLC 5.321%, 6/30/16			1,293		1,022,055

					14,747,765

Brokerage – 0.4%
E*Trade Financial Corp. 6.75%, 6/01/16	U.S.$		2,205		2,199,487
Lehman Brothers Holdings, Inc. 6.875%, 5/02/18^(d)			1,690		411,938
Nuveen Investments, Inc. 10.50%, 11/15/15			1,875		1,729,688

					4,341,113

Finance – 1.1%
AGFC Capital Trust I 6.00%, 1/15/67^(b)			3,700		1,665,000
Ally Financial, Inc. 6.75%, 12/01/14			1		921
8.00%, 11/01/31			662		580,905
Series 8 6.75%, 12/01/14			2,590		2,476,687


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			25

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


CIT Group, Inc. 7.00%, 5/01/15-5/01/17	U.S.$		2	$	1,747
7.00%, 5/04/15-5/02/17^(b)			2,071		2,028,985
ILFC E-Capital Trust II 6.25%, 12/21/65^(b)			2,000		1,480,000
International Lease Finance Corp. 6.375%, 3/25/13			1,250		1,215,625
iStar Financial, Inc. Series B 5.70%, 3/01/14			1,675		1,340,000
Residential Capital LLC 9.625%, 5/15/15			2,662		2,063,050

					12,852,920

Insurance – 1.0%
Genworth Financial, Inc. 6.15%, 11/15/66			2,500		1,250,000
Hartford Financial Services Group, Inc. 8.125%, 6/15/38			3,000		2,820,000
ING Groep NV 5.775%, 12/08/15			2,250		1,648,125
Liberty Mutual Group, Inc. 7.80%, 3/15/37^(b)			1,250		1,093,750
MBIA Insurance Corp. 14.00%, 1/15/33^(b)			3,056		1,375,200
XL Group PLC Series E 6.50%, 4/15/17^(a)			4,000		3,140,000

					11,327,075

Other Finance – 0.5%
Harbinger Group, Inc. 10.625%, 11/15/15			1,420		1,384,500
Icahn Enterprises LP/Icahn Enterprises Finance Corp. 8.00%, 1/15/18			1,950		1,942,687
iPayment Holdings, Inc. 15.00%, 11/15/18^(b)(e)			1,142		1,116,305
iPayment, Inc. 10.25%, 5/15/18^(b)			2,177		1,991,955

					6,435,447

REITS – 0.2%
DDR Corp. 7.875%, 9/01/20			1,800		1,906,805

					51,611,125

Utility – 3.0%
Electric – 2.0%
AES Corp. (The) 7.375%, 7/01/21^(b)			700		661,500


26		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


7.75%, 3/01/14	U.S.$		1,060	$	1,081,200
8.00%, 10/15/17			868		872,340
Calpine Corp. 7.25%, 10/15/17^(b)			1,800		1,737,000
7.875%, 7/31/20-1/15/23^(b)			1,875		1,809,375
Dynegy Holdings, Inc. 7.75%, 6/01/19			1,320		798,600
8.375%, 5/01/16			635		384,175
Edison Mission Energy 7.00%, 5/15/17			1,525		907,375
7.50%, 6/15/13^(a)			1,540		1,432,200
7.75%, 6/15/16^(a)			958		641,860
Energy Future Holdings Corp. 10.00%, 1/15/20^(h)			798		774,060
10.875%, 11/01/17			392		315,560
Series Q 6.50%, 11/15/24			1,254		476,520
Energy Future Intermediate Holding Co. LLC/EFIH Finance, Inc. 10.00%, 12/01/20			1,020		994,500
GenOn Americas Generation LLC 8.50%, 10/01/21			1,270		1,092,200
GenOn Energy, Inc. 7.875%, 6/15/17			1,080		993,600
9.50%, 10/15/18^(a)			1,450		1,363,000
9.875%, 10/15/20^(a)			1,200		1,122,000
NRG Energy, Inc. 7.375%, 1/15/17			1,705		1,758,281
7.875%, 5/15/21^(b)			797		729,255
PPL Capital Funding, Inc. Series A 6.70%, 3/30/67			2,405		2,296,775
Texas Competitive Electric Holdings Co. LLC/TCEH Finance, Inc. 11.50%, 10/01/20^(b)			626		500,800
Series A 10.25%, 11/01/15			1,570		588,750

					23,330,926

Natural Gas – 1.0%
El Paso Corp. Series G 7.75%, 1/15/32			1,524		1,765,188
Enterprise Products Operating LLC Series A 8.375%, 8/01/66			1,760		1,823,800
Inergy LP/Inergy Finance Corp. 6.875%, 8/01/21			2,500		2,275,000


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			27

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


MarkWest Energy Partners LP/MarkWest Energy Finance Corp. 6.50%, 8/15/21	U.S.$		2,750	$	2,818,750
Sabine Pass LNG LP 7.50%, 11/30/16			2,150		1,988,750
Targa Resources Partners LP/Targa Resources Partners Finance Corp. 6.875%, 2/01/21^(b)			960		921,600

					11,593,088

					34,924,014

Total Corporates - Non-Investment Grades (cost $692,551,831)					645,451,943


CORPORATES - INVESTMENT GRADES – 12.0%
Financial Institutions – 6.9%
Banking – 3.2%
American Express Co. 6.80%, 9/01/66			2,550		2,470,312
Assured Guaranty Municipal Holdings, Inc. 6.40%, 12/15/66^(b)			3,300		2,376,000
Banco Santander Chile 6.50%, 9/22/20^(b)	CLP		1,488,500		2,810,863
Barclays Bank PLC 4.75%, 3/15/20	EUR		1,890		1,266,064
4.875%, 12/15/14			600		470,252
BBVA International Preferred SAU 4.952%, 12/31/49			1,650		1,569,517
5.919%, 4/18/17	U.S.$		1,265		858,123
Series E 8.50%, 12/31/49^(a)	EUR		550		681,598
Cooperatieve Centrale Raiffeisen-Boerenleenbank BA/Netherlands 8.375%, 7/26/16	U.S.$		2,750		2,750,000
Credit Agricole SA 6.637%, 5/31/17^(b)			2,908		1,679,370
Danske Bank A/S 5.914%, 6/16/14^(b)			1,150		920,000
Itau Unibanco Holding SA/Cayman Island 10.50%, 11/23/15^(b)	BRL		1,100		593,536
Morgan Stanley 10.09%, 5/03/17^(b)			5,760		2,848,983
PNC Financial Services Group, Inc. 6.75%, 8/01/21	U.S.$		1,667		1,596,536
Royal Bank of Scotland PLC (The) Series 1 5.85%, 10/27/14^(c)	AUD		1,500		1,239,304


28		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Societe Generale SA 6.999%, 12/19/17	EUR		1,250	$	921,078
UBS AG/Jersey 4.28%, 4/15/15			2,000		1,728,277
Unicredito Italiano Capital Trust III 4.028%, 10/27/15			3,500		2,321,117
VTB Bank OJSC Via VTB Capital SA 6.875%, 5/29/18^(b)	U.S.$		6,315		6,378,150
Wells Fargo & Co. Series K 7.98%, 3/15/18			2,000		2,060,000

					37,539,080

Brokerage – 0.2%
GFI Group, Inc. 8.375%, 7/19/18^(b)			1,300		1,209,000
Jefferies Group, Inc. 6.875%, 4/15/21			1,207		1,253,671

					2,462,671

Finance – 0.3%
HSBC Finance Capital Trust IX 5.911%, 11/30/35^(a)			1,905		1,581,150
SLM Corp. 5.125%, 8/27/12			384		383,824
Series A 5.375%, 5/15/14			2,000		1,968,268

					3,933,242

Insurance – 2.4%
Allstate Corp. (The) 6.125%, 5/15/37			1,300		1,168,375
American International Group, Inc. 6.25%, 3/15/37			1,739		1,204,257
8.175%, 5/15/58			961		848,083
AON Corp. 8.205%, 1/01/27			690		802,595
Assured Guaranty US Holdings, Inc. Series A 6.40%, 12/15/66			1,550		1,094,688
Aviva PLC 4.729%, 11/28/14	EUR		3,000		2,779,311
Coventry Health Care, Inc. 5.95%, 3/15/17	U.S.$		2,000		2,241,152
Genworth Financial, Inc. 7.70%, 6/15/20			600		528,808
Lincoln National Corp. 6.05%, 4/20/67			1,858		1,504,980
8.75%, 7/01/19			604		715,902


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			29

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


MetLife, Inc. 10.75%, 8/01/39	U.S.$		2,350	$	2,937,500
Nationwide Mutual Insurance Co. 9.375%, 8/15/39^(b)			2,135		2,487,202
QBE Capital Funding III Ltd. 7.25%, 5/24/41^(b)			1,650		1,491,450
Suncorp Metway Insurance Ltd. Series 1 6.75%, 9/23/24	AUD		1,000		901,948
Swiss Re Capital I LP 6.854%, 5/25/16^(a)(b)	U.S.$		3,700		3,365,076
Transatlantic Holdings, Inc. 8.00%, 11/30/39			1,261		1,494,498
Vero Insurance Ltd. 6.15%, 9/07/25	AUD		990		848,214
ZFS Finance USA Trust V 6.50%, 5/09/37^(a)(b)	U.S.$		1,740		1,505,100

					27,919,139

Other Finance – 0.5%
Aviation Capital Group Corp. 6.75%, 4/06/21^(b)			650		625,372
7.125%, 10/15/20^(b)			2,489		2,400,251
IIRSA Norte Finance Ltd. 8.75%, 5/30/24^(b)			2,692		3,082,686
Red Arrow International Leasing PLC 8.375%, 6/30/12	RUB		2,707		83,220

					6,191,529

REITS – 0.3%
Entertainment Properties Trust 7.75%, 7/15/20	U.S.$		1,908		2,041,560
Ventas Realty LP/Ventas Capital Corp. 6.75%, 4/01/17			907		944,855

					2,986,415

					81,032,076

Industrial – 3.9%
Basic – 1.6%
Basell Finance Co. BV 8.10%, 3/15/27^(b)			1,240		1,351,600
Braskem Finance Ltd 7.00%, 5/07/20^(b)			1,800		1,827,000
Commercial Metals Co. 6.50%, 7/15/17			1,300		1,296,870
Georgia-Pacific LLC 7.125%, 1/15/17^(b)			800		838,334
8.875%, 5/15/31			366		456,805
GTL Trade Finance, Inc. 7.25%, 10/20/17^(b)			1,338		1,398,210


30		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Rhodia SA 4.355%, 10/15/13^(b)(c)	EUR		428	$	572,029
Southern Copper Corp. 7.50%, 7/27/35^(a)	U.S.$		3,300		3,570,102
Usiminas Commercial Ltd. 7.25%, 1/18/18^(b)			2,428		2,561,540
Vale Overseas Ltd. 6.875%, 11/21/36^(a)			4,756		5,129,817

					19,002,307

Capital Goods – 0.1%
Owens Corning 7.00%, 12/01/36			1,340		1,388,401


Communications - Telecommunications – 0.2%
Alltel Corp. 7.875%, 7/01/32			160		228,176
Qwest Corp. 6.50%, 6/01/17			610		629,825
6.875%, 9/15/33			1,570		1,483,650

					2,341,651

Consumer Cyclical - Retailers – 0.4%
CVS Caremark Corp. 6.302%, 6/01/37			2,079		2,011,432
Macy’s Retail Holdings, Inc. 5.75%, 7/15/14			1,365		1,457,937
5.90%, 12/01/16			127		139,386
QVC, Inc. 7.50%, 10/01/19^(b)			1,000		1,065,000

					4,673,755

Energy – 1.2%
Gazprom OAO Via Gaz Capital SA 9.25%, 4/23/19^(b)			6,400		7,424,000
Petrohawk Energy Corp. 7.25%, 8/15/18			2,650		3,027,625
Pride International, Inc. 6.875%, 8/15/20			416		480,016
TNK-BP Finance SA 7.50%, 7/18/16^(a)(b)			2,352		2,434,320

					13,365,961

Other Industrial – 0.3%
Noble Group Ltd. 6.75%, 1/29/20^(a)(b)			3,932		3,460,160


Technology – 0.0%
Motorola Solutions, Inc. 7.50%, 5/15/25			97		113,591


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			31

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Transportation - Airlines – 0.1%
Delta Air Lines 2007-1 Class A Pass Through Trust Series 071A 6.821%, 8/10/22^(a)	U.S.$		974	$	981,473

					45,327,299

Non Corporate Sectors – 1.0%
Agencies - Not Government Guaranteed – 1.0%
AK Transneft OJSC Via TransCapitalInvest Ltd. 8.70%, 8/07/18^(a)(b)			850		983,875
Gazprom OAO Via Gaz Capital SA 6.51%, 3/07/22^(a)(b)			11,426		11,197,480

					12,181,355

Utility – 0.2%
Electric – 0.2%
Dominion Resources, Inc./VA 7.50%, 6/30/66			758		781,688
Empresas Publicas de Medellin ESP 7.625%, 7/29/19^(b)			1,636		1,869,130

					2,650,818

Total Corporates - Investment Grades (cost $136,736,406)					141,191,548


EMERGING MARKETS - CORPORATE BONDS – 6.0%
Financial Institutions – 1.4%
Banking – 1.0%
ATF Bank JSC 9.00%, 5/11/16^(b)			2,162		2,053,900
Banco BMG SA 9.15%, 1/15/16^(b)			3,750		3,637,500
Banco Cruzeiro do Sul SA/Brazil 8.25%, 1/20/16^(b)			3,280		3,075,851
8.875%, 9/22/20^(b)			517		439,450
Bank CenterCredit 8.625%, 1/30/14^(b)			1,654		1,571,300
Halyk Savings Bank of Kazakhstan JSC 7.25%, 1/28/21^(b)			463		383,026
Renaissance Securities Trading Ltd. 11.00%, 4/21/16^(b)			909		733,714

					11,894,741

Insurance – 0.0%
Stoneheath RE 6.868%, 10/31/11			600		507,000


32		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Other Finance – 0.3%
AES El Salvador Trust 6.75%, 2/01/16^(a)(b)	U.S.$		1,700	$	1,657,500
6.75%, 2/01/16^(b)			270		263,250
DTEK Finance BV 9.50%, 4/28/15^(b)			1,865		1,678,500

					3,599,250

REITS – 0.1%
Shimao Property Holdings Ltd. 9.65%, 8/03/17			2,050		1,429,559

					17,430,550

Industrial – 4.5%
Basic – 1.4%
Evraz Group SA 8.25%, 11/10/15^(b)			1,398		1,342,080
9.50%, 4/24/18^(b)			3,834		3,718,980
Novelis, Inc./GA 8.75%, 12/15/20			3,075		3,013,500
Severstal OAO Via Steel Capital SA 9.25%, 4/19/14^(b)			2,480		2,560,278
Vedanta Resources PLC 8.75%, 1/15/14^(a)(b)			4,404		4,205,820
Winsway Coking Coal Holding Ltd. 8.50%, 4/08/16^(b)			2,530		1,720,400

					16,561,058

Communications - Media – 0.6%
Central European Media Enterprises Ltd. 11.625%, 9/15/16^(b)	EUR		1,231		1,385,355
Columbus International, Inc. 11.50%, 11/20/14^(b)	U.S.$		4,160		4,076,800
European Media Capital SA 10.00%, 2/01/15⁽ⁱ⁾			1,574		1,416,803

					6,878,958

Communications - Telecommunications – 0.5%
MTS International Funding Ltd. 8.625%, 6/22/20^(b)			2,495		2,470,050
Pacnet Ltd. 9.25%, 11/09/15^(b)			1,902		1,673,760
Vimpel Communications Via VIP Finance Ireland Ltd. OJSC 9.125%, 4/30/18^(b)			1,500		1,447,500

					5,591,310

Consumer Cyclical - Other – 0.3%
Central China Real Estate Ltd. 12.25%, 10/20/15^(b)			742		586,070
Country Garden Holdings Co. 10.50%, 8/11/15			750		616,429
11.125%, 2/23/18^(b)			791		601,160


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			33

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Peermont Global Pty Ltd. 7.75%, 4/30/14^(a)(b)	EUR		1,000	$	1,038,306
Yanlord Land Group Ltd. 10.625%, 3/29/18^(b)	U.S.$		769		499,850

					3,341,815

Consumer Cyclical - Retailers – 0.1%
Edcon Holdings Pty Ltd. 7.028%, 6/15/15^(b)(c)	EUR		1,066		885,468


Consumer Non-Cyclical – 0.4%
CEDC Finance Corp. International, Inc. 8.875%, 12/01/16^(b)			1,400		1,397,359
9.125%, 12/01/16^(b)	U.S.$		1,150		828,000
Foodcorp Pty Ltd. 8.75%, 3/01/18^(b)	EUR		827		941,777
JBS Finance II Ltd. 8.25%, 1/29/18^(b)	U.S.$		2,400		1,980,000

					5,147,136

Energy – 0.5%
Golden Close Maritime Corp., Ltd 11.00%, 12/09/15			1,300		1,318,726
MIE Holdings Corp. 9.75%, 5/12/16^(b)			1,500		1,155,000
Pan American Energy LLC/Argentine Branch 7.875%, 5/07/21^(b)			1,870		1,872,244
Zhaikmunai LLP 10.50%, 10/19/15^(b)			1,570		1,379,637

					5,725,607

Other Industrial – 0.3%
Marfrig Holding Europe BV 8.375%, 5/09/18^(b)			1,181		744,030
Marfrig Overseas Ltd. 9.50%, 5/04/20^(b)			1,771		1,133,440
New Reclamation Group Pty Ltd. (The) 8.125%, 2/01/13^(b)	EUR		1,186		1,302,995

					3,180,465

Technology – 0.2%
MagnaChip Semiconductor SA/MagnaChip Semiconductor Finance Co. 10.50%, 4/15/18	U.S.$		1,490		1,571,950
STATS ChipPAC Ltd. 7.50%, 8/12/15^(b)			541		513,950

					2,085,900

Transportation - Airlines – 0.1%
TAM Capital 3, Inc. 8.375%, 6/03/21^(b)			2,011		1,850,120


34		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Transportation - Services – 0.1%
Inversiones Alsacia SA 8.00%, 8/18/18^(b)	U.S.$		1,980	$	1,701,288

					52,949,125

Utility – 0.1%
Electric – 0.1%
Inkia Energy Ltd. 8.375%, 4/04/21^(a)(b)			810		793,800


Total Emerging Markets - Corporate Bonds (cost $80,394,392)					71,173,475


EMERGING MARKETS - SOVEREIGNS – 5.7%
Argentina – 2.5%
Argentina Bonos 7.00%, 10/03/15^(a)			19,339		16,121,221
7.82%, 12/31/33	EUR		4,917		3,771,456
Series NY 2.50%, 12/31/38^(a)(j)	U.S.$		3,480		1,174,500
8.28%, 12/31/33^(a)			1,865		1,267,974
Series X 7.00%, 4/17/17			8,950		6,769,183

					29,104,334

Dominican Republic – 0.7%
Dominican Republic International Bond 8.625%, 4/20/27^(b)			8,385		8,720,400


El Salvador – 0.7%
El Salvador 7.375%, 12/01/19^(b)			705		750,825
7.625%, 9/21/34^(b)			762		807,720
7.65%, 6/15/35^(b)			6,996		6,786,120

					8,344,665

Ghana – 0.3%
Republic of Ghana 8.50%, 10/04/17^(b)			2,983		3,088,505


Jamaica – 0.1%
Republic of Jamaica 8.00%, 6/24/19			1,074		1,041,780


Philippines – 0.0%
Republic of Philippines 10.625%, 3/16/25			205		310,063


Serbia & Montenegro – 0.3%
Republic of Serbia 6.75%, 11/01/24^(b)			1,004		939,114


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			35

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


7.25%, 9/28/21^(b)	U.S.$		2,467	$	2,285,059

					3,224,173

Ukraine – 0.8%
Ukraine Government International Bond 6.58%, 11/21/16^(a)(b)			2,953		2,650,317
7.65%, 6/11/13^(b)			5,845		5,640,425
Ukraine-Recap Linked Note 5.50%, 9/02/15^(b)	UAH		15,300		1,574,774

					9,865,516

United Arab Emirates – 0.3%
Emirate of Dubai Government International Bonds 7.75%, 10/05/20^(b)	U.S.$		3,310		3,310,000


Total Emerging Markets - Sovereigns (cost $55,590,559)					67,009,436


COLLATERALIZED MORTGAGE OBLIGATIONS – 3.7%
Non-Agency Floating Rate – 2.1%
Bear Stearns Adjustable Rate Mortgage Trust Series 2007-2, Class 1A1 2.328%, 12/25/46^(c)			1,537		927,764
Countrywide Alternative Loan Trust Series 2007-7T2, Class A3 0.835%, 4/25/37^(c)			5,718		3,003,302
Countrywide Home Loan Mortgage Pass Through Trust Series 2007-13, Class A7 0.835%, 8/25/37^(c)			2,668		1,975,729
Greenpoint Mortgage Funding Trust Series 2007-AR3, Class A1 0.455%, 6/25/37^(c)			1,830		1,178,019
Harborview Mortgage Loan Trust Series 2007-4, Class 2A1 0.45%, 7/19/47^(c)			2,040		1,277,327
Indymac Index Mortgage Loan Trust Series 2006-AR37, Class 2A1 5.427%, 2/25/37			1,181		769,560
Lehman XS Trust Series 2007-15N, Class 4A1 1.135%, 8/25/47^(c)			1,123		588,122
Series 2007-4N, Class 3A2A 1.002%, 3/25/47^(c)			3,027		1,746,483
Structured Adjustable Rate Mortgage Loan Trust Series 2005-18, Class 8A1 5.454%, 9/25/35			2,841		2,511,138


36		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Series 2006-9, Class 4A1 5.834%, 10/25/36	U.S.$		1,788	$	1,217,598
Structured Asset Mortgage Investments, Inc. Series 2007-AR6, Class A1 1.742%, 8/25/47^(c)			6,201		3,416,526
WaMu Mortgage Pass Through Certificates Series 2006-AR11, Class 3A1A 1.162%, 9/25/46^(c)			2,409		1,161,900
Series 2006-AR5, Class A1A 1.232%, 6/25/46^(c)			1,111		731,823
Series 2007-HY3, Class 4A1 2.635%, 3/25/37			3,627		2,924,961
Series 2007-OA3, Class 2A1A 1.002%, 4/25/47^(c)			1,309		838,871
Washington Mutual Alternative Mortgage Pass-Through Certificates Series 2007-OA4, Class A1A 1.002%, 4/25/47^(c)			1,471		708,650

					24,977,773

Non-Agency Fixed Rate – 1.5%
Chaseflex Trust Series 2007-1, Class 1A3 6.50%, 2/25/37			1,327		822,280
Citimortgage Alternative Loan Trust Series 2007-A3, Class 1A4 5.75%, 3/25/37			3,148		2,269,082
Countrywide Alternative Loan Trust Series 2006-42, Class 1A6 6.00%, 1/25/47			1,716		1,087,410
Series 2006-J1, Class 1A10 5.50%, 2/25/36			4,350		2,959,060
Series 2006-J5, Class 1A1 6.50%, 9/25/36			2,338		1,537,667
First Horizon Alternative Mortgage Pass Through Certificates Series 2006-FA1, Class 1A3 5.75%, 4/25/36			1,784		1,272,519
Washington Mutual Alternative Mortgage Pass-Through Certificates Series 2006-7, Class A3 6.081%, 9/25/36			2,485		1,432,097
Series 2006-7, Class A4 6.171%, 9/25/36			2,615		1,491,871
Series 2006-9, Class A4 5.986%, 10/25/36			2,834		1,680,379
Wells Fargo Alternative Loan Trust Series 2007-PA3, Class 3A1 6.25%, 7/25/37			3,400		2,361,261

					16,913,626


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			37

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Non-Agency ARMs – 0.1%
Citigroup Mortgage Loan Trust, Inc. Series 2006-AR1, Class 3A1 2.69%, 3/25/36^(c)	U.S.$		2,091	$	1,315,185


Total Collateralized Mortgage Obligations (cost $47,093,576)					43,206,584


COMMERCIAL MORTGAGE-BACKED SECURITIES – 3.5%
Non-Agency Fixed Rate CMBS – 3.2%
Banc of America Commercial Mortgage, Inc. Series 2007-5, Class AM 5.772%, 2/10/51			2,877		2,503,991
Banc of America Large Loan, Inc. Series 2009-UB1, Class A4B 5.691%, 6/24/50^(b)			3,500		3,193,050
Bear Stearns Commercial Mortgage Securities Series 2007-PW18, Class AM 6.084%, 6/11/50			1,400		1,215,353
Citigroup/Deutsche Bank Commercial Mortgage Trust Series 2005-CD1, Class AJ 5.398%, 7/15/44			1,017		808,912
Credit Suisse Mortgage Capital Certificates Series 2006-C4, Class AM 5.509%, 9/15/39			5,900		4,701,692
GE Capital Commercial Mortgage Corp. Series 2005-C4, Class AM 5.492%, 11/10/45			800		729,394
Goldman Sachs Mortgage Securities 5.475%, 8/10/44^(b)			3,152		2,576,614
JP Morgan Chase Commercial Mortgage Securities Corp. Series 2006-CB15, Class AM 5.855%, 6/12/43			1,230		1,110,562
Series 2007-CB19, Class AM 5.932%, 2/12/49			3,519		3,074,782
Series 2007-LD11, Class AM 6.005%, 6/15/49			5,105		4,069,257
Series 2007-LD12, Class AM 6.256%, 2/15/51			736		631,719
Merrill Lynch Mortgage Trust Series 2005-CIP1, Class AJ 5.137%, 7/12/38			2,000		1,631,566
Morgan Stanley Capital I Series 2005-HQ6, Class AJ 5.073%, 8/13/42			948		778,406


38		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Series 2006-IQ12, Class AM 5.37%, 12/15/43	U.S.$		7,700	$	7,149,481
Wachovia Bank Commercial Mortgage Trust Series 2006-C23, Class AM 5.466%, 1/15/45			2,100		2,049,688
Series 2007-C34, Class AM 5.818%, 5/15/46			400		342,115
WF-RBS Commercial Mortgage Trust Series 2011-C4, Class D 5.418%, 6/15/44^(b)			1,022		824,969
WFDB Commercial Mortgage Trust Series 2011-BXR, Class E 6.403%, 7/05/24^(b)			943		898,224

					38,289,775

Non-Agency Floating Rate CMBS – 0.3%
Commercial Mortgage Pass Through Certificates Series 2007-FL14, Class C 0.529%, 6/15/22^(b)(c)			477		424,854
LB-UBS Commercial Mortgage Trust Series 2007-C7, Class AM 6.375%, 9/15/45			1,352		1,112,346
Lehman Brothers Series 2006-LLFA, Class E 0.519%, 9/15/21^(b)(c)			532		468,585
Series 2006-LLFA, Class H 0.629%, 9/15/21^(b)(c)			423		343,565
Series 2006-LLFA, Class K 1.029%, 9/15/21^(b)(c)			399		300,387
Wachovia Bank Commercial Mortgage Trust Series 2006-WL7A, Class H 0.629%, 9/15/21^(b)(c)			1,279		805,770

					3,455,507

Total Commercial Mortgage-Backed Securities (cost $40,803,125)					41,745,282


GOVERNMENTS - TREASURIES – 3.4%
Brazil – 1.7%
Brazil Notas do Tesouro Nacional Series F 10.00%, 1/01/14	BRL		9,146		4,774,550
Republic of Brazil 12.50%, 1/05/16-1/05/22			24,922		15,414,961

					20,189,511


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			39

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Greece – 0.2%
Hellenic Republic Government Bond Series 30YR 4.60%, 9/20/40	EUR		4,895	$	2,100,575


Hungary – 0.8%
Hungary Government Bond Series 14/C 5.50%, 2/12/14	HUF		970,820		4,288,457
Series 15/A 8.00%, 2/12/15			464,360		2,167,749
Series 16/C 5.50%, 2/12/16			697,550		2,967,408

					9,423,614

South Africa – 0.7%
South Africa Government Bond Series R204 8.00%, 12/21/18	ZAR		10,750		1,328,498
Series R207 7.25%, 1/15/20			60,872		7,086,337
Series R208 6.75%, 3/31/21			490		54,609

					8,469,444

Total Governments - Treasuries (cost $38,126,105)					40,183,144


QUASI-SOVEREIGNS – 3.3%
Quasi-Sovereign Bonds – 3.3%
Indonesia – 0.3%
Majapahit Holding BV 7.75%, 10/17/16^(b)	U.S.$		2,165		2,403,150
7.875%, 6/29/37^(b)			699		761,910
8.00%, 8/07/19^(b)			330		369,600

					3,534,660

Kazakhstan – 0.6%
Intergas Finance BV 6.375%, 5/14/17^(b)			3,640		3,630,900
KazMunayGas National Co. 7.00%, 5/05/20^(a)^(b)			2,658		2,658,000
9.125%, 7/02/18^(b)			250		281,250

					6,570,150

Philippines – 0.1%
Power Sector Assets & Liabilities Management Corp. 7.25%, 5/27/19^(b)			1,250		1,418,750


40		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Russia – 1.9%
Russian Agricultural Bank OJSC Via RSHB Capital SA 6.299%, 5/15/17^(b)	U.S.$		8,227	$	8,124,163
7.50%, 3/25/13	RUB		86,000		2,598,776
7.75%, 5/29/18^(b)	U.S.$		11,600		12,180,000

					22,902,939

Trinidad & Tobago – 0.2%
Petroleum Co. of Trinidad & Tobago Ltd. 9.75%, 8/14/19^(b)			1,675		1,980,687


Ukraine – 0.2%
NAK Naftogaz Ukraine 9.50%, 9/30/14			2,542		2,395,835


Total Quasi-Sovereigns (cost $30,803,321)					38,803,021


BANK LOANS – 2.8%
Industrial – 2.4%
Basic – 0.2%
Ineos US Finance LLC 7.50%, 12/16/13^(c)			165		163,843
8.00%, 12/16/14^(c)			188		188,358
NewPage Corporation 4/04/13^(k)			2,000		1,987,500

					2,339,701

Capital Goods – 0.4%
Harbor Freight Tools USA, Inc./Central Purchasing LLC 6.50%, 12/22/17^(c)			3,284		3,234,247
Hawker Beechcraft Acquisition Company LLC 2.37%, 3/26/14^(c)			72		49,327
10.50%, 3/26/14^(c)			1,807		1,551,238

					4,834,812

Communications - Media – 0.3%
Cengage Learning Acquisitions, Inc. (Thomson Learning) 2.49%, 7/03/14^(c)			542		422,383
Charter Communications Operating, LLC 2.24%, 3/06/14^(c)			27		26,475
7.25%, 3/06/14^(c)			34		33,540
Clear Channel Communications, Inc. 3.89%, 1/29/16^(c)			163		113,944
SuperMedia, Inc. (fka Idearc, Inc.) 11.00%, 12/31/15^(c)			313		136,427
Univision Communications, Inc. 4.49%, 3/31/17^(c)			2,323		1,949,143


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			41

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


WideOpenWest Finance, LLC 2.73%-4.75%, 6/30/14^(c)	U.S.$		971	$	901,695

					3,583,607

Consumer Cyclical - Automotive – 0.2%
Allison Transmission, Inc. 2.98%, 8/07/14^(c)			11		10,415
Federal-Mogul Corporation 2.16%-2.18%, 12/29/14^(c)			1,301		1,195,269
2.16%-2.18%, 12/28/15^(c)			664		609,831

					1,815,515

Consumer Cyclical - Entertainment – 0.2%
ClubCorp Club Operations, Inc. 6.00%, 11/30/16^(c)			1,365		1,303,277
Las Vegas Sands LLC 2.74%, 11/23/16^(c)			557		517,246

					1,820,523

Consumer Cyclical - Other – 0.2%
Caesars Entertainment Operating Company, Inc. (fka Harrah’s Operating Company, Inc.) 3.23%-3.25%, 1/28/15^(c)			1,210		1,005,294
Great Atlantic & Pacific Tea Company, Inc., The 8.75%, 6/14/12^(c)			130		129,458
Harrah’s Las Vegas Propco, LLC 3.22%, 2/13/13^(c)			1,500		1,041,870

					2,176,622

Consumer Cyclical - Retailers – 0.1%
Burlington Coat Factory Warehouse Corporation 6.25%, 2/23/17^(c)			494		470,746
Rite Aid Corporation 1.98%-1.99%, 6/04/14^(c)			962		886,784

					1,357,530

Consumer Non-Cyclical – 0.2%
HCA Inc. 3.62%, 5/01/18^(c)			398		372,984
Immucor, Inc. 7.25%, 8/19/18^(c)			2,000		1,967,500

					2,340,484

Energy – 0.1%
CITGO Petroleum Corporation 9.00%, 6/24/17^(c)			1,234		1,252,891


42		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Other Industrial – 0.0%
Gavilon Group LLC, The 6.00%, 12/06/16^(c)	U.S.$		409	$	402,313


Services – 0.3%
Advantage Sales & Marketing Inc. 5.25%, 12/18/17^(c)			506		486,434
Aveta, Inc. 8.50%, 4/14/15^(c)			408		396,689
Global Cash Access, Inc. 7.00%, 3/01/16^(c)			426		416,955
Realogy Corporation 10/10/13^(k)			2,100		1,883,448
Sabre, Inc. 2.24%-2.25%, 9/30/14^(c)			735		615,124
ServiceMaster Co., (The) 2.72%-2.83%, 7/24/14^(c)			178		165,660
2.74%, 7/24/14^(c)			18		16,497

					3,980,807

Technology – 0.2%
First Data Corporation 2.98%, 9/24/14^(c)			1,315		1,140,079
Smart Modular Technologies 8.25%, 8/26/17^(c)			1,900		1,710,000
SunGard Data Systems, Inc. (Solar Capital Corp.) 1.98%, 2/28/14^(c)			24		23,517

					2,873,596

Transportation - Services – 0.0%
Swift Transportation Co., LLC 6.00%, 12/21/16^(c)			192		185,777

					28,964,178

Utility – 0.2%
Electric – 0.2%
FirstLight Power Resources, Inc. (fka NE Energy, Inc.) 2.75%, 11/01/13^(c)			253		238,062
4.75%, 5/01/14^(c)			1,000		907,000
Texas Competitive Electric Holdings Company LLC (TXU) 3.73%-3.77%, 10/10/14^(c)			1,632		1,147,390

					2,292,452

Financial Institutions – 0.2%
Finance – 0.2%
Delos Aircraft, Inc. 7.00%, 3/17/16^(c)			106		105,328


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			43

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


International Lease Finance Corp. (Delos Aircraft, Inc.) 6.75%, 3/17/15^(c)	U.S.$		144	$	143,438
iStar Financial, Inc. 7.00%, 6/30/14^(c)			1,675		1,576,175

					1,824,941

Total Bank Loans (cost $34,840,175)					33,081,571


EMERGING MARKETS - TREASURIES – 2.4%
Colombia – 0.1%
Republic of Colombia 9.85%, 6/28/27	COP		1,927,000		1,292,228


Dominican Republic – 0.5%
Dominican Republic International Bond 16.00%, 7/10/20^(b)	DOP		229,800		5,937,858


Egypt – 0.2%
Arab Republic of Egypt 8.75%, 7/18/12^(b)	EGP		16,620		2,618,912


Indonesia – 0.9%
Indonesia Recap Linked Note 10.00%, 7/18/17	IDR		47,971,000		6,398,862
JP Morgan 9.50%, 5/17/41			27,844,000		3,806,297

					10,205,159

Philippines – 0.3%
Republic of Philippines 6.25%, 1/14/36	PHP		143,000		3,123,270


Turkey – 0.4%
Turkey Government Bond 11.00%, 8/06/14	TRY		9,155		5,241,563


Total Emerging Markets - Treasuries (cost $28,889,290)					28,418,990


GOVERNMENTS - SOVEREIGN BONDS – 2.0%
Brazil – 0.1%
Republic of Brazil 8.75%, 2/04/25	U.S.$		515		723,575


Cote D’Ivoire – 0.5%
Ivory Coast Government International Bond 2.50%, 12/31/32^(a)(b)(d)(j)			12,917		6,264,745


44		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Croatia – 0.6%
Republic of Croatia 6.625%, 7/14/20^(a)(b)	U.S.$		4,000	$	3,810,000
6.75%, 11/05/19^(a)(b)			3,350		3,174,125

					6,984,125

Iceland – 0.4%
Iceland Government International Bond 3.75%, 12/01/11	EUR		3,250		4,331,319


Lithuania – 0.1%
Republic of Lithuania 7.375%, 2/11/20^(a)(b)	U.S.$		1,498		1,617,840


Panama – 0.1%
Republic of Panama 6.70%, 1/26/36			3		3,600
9.375%, 4/01/29^(a)			1,000		1,490,000

					1,493,600

Switzerland – 0.2%
Credit Suisse 7.50%, 3/15/18	RUB		93,062		2,856,139


Total Governments - Sovereign Bonds (cost $24,758,220)					24,271,343


ASSET-BACKED SECURITIES – 1.3%
Home Equity Loans - Fixed Rate – 1.0%
Countrywide Asset-Backed Certificates Series 2005-7, Class AF5W 5.054%, 10/25/35	U.S.$		895		516,899
Series 2006-1, Class AF6 5.526%, 7/25/36			2,183		1,660,589
Series 2006-15, Class A6 5.826%, 10/25/46			1,808		1,209,114
CSAB Mortgage Backed Trust Series 2006-2, Class A6A 5.72%, 9/25/36			1,602		1,102,437
GSAA Home Equity Trust Series 2005-12, Class AF5 5.659%, 9/25/35			1,800		1,295,815
Series 2006-10, Class AF3 5.985%, 6/25/36			1,800		976,037
Lehman XS Trust Series 2006-17, Class WF32 5.55%, 11/25/36			2,500		2,016,689
Series 2007-6, Class 3A5 5.72%, 5/25/37			838		583,490
Morgan Stanley Mortgage Loan Trust Series 2006-15XS, Class A3 5.988%, 11/25/36			1,870		1,100,313


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			45

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Series 2007-8XS, Class A2 6.00%, 4/25/37	U.S.$		1,858	$	1,230,724

					11,692,107

Home Equity Loans - Floating Rate – 0.3%
Countrywide Asset-Backed Certificates Series 2007-S2, Class A1 0.375%, 5/25/37^(c)			413		403,528
Credit-Based Asset Servicing and Securitization LLC Series 2007-CB2, Class A2C 5.623%, 2/25/37^(c⁾			3,400		1,763,514
GSAA Home Equity Trust Series 2006-6, Class AF5 5.319%, 3/25/36^(c)			959		503,368
GSAA Trust Series 2006-6, Class AF4 5.319%, 3/25/36^(c)			1,489		781,950

					3,452,360

Other ABS - Fixed Rate – 0.0%
CW Capital Cobalt Ltd. Series 2006-C1, Class AMP1 5.501%, 8/15/48^(b)			484		403,868


Total Asset-Backed Securities (cost $16,487,158)					15,548,335



		Shares
PREFERRED STOCKS – 0.9%
Financial Institutions – 0.8%
Banking – 0.3%
Zions Bancorporation 9.50%			138,946		3,508,386


Finance – 0.5%
Ally Financial, Inc. 7.00%^(b)			792		530,368
8.50%			52,000		894,400
Citigroup Capital XII 8.50%			99,000		2,484,900
Citigroup Capital XIII 7.875%			49,625		1,310,596

					5,220,264

REITS – 0.0%
Sovereign Real Estate Investment Trust 12.00%^(b)			185		213,999

					8,942,649

Industrial – 0.1%
Consumer Cyclical - Other – 0.1%
Las Vegas Sands Corp. 10.00%			16,000		1,787,904


46		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


		Shares		U.S. $ Value


Non Corporate Sectors – 0.0%
Agencies - Government Sponsored – 0.0%
Federal National Mortgage Association 8.25%			80,000	$	152,000


Total Preferred Stocks (cost $12,084,143)					10,882,553



		Principal Amount (000)
LOCAL GOVERNMENTS - MUNICIPAL BONDS – 0.8%
United States – 0.8%
Allegheny Cnty PA Hosp Dev Auth (West Penn Allegheny Hlth Sys) Series 2007A 5.375%, 11/15/40	U.S.$		595		493,910
California GO 7.60%, 11/01/40			750		927,892
7.95%, 3/01/36			1,915		2,172,874
Illinois GO 7.35%, 7/01/35			1,915		2,154,969
Rhode Island Hlth & Ed Bldg Corp. (Tockwotton Home) 8.375%, 1/01/46			1,520		1,556,419
Sioux Falls SD Health Facs 5.00%, 11/15/33			985		768,655
Viridian Mun Mgmt Dist TX 9.00%, 12/01/37			825		853,091


Total Local Governments - Municipal Bonds (cost $8,060,258)					8,927,810


SUPRANATIONALS – 0.7%
Eurasian Development Bank 7.375%, 9/29/14^(b)			1,690		1,718,392
European Investment Bank Zero Coupon, 4/24/13^(b)	IDR		65,759,400		6,520,579


Total Supranationals (cost $8,471,641)					8,238,971


LOCAL GOVERNMENTS - REGIONAL BONDS – 0.6%
Local Governments - Regional Bonds – 0.6%
Bogota Distrio Capital 9.75%, 7/26/28^(b)	COP		7,758,000		5,063,898


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			47

Portfolio of Investments


		Principal Amount (000)		U.S. $ Value


Provincia de Cordoba 12.375%, 8/17/17^(b)	U.S.$		2,341	$	2,060,080


Total Local Governments - Regional Bonds (cost $5,651,716)					7,123,978


INFLATION-LINKED SECURITIES – 0.4%
Uruguay – 0.4%
Republica Orient Uruguay 3.70%, 6/26/37^(a)	UYU		46,201		1,870,215
4.25%, 4/05/27^(a)			54,724		2,542,847


Total Inflation-Linked Securities (cost $4,334,511)					4,413,062



		Shares
COMMON STOCKS – 0.2%
Abitibibowater, Inc.^(f)(g)(l)			5,000		– 0	–
American Media Operations, Inc.^(f)(g)			19,908		258,804
American Media, Inc.^(g)(i)			12,978		– 0	–
AOT Bedding Super Holdings, LLC^(f)(g)			52		– 0	–
Fairpoint Communications, Inc.^(l)			5,519		23,732
Gallery Capital SA^(g)(m)			591		709,200
Greektown Superholdings, Inc.^(f)(g)(l)			692		44,980
Keystone Automotive Operations, Inc.^(f)			106,736		1,350,449
Magnachip Semiconductor^(f)			3,600		– 0	–
Merisant Co.^(f)(g)			999		– 0	–
Neenah Enterprises, Inc.^(f)(g)(l)			58,200		291,000
Talon Equity Co. NV			1,059		– 0	–
U.S. Shipping Corp.^(f)(g)			31,398		– 0	–


Total Common Stocks (cost $3,681,728)					2,678,165


GOVERNMENTS - SOVEREIGN AGENCIES – 0.1%
Spain – 0.1%
Instituto de Credito Oficial 4.53%, 3/17/16 (cost $1,189,604)	CAD		1,300		1,136,393


		Contracts
OPTIONS PURCHASED - PUTS – 0.1%
Options on Forward Contracts – 0.1%
CNY/USD Expiration: Aug 2012, Exercise Price: CNY 7.00^(l)(n)			6,200,000		714,477


48		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


	Contracts		U.S. $ Value


EUR/USD Expiration: Nov 2011, Exercise Price: EUR 1.25^(l)(n)		357,000	$	245,172


Options Purchased - Puts (cost $490,311)				959,649


	Shares
WARRANTS – 0.0%
Alion Science And Technology Corp., expiring 11/01/14^(b)(f)(g)(l⁾		900		– 0	–
Fairpoint Communications, Inc., expiring 1/24/18^(f)(g)(l)		9,408		– 0	–
Magnachip Semiconductor, expiring 12/31/49^(g)(l)		18,000		– 0	–
Quality Distribution LLC, QD Capital Corp., expiring 11/01/13^(l)		37,362		334,764


Total Warrants (cost $0)				334,764


SHORT-TERM INVESTMENTS – 3.2%
Investment Companies – 3.2%
AllianceBernstein Fixed-Income Shares, Inc. – Government STIF Portfolio, 0.08%^(o) (cost $38,210,153)		38,210,153		38,210,153


Total Investments – 107.8% (cost $1,309,248,223)				1,272,990,170
Other assets less liabilities – (7.8)%				(92,406,819	)


Net Assets – 100.0%			$	1,180,583,351

FORWARD CURRENCY EXCHANGE CONTRACTS (see Note C)


Counterparty & Description	Contract Amount (000)		U.S. $ Value on Origination Date		U.S. $ Value at September 30, 2011		Unrealized Appreciation/ (Depreciation)
Buy Contracts:
Barclays Capital Inc.: South African Rand settling 10/20/11		65,360	$	8,960,119	$	8,074,882	$	(885,237	)
BNP Paribas SA: Turkish Lira settling 10/20/11		504		283,102		270,247		(12,855	)
Brown Brothers Harriman & Co.: British Pound settling 10/07/11		52		85,604		80,618		(4,986	)
Citibank: Euro settling 10/17/11		794		1,087,560		1,063,306		(24,254	)


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			49

Portfolio of Investments


Counterparty & Description	Contract Amount (000)		U.S. $ Value on Origination Date		U.S. $ Value at September 30, 2011		Unrealized Appreciation/ (Depreciation)
Credit Suisse First Boston:
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		108,604	$	16,754,044	$	16,969,721	$	215,677
Swedish Krona settling 10/19/11		82,577		12,867,604		12,025,387		(842,217	)
Goldman Sachs:
Brazilian Real settling 10/04/11⁽¹⁾		3,576		1,877,152		1,901,861		24,709
Brazilian Real settling 10/04/11⁽¹⁾		37,630		20,292,368		20,013,385		(278,983	)
Brazilian Real settling 10/04/11⁽¹⁾		34,054		18,877,047		18,111,524		(765,523	)
British Pound settling 10/07/11		1,230		1,898,241		1,918,044		19,803
Euro settling 10/17/11		3,516		4,734,792		4,710,170		(24,622	)
Mexican Peso settling 10/19/11		159,610		12,923,362		11,491,364		(1,431,998)
HSBC Securities Inc.: Euro settling 10/17/11		559		761,046		749,034		(12,012	)
Norwegian Krone settling 10/19/11		72,057		13,219,727		12,266,069		(953,658	)
Morgan Stanley & Co., Inc.:
Indonesian Rupiah settling 10/21/11		5,614,408		655,965		611,504		(44,461	)
Malaysian Ringgit settling 10/21/11		20,182		6,763,889		6,274,338		(489,551	)
Russian Ruble settling 10/17/11⁽¹⁾		11,409		373,198		353,376		(19,822	)
Royal Bank of Scotland:
Singapore Dollar settling 10/18/11		17,030		13,648,235		13,020,904		(627,331	)
Standard Chartered Bank:
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		19,934		3,135,257		3,070,957		(64,300	)
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		39,441		6,199,881		6,076,072		(123,809	)
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		49,023		7,732,322		7,552,300		(180,022	)
South Korean Won settling 11/10/11		14,776,762		13,653,111		12,514,693		(1,138,418	)

Sale Contracts:
Barclays Capital Inc.:
Canadian Dollar settling 10/21/11		4,075		4,081,526		3,886,760		194,766
BNP Paribas SA:
South African Rand settling 10/20/11		129,706		18,158,206		16,024,576		2,133,630
Credit Suisse First Boston:
Colombian Peso settling 10/18/11⁽¹⁾		4,369,909		2,390,541		2,262,301		128,240
Colombian Peso settling 10/18/11⁽¹⁾		2,834,229		1,545,752		1,467,279		78,473


50		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


Counterparty & Description	Contract Amount (000)		U.S. $ Value on Origination Date		U.S. $ Value at September 30, 2011		Unrealized Appreciation/ (Depreciation)
Goldman Sachs:
Brazilian Real settling 10/04/11⁽¹⁾		37,630	$	23,178,421	$	20,013,385	$	3,165,036
Brazilian Real settling 10/04/11⁽¹⁾		34,054		18,363,995		18,111,524		252,471
Brazilian Real settling 10/04/11⁽¹⁾		3,576		1,928,373		1,901,861		26,512
Brazilian Real settling 11/03/11⁽¹⁾		34,054		18,762,641		17,971,973		790,668
Euro settling 10/17/11		73,766		101,078,582		98,817,077		2,261,505
Royal Bank of Scotland:
Australian Dollar settling 10/26/11		2,932		3,042,452		2,828,686		213,766
British Pound settling 10/07/11		7,829		12,816,992		12,208,651		608,341
Hungarian Forint settling 10/20/11		1,946,682		10,440,775		8,885,837		1,554,938
Swedish Krona settling 10/19/11		82,422		12,414,494		12,002,923		411,571
Standard Chartered Bank:
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		49,023		7,735,372		7,660,018		75,354
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		39,561		6,222,287		6,181,604		40,683
Chinese Yuan Renminbi settling 1/13/12⁽¹⁾		20,019		3,154,391		3,128,098		26,293
Indonesian Rupiah settling 10/21/11⁽¹⁾		157,151,962		17,128,279		17,116,518		11,761
South Korean Won settling 11/10/11		14,739,062		12,359,801		12,482,765		(122,964	)

							$	4,187,174

(1)

Contract represents non-deliverable forward where payment is received from or paid to a counterparty based on the net realized gain/loss on settlement date.

INTEREST RATE SWAP TRANSACTIONS (see Note C)


					Rate Type
Swap Counterparty	Notional Amount (000)		Termination Date		Payments made by the Portfolio	Payments received by the Portfolio	Unrealized Appreciation/ (Depreciation)
JPMorgan Chase Bank		125,200		9/13/16	1.14%	3 Month LIBOR	$	608,656
JPMorgan Chase Bank		53,732		9/30/16	1.25%	3 Month LIBOR		669
JPMorgan Chase Bank		92,400		9/13/18	3 Month LIBOR	1.64%		(237,417	)
JPMorgan Chase Bank		39,787		9/30/18	3 Month LIBOR	1.73%		95,255
Morgan Stanley		125,500		8/15/16	1.27%	3 Month LIBOR		(402,395	)
Morgan Stanley		92,870		8/15/18	3 Month LIBOR	1.88%		1,495,236

							$	1,560,004


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			51

Portfolio of Investments

CREDIT DEFAULT SWAP CONTRACTS ON CORPORATE, SOVEREIGN ISSUES and INDICES (see Note C)


Swap Counterparty & Referenced Obligation	Fixed Deal (Pay) Receive Rate			Implied Credit Spread at September 30, 2011			Notional Amount (000)		Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation/ (Depreciation)
Buy Contracts:
Barclays Capital Inc.:
Knight Ridder, Inc., 5.75% 9/1/17, 12/20/13*		(5.00	)%		14.17	%	$	440	$	69,435		$	(16,500	)	$	52,935
Liz Claiborne, Inc., 5% 7/8/13, 12/20/13*		(5.00	)		8.33			440		27,467			(8,800	)		18,667
Goldman Sachs Bank USA:
Hellenic Republic Government 5.9% 10/22/22, 6/20/15*		(0.50	)		74.45			6,000		1,178,715			—			1,178,715
JPMorgan Chase Bank, NA: Fiat SpA, 6.625% 2/15/13, 12/20/16*+		(5.00	)		11.14			1,200		241,726			(189,000	)		52,726
MBIA, Inc., 6.625% 10/1/28, 12/20/13*+		(5.00	)		14.29			890		142,001			(93,450	)		48,551
Republic of Iceland, 4.375% 3/10/14, 12/20/11*+		(10.50	)		2.24		EUR	3,250		(95,524	)		—			(95,524	)

Sale Contracts:
Bank of America:
Boyd Gaming Corp., 6.75% 4/15/14, 3/20/16*+		5.00			14.03		$	2,000		(494,852	)		135,000			(359,852	)
Barclays Capital Inc.:
Alcatel-Lucent USA Inc., 6.5% 1/15/28, 6/20/16*		5.00			7.79			2,000		(192,575	)		(111,193	)		(303,768	)
Amkor Technology, Inc., 9.25% 6/1/16, 6/20/16*		5.00			7.54			2,000		(176,394	)		(76,028	)		(252,422	)
CDX NAIG-15 5 Yr Index, 12/20/15*		1.00			7.32			1,400		(314,467	)		174,997			(139,470	)
Community Health Systems, Inc., 8.875% 7/15/15, 6/20/16*		5.00			8.66			2,000		(245,700	)		65,000			(180,700	)
NXP BV, 8.625% 10/15/15, 6/20/16*		5.00			9.45			1,350		(189,862	)		(79,842	)		(269,704	)
Freescale Semiconductor, Inc., 8.875% 12/15/14, 6/20/16*		5.00			12.34			1,420		(310,364	)		39,052			(271,312	)
Rite Aid Corporation, 7.7% 2/15/27, 3/20/12*		5.00			7.57			2,700		(27,690	)		(35,073	)		(62,763	)
Citibank: CDX NAHY-16 5 Yr Index, 6/20/16*		5.00			7.61			13,400		(1,260,836)			(201,000	)		(1,461,836	)
Ford Motor Company, 6.5% 8/1/18, 6/20/16*		5.00			4.63			2,700		43,416			(258,290	)		(214,874	)
Credit Suisse First Boston: CDX NAHY Series 15 5 Yr Index, 12/20/15*		5.00			14.00			3,100		(825,913	)		322,400			(503,513	)


52		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


Swap Counterparty & Referenced Obligation	Fixed Deal (Pay) Receive Rate			Implied Credit Spread at September 30, 2011			Notional Amount (000)		Market Value			Upfront Premiums Paid (Received)			Unrealized Appreciation/ (Depreciation)
CDX NAHY Series 15 5 Yr Index, 12/20/15*		5.00	%		14.00	%	$	3,500	$	(931,997	)	$	361,375		$	(570,622	)
MGM Resorts International, 5.875% 2/27/14, 3/20/16*		5.00			10.35			1,300		(213,736	)		42,250			(171,486	)
Wind Acquisition Finance S.A., 11% 12/1/15, 6/20/16*		5.00			13.93			3,300		(833,835	)		(155,766	)		(989,601	)
MGM Resorts International, 7.625% 1/15/17, 6/20/13*		5.00			7.09			2,000		(62,180	)		(50,000	)		(112,180	)
Goldman Sachs Bank USA: CDX NAHY-11 5 Yr Index, 12/20/13*		0.00			26.19			4,685		3,870,961			(2,614,802)			1,256,159
CDX NAHY-15 3 Yr Index, 12/20/13*		5.00			32.56			13,400		(6,697,115	)		2,717,128			(3,979,987)
CDX NAHY-16 5 Yr Index, 6/20/16*		5.00			7.61			6,600		(621,009	)		(41,250	)		(662,259	)
CDX NAHY-16 5 Yr Index, 6/20/16*		5.00			7.61			6,600		(621,009	)		(90,750	)		(711,759	)
CDX NAIG-15 5 Yr Index, 12/20/15*		1.00			7.32			2,150		(482,873	)		286,219			(196,654	)
Gazprom 8.625% 4/28/34, 11/20/11*		9.25			2.28			2,900		129,136			—			129,136
Mediacom LLC, 9.125% 8/15/19, 3/20/16*		5.00			5.62			2,750		(57,409	)		116,875			59,466
Tenet Healthcare Corp., 6.875% 11/15/31, 9/20/16*		5.00			8.15			2,700		(300,292)			81,000			(219,292	)
VTB Bank 4.25% 2/15/16, 11/20/11*		11.50			2.68			4,400		244,462			—			244,462
Morgan Stanley Capital Services Inc.:
AK Steel Holding Corporation, 7.625% 5/15/20, 3/20/16*+		5.00			9.32			1,350		(184,880	)		(21,988	)		(206,868	)
Boyd Gaming Corporation, 6.75% 4/15/14, 6/20/13*+		5.00			10.62			1,350		(111,225	)		(30,375)			(141,600	)
CDX NAHY-16 5 Yr Index, 6/20/16*+		5.00			7.61			6,600		(621,009	)		(61,875	)		(682,884	)
RSHB 7.175% 5/16/13, 11/20/13*+		9.75			1.76			3,400		692,038			—			692,038

															$	(9,028,075)

Termination date

The fund had collateral received from the swap counterparty. The aggregate market value of the securities amounted to $1,358,893.

REVERSE REPURCHASE AGREEMENTS (see Note C)


Broker	Principal Amount (000’s)		Currency		Interest Rate			Maturity		U.S. $ Value at September 30, 2011
Barclays Capital Inc.†		259		USD		(2.00	)%*		—	$	258,491
Barclays Capital Inc.†		819		USD		(1.13	)%*		—		818,744


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			53

Portfolio of Investments


Broker	Principal Amount (000’s)		Currency		Interest Rate			Maturity		U.S. $ Value at September 30, 2011
Barclays Capital Inc.†		1,173		USD		(1.00	)%*		—	$	1,172,967
Barclays Capital Inc.†		543		EUR		(1.00	)%*		—		727,181
Barclays Capital Inc.†		2,116		USD		(0.75	)%*		—		2,115,706
Barclays Capital Inc.†		1,158		USD		(0.75	)%*		—		1,156,721
Barclays Capital Inc.†		832		USD		(0.75	)%*		—		830,475
Barclays Capital Inc.†		758		USD		(0.75	)%*		—		757,687
Barclays Capital Inc.†		651		USD		(0.75	)%*		—		650,986
Barclays Capital Inc.†		2,105		USD		(0.50	)%*		—		2,103,509
Barclays Capital Inc.†		707		EUR		(0.50	)%*		—		946,651
Barclays Capital Inc.†		573		EUR		(0.50	)%*		—		767,859
Barclays Capital Inc.†		2,921		USD		(0.38	)%*		—		2,920,439
Barclays Capital Inc.†		2,547		USD		(0.38	)%*		—		2,547,163
Barclays Capital Inc.†		2,022		USD		(0.25	)%*		—		2,021,861
Barclays Capital Inc.†		2,005		USD		(0.25	)%*		—		2,004,972
Barclays Capital Inc.†		1,229		USD		(0.25	)%*		—		1,228,565
Barclays Capital Inc.†		630		USD		(0.25	)%*		—		629,864
Barclays Capital Inc.†		359		USD		(0.25	)%*		—		359,230
Barclays Capital Inc.†		794		EUR		(0.25	)%*		—		1,063,294
Barclays Capital Inc.†		342		EUR		(0.15	)%*		—		458,173
Barclays Capital Inc.†		2,498		USD		0.00	%		—		2,497,787
Barclays Capital Inc.†		1,814		USD		0.00	%		—		1,814,400
Barclays Capital Inc.†		1,753		USD		0.00	%		—		1,753,000
Barclays Capital Inc.†		713		USD		0.00	%		—		712,500
Barclays Capital Inc.†		1,257		EUR		0.00	%		—		1,683,396
Barclays Capital Inc.†		1,030		USD		0.10	%		—		1,030,146
Barclays Capital Inc.†		698		USD		0.45	%		—		697,945
Euroclear Bank SA†		1,515		USD		0.05	%		—		1,515,154
HSBC†		1,063		USD		0.40	%		—		1,063,374
ING Bank Amsterdam†		1,281		USD		(3.50	)%*		—		1,276,890
ING Bank Amsterdam†		197		USD		(3.50	)%*		—		196,080
ING Bank Amsterdam†		1,558		USD		(1.00	)%*		—		1,555,500
ING Bank Amsterdam†		1,166		USD		(1.00	)%*		—		1,163,784
ING Bank Amsterdam†		672		USD		(1.00	)%*		—		672,344
ING Bank Amsterdam†		2,028		USD		(0.75	)%*		—		2,027,958
ING Bank Amsterdam†		1,985		USD		(0.50	)%*		—		1,984,001
ING Bank Amsterdam†		1,264		USD		(0.50	)%*		—		1,263,237
ING Bank Amsterdam†		740		USD		(0.50	)%*		—		739,294
ING Bank Amsterdam†		463		USD		(0.50	)%*		—		462,881
ING Bank Amsterdam†		392		USD		(0.50	)%*		—		391,711
ING Bank Amsterdam†		2,462		USD		(0.38	)%*		—		2,462,062
ING Bank Amsterdam†		648		USD		(0.38	)%*		—		647,642
ING Bank Amsterdam†		1,217		USD		(0.25	)%*		—		1,217,108
ING Bank Amsterdam†		730		USD		(0.25	)%*		—		729,736
ING Bank Amsterdam†		1,250		USD		(0.10	)%*		—		1,249,320
ING Bank Amsterdam†		2,649		USD		0.00	%		—		2,649,000
ING Bank Amsterdam†		534		USD		0.00	%		—		533,962
Jefferies & Company, Inc.†		4,938		USD		0.45	%		—		4,938,573
Jefferies & Company, Inc.†		5,157		USD		0.46	%		—		5,158,370
JPMorgan Chase Bank		513		USD		0.00	%		10/03/11		512,500
JPMorgan Chase Bank†		4,509		USD		(0.25	)%*		—		4,508,906
JPMorgan Chase Bank†		4,546		USD		0.00	%		—		4,546,000
JPMorgan Chase Bank†		2,502		USD		0.00	%		—		2,502,400
JPMorgan Chase Bank†		1,979		USD		0.00	%		—		1,979,000


54		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments


Broker	Principal Amount (000’s)		Currency		Interest Rate			Maturity		U.S. $ Value at September 30, 2011
JPMorgan Chase Bank†		1,207		USD		0.00	%		—	$	1,207,050
JPMorgan Chase Bank†		1,031		USD		0.00	%		—		1,031,000
JPMorgan Chase Bank†		205		USD		0.00	%		—		205,000
JPMorgan Chase Bank†		1,125		USD		0.00	%		—		1,125,000
JPMorgan Chase Bank†		4,482		USD		0.43	%		—		4,483,135
New York Commercial Bank		12,951		USD		0.35	%		10/04/11		12,951,104
New York Commercial Bank†		614		USD		(0.20	)%*		—		614,239
New York Commercial Bank†		12,512		USD		0.35	%		—		12,512,000
New York Commercial Bank†		7,098		USD		0.45	%		—		7,098,397
New York Commercial Bank†		1,643		USD		0.45	%		—		1,642,639
Nomura International		3,026		USD		0.00	%		10/03/11		3,026,250
Nomura International†		1,041		USD		0.10	%		—		1,041,029
Nomura International†		1,352		USD		0.25	%		—		1,351,798

										$	131,965,140

Unfunded Loan Commitments (See Note C.4)

As of September 30, 2011, the Fund had the following unfunded loan commitment of $3,500,000 which could be extended at the option of the borrower:


Borrower	Unfunded Loan Commitments		Cost		Value
General Motors Holding, LLC Revolver LIBOR +2.75% 10/27/15	$	3,500,000	$	—	$	(380,588	)

†

The reverse repurchase agreement matures on demand. The interest rate shown is a variable rate and was in effect on September 30, 2011

Interest payment due from counterparty.

(a)

Position, or a portion thereof, has been segregated to collateralize reverse repurchase agreements. The market value of the collateral amounted to $129,178,976.

(b)

Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities are considered liquid and may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2011, the aggregate market value of these securities amounted to $476,509,685 or 40.4% of net assets.

(c)

Floating Rate Security. Stated interest rate was in effect at September 30, 2011.

(d)

Security is in default and is non-income producing.

(e)

Pay-In-Kind Payments (PIK).

(f)

Illiquid security.

(g)

Fair valued.

(h)

Variable rate coupon, rate shown as of September 30, 2011.

(i)

Security is exempt from registration under Rule 144A of the Securities Act of 1933. These securities, which represent 0.12% of net assets as of September 30, 2011, are considered illiquid and restricted.


Restricted Securities	Acquisition Date		Cost		Market Value			Percentage of Net Assets
American Media, Inc.		3/04/09	$	287,499	$	– 0	–		0.00	%
European Media Capital SA 10.00%, 2/01/15		8/18/10		1,651,740		1,291,525			0.11	%
European Media Capital SA 10.00%, 2/01/15		8/18/10		160,252		125,278			0.01	%


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			55

Portfolio of Investments

(j)

Coupon rate adjusts periodically based upon a predetermined schedule. Stated interest rate in effect at September 30, 2011.

(k)

This position or a portion of this position represents an unsettled loan purchase. At September 30, 2011, the market value and unrealized loss of these unsettled loan purchases amounted to $3,870,948 and $33,146, respectively. 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.

(l)

Non-income producing security.

(m)

Restricted and illiquid security.

(n)

One contract relates to 100 shares.

(o)

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

Currency Abbreviations:

AUD – Australian Dollar

BRL – Brazilian Real

CAD – Canadian Dollar

CLP – Chilean Peso

CNY – Chinese Yuan Renminbi

COP – Colombian Peso

DOP – Dominican Peso

EGP – Egyptian Pound

EUR – Euro

GBP – Great British Pound

HUF – Hungarian Forint

IDR – Indonesian Rupiah

PHP – Philippine Peso

RUB – Russian Ruble

TRY – Turkish Lira

UAH – Ukrainian Hryvnia

UYU – Uruguayan Peso

ZAR – South African Rand

Glossary:

ABS – Asset-Backed Securities

ARMs – Adjustable Rate Mortgages

CMBS – Commercial Mortgage-Backed Securities

GO – General Obligation

MBIA – MBIA Insurance Corporation

OJSC – Open Joint Stock Company

REIT – Real Estate Investment Trust

SD – School District

See notes to financial statements.


56		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Portfolio of Investments

STATEMENT OF ASSETS & LIABILITIES

September 30, 2011 (unaudited)


Assets
Investments in securities, at value
Unaffiliated issuers (cost $1,271,038,070)	$	1,234,780,017
Affiliated issuers (cost $38,210,153)		38,210,153
Foreign currencies, at value (cost $102,846)		103,364
Receivable for investment securities sold		33,827,467
Dividends and interest receivable		29,063,175
Unrealized appreciation of forward currency exchange contracts		12,234,197
Cash collateral held at broker		6,548,000	^(a)
Upfront premiums paid on credit default swap contracts		4,135,982
Unrealized appreciation of credit default swap contracts		3,732,855
Unrealized appreciation of interest rate swap contracts		2,199,816

Total assets		1,364,835,026

Liabilities
Payable for reverse repurchase agreements		131,965,140
Payable for investment securities purchased		24,358,016
Unrealized depreciation of credit default swap contracts		12,760,930
Unrealized depreciation of forward currency exchange contracts		8,047,023
Upfront premiums received on credit default swap contracts		4,341,296
Advisory fee payable		1,062,253
Unrealized depreciation of interest rate swap contracts		639,812
Due to Custodian		425,632
Unfunded loan commitments, at value		380,588
Administrative fee payable		24,492
Accrued expenses and other liabilities		246,493

Total liabilities		184,251,675

Net Assets	$	1,180,583,351

Composition of Net Assets
Capital stock, at par	$	851,718
Additional paid-in capital		1,180,054,130
Undistributed net investment income		28,678,961
Accumulated net realized gain on investment and foreign currency transactions		10,737,376
Net unrealized depreciation of investments and foreign currency denominated assets and liabilities		(39,738,834	)

	$	1,180,583,351

Net Asset Value Per Share—100 million shares of capital stock authorized, $0.01 par value (based on 85,171,832 shares outstanding)	$	13.86

(a)

Amount has been segregated to collateralize credit default swap contracts outstanding at September 30, 2011.

See notes to financial statements.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			57

Statement of Assets & Liabilities

STATEMENT OF OPERATIONS

Six Months Ended September 30, 2011 (unaudited)


Investment Income
Interest (net of foreign taxes withheld of $40,305)	$	59,986,952
Dividends
Unaffiliated issuers		486,206
Affiliated issuers		9,653
Other fee income (see Note C.4)		155,259	$	60,638,070

Expenses
Advisory fee (see Note B)		5,840,587
Custodian		117,348
Printing		52,893
Audit		41,775
Directors’ fees		38,730
Administrative		38,268
Registration fees		37,632
Transfer agency		26,307
Legal		14,784
Miscellaneous		15,210

Total expenses before interest expense		6,223,534
Interest expense		288,651

Total expenses				6,512,185

Net investment income				54,125,885

Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain on:
Investment transactions				13,367,608
Swap contracts				4,168,088
Foreign currency transactions				3,281,149
Net change in unrealized appreciation/depreciation of:
Investments				(159,052,477	)
Swap contracts				(9,665,969	)
Unfunded loan commitments (see Note C.4)				(91,975	)
Foreign currency denominated assets and liabilities				6,892,924

Net loss on investment and foreign currency transactions				(141,100,652	)

Contributions from Adviser (see Note B)				9,025

Net Decrease in Net Assets from Operations			$	(86,965,742	)

See notes to financial statements.


58		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Statement of Operations

STATEMENT OF CHANGES IN NET ASSETS


	Six Months Ended September 30, 2011 (unaudited)			Year Ended March 31, 2011
Increase (Decrease) in Net Assets from Operations
Net investment income	$	54,125,885		$	110,896,303
Net realized gain on investment and foreign currency transactions		20,816,845			75,088,513
Net change in unrealized appreciation/depreciation of investments and foreign currency denominated assets and liabilities		(161,917,497	)		1,818,708
Contributions from Adviser (see Note B)		9,025			179,099

Net increase (decrease) in net assets from operations		(86,965,742	)		187,982,623
Dividends to Shareholders from
Net investment income		(51,103,099	)		(102,203,133	)
Capital Stock Transactions
Sale of Capital Stock		– 0	–		76,982

Total increase (decrease)		(138,068,841	)		85,856,472
Net Assets
Beginning of period		1,318,652,192			1,232,795,720

End of period (including undistributed net investment income of $28,678,961 and $25,656,175, respectively)	$	1,180,583,351		$	1,318,652,192

See notes to financial statements.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			59

Statement of Changes in Net Assets

NOTES TO FINANCIAL STATEMENTS

September 30, 2011 (unaudited)

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 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.

In general, the market value 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 the mean of the closing bid and ask prices on such 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 market (“OTC”) put or call options are valued at the mid level between the current bid and asked 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); open futures contracts 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 other debt instruments having 60 days or less remaining until maturity are valued at amortized cost if their original maturity was 60 days or less; or by amortizing their fair value as of the 61st day prior to maturity if their original term to maturity exceeded 60 days; 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; and OTC and other derivatives are valued


60		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

using the Adviser’s pricing models which utilize pricing-related information from external sources. Investments in money market funds are valued at their net asset value each day.

Securities for which market quotations are not readily available (including restricted securities) or are deemed unreliable are valued at fair value. 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.

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. The U.S. GAAP disclosure requirements establish 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. Inputs may be observable or unobservable 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)


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			61

Notes to Financial Statements

The following table summarizes the valuation of the Fund’s investments by the above fair value hierarchy levels as of September 30, 2011:

Investments in
Securities

Level 1

Level 2

Level 3

Total

Corporates – Non-Investment Grades

– 0

–

643,875,831

1,576,112

645,451,943

Corporates – Investment Grades

– 0

–

141,191,548

– 0

–

141,191,548

Emerging Markets – Corporate Bonds

– 0

–

69,756,672

1,416,803

71,173,475

Emerging Markets – Sovereigns

– 0

–

65,434,662

1,574,774

67,009,436

Collateralized Mortgage Obligations

– 0

–

– 0

–

43,206,584

Commercial Mortgage-Backed Securities

– 0

–

2,049,688

39,695,594

41,745,282

Governments – Treasuries

– 0

–

40,183,144

– 0

–

40,183,144

Quasi-Sovereigns

– 0

–

38,803,021

– 0

–

38,803,021

Bank Loans

– 0

–

– 0

–

33,081,571

Emerging Markets – Treasuries

– 0

–

22,481,132

5,937,858

28,418,990

Governments – Sovereign Bonds

2,856,139

21,415,204

– 0

–

24,271,343

Asset-Backed Securities

– 0

–

– 0

–

15,548,335

Preferred Stocks

10,138,186

744,367

– 0

–

10,882,553

Local Governments – Municipal Bonds

– 0

–

8,927,810

– 0

–

8,927,810

Supranationals

– 0

–

8,238,971

– 0

–

8,238,971

Local Governments – Regional Bonds

– 0

–

7,123,978

– 0

–

7,123,978

Inflation-Linked Securities

– 0

–

4,413,062

– 0

–

4,413,062

Common Stocks

23,732

– 0

–

2,654,433

2,678,165

Governments – Sovereign Agencies

– 0

–

1,136,393

– 0

–

1,136,393

Warrants

– 0

–

– 0

–

334,764

Options Purchased-Puts

– 0

–

– 0

–

959,649

Short-Term Investments

38,210,153

– 0

–

– 0

–

38,210,153

Total Investments in Securities

51,228,210

1,075,775,483

145,986,477

1,272,990,170

Other Financial Instruments*:

Assets

Credit Default Swaps

– 0

–

2,554,140

1,178,715

3,732,855

Interest Rate Swaps

– 0

–

2,199,816

– 0

–

2,199,816

Forward Currency Exchange Contracts

– 0

–

12,234,197

– 0

–

12,234,197

Liabilities

Credit Default Swaps

– 0

–

(12,760,930

)

– 0

–

(12,760,930

)

Interest Rate Swaps

– 0

–

(639,812

)

– 0

–

(639,812

)

Forward Currency Exchange Contracts

– 0

–

(8,047,023

)

– 0

–

(8,047,023

)

Unfunded Loan Commitments

– 0

–

– 0

–

(380,588

)

(380,588

)

Total

51,228,210

1,071,315,871

146,784,604

1,269,328,685

Other financial instruments are derivative instruments, such as futures, forwards and swap contracts, which are valued at the unrealized appreciation/depreciation on the instrument.


62		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value. The transfers between levels of the fair value hierarchy assumes the financial instrument was transferred at the beginning of the reporting period.


	Corporates - Non-Investment Grades			Emerging Markets - Corporate Bonds			Emerging Markets - Sovereigns			Collateralized Mortgage Obligations
Balance as of 3/31/11	$	9,856,900		$	– 0	–	$	1,917,237		$	38,999,814
Accrued discounts/ (premiums)		(385,113	)		– 0	–		26,316			377,471
Realized gain (loss)		(1,580	)		– 0	–		(2,742	)		1,423,925
Change in unrealized appreciation/depreciation		581,414			– 0	–		(186,688	)		(4,802,758	)
Purchases		– 0	–		– 0	–		– 0	–		12,849,032
Sales		(189,189	)		– 0	–		(179,349	)		(5,640,900	)
Reclassification		(1,416,803	)		1,416,803			– 0	–		– 0	–
Transfers into Level 3		– 0	–		– 0	–		– 0	–		– 0	–
Transfers out of Level 3		(6,869,517	)		– 0	–		– 0	–		– 0	–

Balance as of 9/30/11	$	1,576,112		$	1,416,803		$	1,574,774		$	43,206,584

Net change in unrealized appreciation/depreciation from investments held as of 9/30/11	$	(121,212	)	$	719,166		$	(150,740	)	$	(3,942,805	)


	Commercial Mortgage - Backed Securities			Bank Loans			Emerging Markets - Treasuries			Asset - Backed Securities
Balance as of 3/31/11	$	40,257,752		$	33,631,807		$	6,416,198		$	16,842,715
Accrued discounts/ (premiums)		125,141			235,368			(9,262	)		129,136
Realized gain (loss)		1,159,371			(71,243	)		– 0	–		208,106
Change in unrealized appreciation/depreciation		(5,794,417	)		(2,525,287	)		(469,078	)		(1,247,683	)
Purchases		11,928,252			11,825,792			– 0	–		454,997
Sales		(9,621,650	)		(10,014,866	)		– 0	–		(838,936	)
Reclassification		– 0	–		– 0	–		– 0	–		– 0	–
Transfers into Level 3		1,641,145			– 0	–		– 0	–		– 0	–
Transfers out of Level 3		– 0	–		– 0	–		– 0	–		– 0	–

Balance as of 9/30/11	$	39,695,594		$	33,081,571		$	5,937,858		$	15,548,335

Net change in unrealized appreciation/depreciation from investments held as of 9/30/11	$	(4,965,352	)	$	(2,378,347	)	$	(469,078	)	$	(1,144,771	)


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			63

Notes to Financial Statements

Supranationals

Common
Stocks

Warrants

Options
Purchased -
Puts

Balance as of 3/31/11

6,542,333

1,983,469

– 0

–

– 0

–

Accrued discounts/ (premiums)

– 0

–

– 0

–

– 0

–

– 0

–

Realized gain (loss)

– 0

–

482,817

– 0

–

– 0

–

Change in unrealized appreciation/depreciation

– 0

–

670,964

334,764

469,339

Purchases

– 0

–

– 0

–

– 0

–

490,310

Sales

– 0

–

(482,817

)

– 0

–

– 0

–

Reclassification

– 0

–

– 0

–

– 0

–

– 0

–

Transfers into Level 3

– 0

–

– 0

–

– 0

–

– 0

–

Transfers out of Level 3

(6,542,333

)

– 0

–

– 0

–

– 0

–

Balance as of 9/30/11

– 0

–

2,654,433

334,764

959,649

Net change in unrealized appreciation/depreciation from investments held as of 9/30/11

– 0

–

670,964

334,763

469,339

Options
Purchased -
Calls

Credit
Default
Swaps

Unfunded
Loan
Commitments

Total

Balance as of 3/31/11

– 0

–

– 0

–

156,448,226

Accrued discounts/
(premiums)

– 0

–

– 0

–

– 0

–

499,057

Realized gain (loss)

(97,200

)

– 0

–

– 0

–

3,101,454

Change in unrealized appreciation/depreciation

97,199

1,068,086

(91,975

)

(11,896,120

)

Purchases

– 0

–

– 0

–

(258,613

)

37,259,770

Sales

– 0

–

– 0

–

– 0

–

(26,967,707

)

Reclassification

– 0

–

– 0

–

– 0

–

– 0

–

Transfers into Level 3

– 0

–

110,629

– 0

–

1,751,774

Transfers out of Level 3

– 0

–

– 0

–

– 0

–

(13,411,850

)

Balance as of 9/30/11

– 0

–

1,178,715

(380,588

)

146,784,604

Net change in unrealized appreciation/depreciation from investments held as of 9/30/11

– 0

–

1,068,086

(91,975

)

(10,001,962

)**

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

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 asked 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.


64		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

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 investments and 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.

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.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			65

Notes to Financial Statements

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 six months ended September 30, 2011 and the year ended March 31, 2011, the Adviser reimbursed the Fund $9,025 and $179,099, respectively, 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 six months ended September 30, 2011, such fee amounted to $38,268, representing .01% annualized of the Fund’s average weekly net assets.

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 six months ended September 30, 2011, there was $65 reimbursement paid to ABIS.

The Fund may invest in the AllianceBernstein Fixed-Income Shares, Inc.- Government STIF Portfolio, an open-end management investment company managed by the Adviser. The Government STIF Portfolio is offered as a cash management option to mutual funds and other institutional accounts of the Adviser, and is not available for direct purchase by members of the public. The Government STIF Portfolio pays no investment management fees but does bear its own expenses. A summary of the Fund’s transactions in shares of the Government STIF Portfolio for the six months ended September 30, 2011, is as follows:


Market Value March 31, 2011 (000)		Purchases at Cost (000)		Sales Proceeds (000)		Market Value September 30, 2011 (000)		Dividend Income (000)
$	11,018	$	244,379	$	217,187	$	38,210	$	10

NOTE C

Investment Transactions

Purchases and sales of investment securities (excluding short-term investments) for the six months ended September 30, 2011 were as follows:


	Purchases			Sales
Investment securities (excluding U.S. government securities)	$	163,470,999		$	248,993,535
U.S. government securities		– 0	–		– 0	–


66		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

The cost of investments for federal income tax purposes was substantially the same as cost for financial reporting purposes. Accordingly, gross unrealized appreciation and unrealized depreciation (excluding foreign currency exchange contracts and swap contracts) are as follows:


Gross unrealized appreciation	$	59,445,641
Gross unrealized depreciation		(95,703,694	)

Net unrealized depreciation	$	(36,258,053	)

1. Derivative Financial Instruments

The Fund may use derivatives to earn income and enhance returns, to hedge or adjust the risk profile of its portfolio, to replace more traditional direct investments, or to obtain exposure to otherwise inaccessible markets.

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. The face or contract amount, in U.S. dollars reflects the total exposure the Fund has in that particular currency contract.

During the six months ended September 30, 2011, the Fund held foreign currency exchange contracts 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. The Fund may also use options transactions for non-hedging purposes as a means of making direct investments in foreign currencies, as described below under “Currency Transactions”.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			67

Notes to Financial Statements

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. Put 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. 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 brokerage commissions, 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. For the six months ended September 30, 2011, the Fund had no transactions in written options.

The Fund may also invest in options on swap agreements, 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 six months ended September 30, 2011, the Fund held swaptions for hedging purposes.

•

Swap Agreements

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


68		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

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 swap agreements 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 agreement.

Risks may arise as a result of the failure of the counterparty to the swap contract to comply with the terms of the swap contract. 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 contract 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 swap contracts on a daily basis, with the net amount recorded within unrealized appreciation/depreciation of swap contracts 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 swap contracts. Fluctuations in the value of swap contracts are recorded as a component of net change in unrealized appreciation/depreciation of swap contracts on the statement of operations.

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 swap contracts. 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


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			69

Notes to Financial Statements

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 six months ended September 30, 2011, the Fund held interest rate swap contracts for 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) fixed payments from/(to) the respective counterparty, calculated at the agreed upon interest rate applied to the notional amount. The accrual for these interim payments is recorded within unrealized appreciation/depreciation of swap contracts on the statement of assets and liabilities. Upfront premiums paid or received in connection with credit default swap contracts 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. 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 contract (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.

During the six months ended September 30, 2011, the Fund held credit default swaps contracts for hedging and non-hedging purposes.

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.


70		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

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.

At September 30, 2011, the Fund had Sale Contracts outstanding with Maximum Payout Amounts aggregating $103,054,975 with net unrealized appreciation of $2,381,261 and net unrealized depreciation of $12,665,406 and terms ranging from 2 months to 5 years, as reflected in the portfolio of investments.

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 swap agreements entered into by the Fund for the same reference obligation with the same counterparty. As of September 30, 2011, the Fund did not have Buy Contracts outstanding for the same referenced obligation with the same counterparty for its Sale Contracts outstanding.

Documentation governing the Fund’s swap transactions may contain provisions for early termination of a swap in the event the net assets of the Fund decline below specific levels set forth in the documentation (“net asset contingent features”). If these levels are triggered, the Fund’s counterparty has the right to terminate the swap and require the Fund to pay or receive a settlement amount in connection with the terminated swap transaction. As of September 30, 2011, the Fund had interest rate swap contracts and credit default swap contracts in liability positions with net asset contingent features. The fair value of such contracts amounted to $639,812 and $12,760,930, respectively at September 30, 2011.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			71

Notes to Financial Statements

At September 30, 2011 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	Unrealized appreciation of interest rate swap contracts	$	2,199,816	Unrealized depreciation of interest rate swap contracts	$	639,812

Foreign exchange contracts	Unrealized appreciation of forward currency exchange contracts		12,234,197	Unrealized depreciation of forward currency exchange contracts		8,047,023

Credit contracts	Unrealized appreciation of credit default swap contracts		3,732,855	Unrealized depreciation of credit default swap contracts		12,760,930

Total		$	18,166,868		$	21,447,765

The effect of derivative instruments on the statement of operations for the six months ended September 30, 2011:


Derivative Type	Location of Gain or (Loss) on Derivatives	Realized Gain or (Loss) on Derivatives			Change in Unrealized Appreciation or (Depreciation)
Credit contracts	Net realized gain/(loss) on swap contracts; Net change in unrealized appreciation/depreciation of swap contracts	$	2,818,810		$	(10,708,739	)

Interest rate contracts	Net realized gain/(loss) on swap contracts; Net change in unrealized appreciation/depreciation of swap contracts		1,349,278			1,042,770

Foreign exchange contracts	Net realized gain/(loss) on foreign currency transactions; Net change in unrealized appreciation/depreciation of foreign currency denominated assets and liabilities		(1,739,138	)		6,736,134

Total		$	2,428,950		$	(2,929,835	)


72		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

For the six months ended September 30, 2011, the average monthly notional amount of credit default swap contracts was $100,115,846, the average monthly notional amount of interest rate swap contracts was $598,718,416 and the average monthly principal amount of forward currency exchange contracts was $462,006,689.

2. Currency Transactions

The Fund may invest in non-U.S. Dollar 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

Under a reverse repurchase agreement, the Fund sells securities and agrees to repurchase them at a 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 at least equal to the repurchase price. For the six months ended September 30, 2011, the average amount of reverse repurchase agreements outstanding was $145,071,326 and the daily weighted average interest rate was 0.07%.

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 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


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			73

Notes to Financial Statements

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 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 September 30, 2011, the fund had the following unfunded loan commitment which could be extended at the option of the borrower pursuant to the loan agreement. In order to take on the loan commitment denoted below, the Fund received payment of $380,588. The unrealized depreciation on such loan was $91,975.


Borrower	Unfunded Loan Participation Commitment		Funded
General Motors Holdings, LLC, LIBOR + 2.75%, 10/27/15	$	3,500,000	$	– 0	–

In addition, the Fund had the following bridge loan commitment outstanding:


Loan	Unfunded Loan Participation Commitment		Funded
Sealed Air Corporation, Senior Unsecured Bridge Loan, 0.0%, 01/01/12	$	3,600,000	$	– 0	–

During the six months ended September 30, 2011, the Fund received commitment fees and additional funding fees of $155,259 and $0, respectively, which are included in Other Fee Income on the Statement of Operations.

NOTE D

Capital Stock

During the six months ended September 30, 2011, the Fund issued no shares in connection with the Fund’s dividend reinvestment plan. During the year ended March 31, 2011, residual shares of capital stock held by the Fund were sold in the amount of $76,982.

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


74		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

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 risk rating. Credit risk is 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.

Foreign Securities Risk—Investing in securities of foreign companies or foreign governments involves special risks which include changes in foreign currency exchange rates and the possibility of future political and economic developments which could adversely affect the value of such securities. Moreover, securities of many foreign companies or foreign governments and their markets may be less liquid and their prices more volatile than those of comparable U.S. companies and the U.S. government.

Foreign investment risk may be particularly high to the extent the Fund invests in emerging market securities of issuers based in countries with developing economies. These securities may present market, credit, currency, liquidity, legal, political and other risks different from, or greater than, the risks of investing in developed foreign (non-U.S.) countries.

Currency Risk—This is the risk that changes in foreign currency exchange rates may negatively affect the value of the Fund’s investments or reduce the returns of the Fund. For example, the value of the Fund’s investments in foreign currency-denominated securities or currencies may decrease if the U.S. Dollar is strong (i.e., gaining value relative to other currencies) and other currencies are weak (i.e., losing value relative to the U.S. Dollar). Currency markets are generally not as regulated as securities markets. Independent of the Fund’s investments in securities denominated in foreign currencies, the Fund’s positions in various foreign currencies may cause the Portfolio to experience investment losses due to the changes in exchange rates and interest rates.

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.

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.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			75

Notes to Financial Statements

Leverage Risk—The Fund may utilize leverage through borrowings or the investment techniques of reverse repurchase agreements and dollar rolls. Reverse repurchase agreements and dollar rolls are speculative techniques and the proceeds from these transactions may be used, similar to borrowings by the Fund, for investment purposes.

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.

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.

NOTE F

Distributions to Shareholders

The tax character of distributions paid for the year ending March 31, 2012 will be determined at the end of the current fiscal year. The tax character of distributions paid during the fiscal years ended March 31, 2011 and March 31, 2010 were as follows:


	2011			2010
Distributions paid from:
Ordinary income	$	102,203,133		$	92,187,081
Long-term capital gains		– 0	–		– 0	–

Total taxable distributions		102,203,133			92,187,081

Total distributions paid	$	102,203,133		$	92,187,081


76		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

As of March 31, 2011, the components of accumulated earnings/(deficit) on a tax basis were as follows:


Undistributed net investment income
Undistributed ordinary income	$	30,554,137
Accumulated capital and other losses		(15,838,496	)^(a)
Unrealized appreciation/(depreciation)		123,398,109	^(b)

Total accumulated earnings/(deficit)	$	138,113,750	^(c)

^(a)

On March 31, 2011, the Fund had a net capital loss carryover for federal income tax purposes of $10,168,184 which expires in the year 2018. To the extent future capital gains are offset by capital loss carryforwards, such gains will not be distributed. During the fiscal year, the Fund utilized capital loss carryforwards of $75,494,588. For the year ended March 31, 2011, the cumulative deferred loss on straddles was $5,670,312.

^(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 difference between book and tax amortization methods for premium, the difference between book and tax treatment of swap income and the realization for tax purpose of gain/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 interest on defaulted securities.

On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted, which changed various technical rules governing the tax treatment of regulated investment companies. One important change addresses the recognition of capital loss carryforwards. Under the Act, the Fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred in pre-enactment taxable years, which carry an expiration date. As a result, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital loss carryforwards will retain their character as either short-term or long-term capital losses rather than being considered all short-term capital loss (as permitted under previous regulation).

NOTE G

Recent Accounting Pronouncements

In April 2011, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standard Update (“ASU”) related to the accounting for repurchase agreements and similar agreements that both entitle and obligate a transferor to repurchase or redeem financial assets before their maturity. The ASU modifies the criteria for determining effective control of transferred assets and, as a result, certain agreements may now be accounted for as secured borrowings. The ASU is effective prospectively for new transfers and existing transactions that are modified in the first interim or annual period beginning on or after December 15, 2011. At this time, management is evaluating the implications of this ASU and its impact on the financial statements has not been determined.

In May 2011, the FASB issued an ASU to develop common requirements for measuring fair value and for disclosing information about fair value measurements


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			77

Notes to Financial Statements

in U.S. GAAP and IFRS. The amendments are intended to improve the comparability of fair value measurements presented and disclosed in the financial statements prepared in accordance with U.S. GAAP and IFRS. The ASU is effective during interim or annual periods beginning after December 15, 2011. At this time, management is evaluating the implication of this ASU and its impact on the financial statements has not been determined.

NOTE H

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.


78		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Notes to Financial Statements

FINANCIAL HIGHLIGHTS

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


	Six Months Ended September 30, 2011 (unaudited)			Year Ended March 31,
				2011			2010			2009			2008			2007


Net asset value, beginning of period		$ 15.48			$ 14.47			$ 9.58			$ 13.81			$ 15.19			$ 14.54

Income From Investment Operations
Net investment income^(a)		64			1.30			1.19			1.06			1.07			.91
Net realized and unrealized gain (loss) on investment and foreign currency transactions		(1.66	)		.91			4.84			(3.76	)		(.77	)		.72
Contributions from Adviser		.00	^(b)		.00	^(b)		– 0	–		– 0	–		– 0	–		– 0	–

Net increase (decrease) in net asset value from operations		(1.02	)		2.21			6.03			(2.70	)		.30			1.63

Less: Dividends and Distributions
Dividends from net investment income		(.60	)		(1.20	)		(1.14	)		(1.10	)		(1.13	)		(.98	)
Distributions from net realized gain on investment and foreign currency transactions		– 0	–		– 0	–		– 0	–		(.43	)		(.55	)		– 0	–

Total dividends and distributions		(.60	)		(1.20	)		(1.14	)		(1.53	)		(1.68	)		(.98	)

Net asset value, end of period		$ 13.86			$ 15.48			$ 14.47			$ 9.58			$ 13.81			$ 15.19

Market value, end of period		$ 13.00			$ 14.90			$ 14.23			$ 8.29			$ 13.10			$ 13.85

Discount, end of period		(6.20	)%		(3.75	)%		(1.66	)%		(13.47	)%		(5.14	)%		(8.82	)%
Total Return
Total investment return based on:^(c)
Market value		(9.13	)%		13.83	%*^†		88.70	%		(25.76	)%		7.09	%		18.52	%
Net asset value		(6.75	)%		16.30	%*^†		66.05	%		(18.61	)%		2.94	%		12.55	%
Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$1,180,583			$1,318,652			$1,232,796			$731,003			$1,054,559			$1,027,252
Ratio to average net assets of:
Expenses		1.00	%^(d)		1.01	%		1.09	%		1.07	%		1.53	%		1.68	%
Expenses, excluding interest expense		96	%^(d)		.97	%		1.01	%		1.01	%		1.00	%		1.06	%
Expenses, excluding interest and TALF administration fee		96	%^(d)		.97	%		1.00	%		1.07	%		1.53	%		1.68	%
Net investment income		8.34	%^(d)		8.76	%		9.44	%		9.10	%		7.34	%		6.24	%
Portfolio turnover rate		12	%		52	%		38	%		40	%		67	%		68	%

See footnote summary on page 80.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			79

Financial Highlights

(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)

Annualized.

Includes the impact of proceeds received and credited to the Fund resulting from the class actions settlements, which enhanced the Fund’s performance for the year ended March 31, 2011 by 0.01%.

†

Includes the impact of reimbursements from the Adviser which enhanced the Fund’s performance for the year ended March 31, 2011 by 0.01%.

See notes to financial statements.


80		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Financial Highlights

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.

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.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			81

Additional Information

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 43010, Providence, RI 02940-3010.


82		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Additional Information

BOARD OF DIRECTORS

William H. Foulk, Jr.⁽¹⁾, Chairman

John H. Dobkin⁽¹⁾

Michael J. Downey⁽¹⁾

D. James Guzy⁽¹⁾

Nancy P. Jacklin⁽¹⁾

Robert M. Keith, President and Chief Executive Officer

Garry L. Moody⁽¹⁾

Marshall C. Turner, Jr.⁽¹⁾

Earl D. Weiner⁽¹⁾

OFFICERS

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

Paul J. DeNoon⁽²⁾, Vice President

Marco G. Santamaria⁽²⁾, Vice President

Emilie D. Wrapp, Secretary

Joseph J. Mantineo, Treasurer and Chief Financial Officer

Stephen M. Woetzel, Controller

Administrator

AllianceBernstein, L.P.

1345 Avenue of the Americas

New York, NY 10105

Custodian and Accounting Agent

Brown Brothers Harriman & Co.

40 Water Street

Boston, MA 02109

Dividend Paying Agent,

Transfer Agent and Registrar

Computershare Trust Company, N.A.

P.O. Box 43010

Providence, RI 02940-3010

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. Mr. Foulk is the sole member of the Fair Value Pricing 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, Douglas J. Peebles, Marco G. Santamaria 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, 2011, 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.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			83

Board of Directors

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.

The Fund’s NYSE trading symbol is “AWF.” 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.


84		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Summary of General Information

THIS PAGE IS NOT PART OF THE SHAREHOLDER REPORT OR THE FINANCIAL STATEMENTS

ALLIANCEBERNSTEIN FAMILY OF FUNDS

Wealth Strategies Funds

Balanced Wealth Strategy

Conservative Wealth Strategy

Wealth Appreciation Strategy

Tax-Managed Balanced Wealth Strategy

Tax-Managed Conservative Wealth Strategy

Tax-Managed Wealth Appreciation Strategy

Asset Allocation/Multi-Asset

Emerging Markets Multi-Asset

International Portfolio

Real Asset Strategy

Tax-Managed International Portfolio

Growth Funds

Domestic

Growth Fund

Large Cap Growth Fund

Small Cap Growth Portfolio

Small/Mid Cap Growth Fund

U.S. Strategic Research Portfolio

Global & International

Global Thematic Growth Fund

Greater China ’97 Fund

International Discovery Equity Portfolio

International Focus 40 Portfolio

International Growth Fund

Value Funds

Domestic

Core Opportunities Fund

Equity Income Fund

Growth & Income Fund

Small/Mid Cap Value Fund

Value Fund

Global & International

Global Real Estate Investment Fund

Global Value Fund

International Value Fund

Taxable Bond Funds

Bond Inflation Strategy

Global Bond Fund

High Income Fund

Intermediate Bond Portfolio

Short Duration Portfolio

Unconstrained Bond Fund*

Municipal Bond Funds

Arizona

California

High Income

Massachusetts

Michigan

Minnesota

Municipal Bond

Inflation Strategy

National

New Jersey

New York

Ohio

Pennsylvania

Virginia

Intermediate Municipal Bond Funds

Intermediate California

Intermediate Diversified

Intermediate New York

Closed-End Funds

Alliance California Municipal Income Fund

Alliance New York Municipal Income Fund

AllianceBernstein Global High Income Fund

AllianceBernstein Income Fund

AllianceBernstein National Municipal Income Fund

Alternatives

Market Neutral Strategy-Global

Market Neutral Strategy-U.S.

Balanced

Balanced Shares

Retirement Strategies Funds


2000 Retirement Strategy	2020 Retirement Strategy	2040 Retirement Strategy
2005 Retirement Strategy	2025 Retirement Strategy	2045 Retirement Strategy
2010 Retirement Strategy	2030 Retirement Strategy	2050 Retirement Strategy
2015 Retirement Strategy	2035 Retirement Strategy	2055 Retirement Strategy

We also offer Exchange Reserves,** which serves as the money market fund exchange vehicle for the AllianceBernstein mutual funds.

You should consider the investment objectives, risks, charges and expenses of any AllianceBernstein fund/portfolio carefully before investing. For free copies of our prospectuses, which contain this and other information, visit us online at www.alliancebernstein.com or contact your financial advisor. Please read the prospectus carefully before investing.

Prior to February 3, 2011, Unconstrained Bond Fund was named Diversified Yield Fund.

An investment in the Fund 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.


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			85

AllianceBernstein Family of Funds

NOTES


86		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

NOTES


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			87

NOTES


88		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

NOTES


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			89

NOTES


90		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

NOTES


ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND •			91

NOTES


92		• ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND

Privacy Notice (This information is not part of the Shareholder Report.)

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

LOGO



GHI-0152-0911

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 Garry L. Moody and William H. Foulk, Jr. qualify as audit committee financial experts.

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable when filing a semi-annual report to shareholders.

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable when filing a semi-annual report to shareholders.

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.

Not applicable when filing a semi-annual report to shareholders.

ITEM 8.

PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable when filing a semi-annual report to shareholders.

ITEM 9.

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

Not applicable when filing a semi-annual report to shareholders.

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:		November 21, 2011

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:		November 21, 2011

By:		/s/ Joseph J. Mantineo
		Joseph J. Mantineo
		Treasurer and Chief Financial Officer

Date:		November 21, 2011