AllianceBernstein Exchange Reserves

Q. What are the key benefits of AllianceBernstein Exchange Reserves?
A. The Fund allows investors to take advantage of three main opportunities. Due to its high degree of stability and liquidity, the Fund can be a safe haven during periods of market turbulence. It is a secure place to temporarily invest money any time you wish to reassess your long-term investment strategy. AllianceBernstein Exchange Reserves is an ideal base from which to dollar cost average^† into growth-oriented stock funds.
Q. I like this Fund’s high degree of stability and liquidity. Why shouldn’t it play a primary role in my investment strategy?
A. There have been times - such as in the late 1970s and early 1980s - when money market portfolios provided substantial returns relative to stock and bond funds. Such times are the exception rather than the rule.

† Dollar-cost averaging does not assure a profit nor protect against loss in a declining market. Since this strategy involves continuous investments, regardless of fluctuating prices, investors should consider their ability to invest during periods of low price levels. Under the AllianceBernstein Dollar Cost Averaging Program, exchanges may be made automatically each month, thus producing a dollar cost averaging effect. Exchanges also may be made at other times of an investor’s choosing.

The Fund strives to achieve its investment objective by investing in high-quality, short-term securities that may include: Short-term obligations issued or guaranteed by the U.S. government, its agencies or instrumentalities; Certificates of deposit issued by domestic and foreign banks; High-quality commercial paper (short-term corporate debt issued by U.S. or foreign companies); Adjustable rate obligations; Asset-backed securities; Restricted securities and Repurchase agreements.

Past performance and does not guarantee future results. Current performance may be lower or higher than the performance information shown. Fund returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Fund returns reflect reinvestment of dividends and/or capital gains distributions in additional shares. Fund returns are annualized for periods longer than one year. Net asset value (NAV) Annualized Returns do not reflect sales charges; if sales charges were reflected, the Fund’s quoted performance would be lower.

* Performance for Classes R, K and I shares prior to the share class’ inception date is simulated based on the historical performance of the Class A shares, adjusted for typical estimated expenses. Please note the inception dates for the Funds. As of January 31, 2009, Class B shares are no longer available for purchase by new investors. For additional information, see the Fund’s current prospectus.

You may purchase the Fund’s Class A, Class B or Class C shares for cash through financial intermediaries, such as broker-dealers or banks, or directly from the Fund’s principal underwriter, AllianceBernstein Investments, Inc., only if you have a financial intermediary of record. You may also purchase the Fund’s shares through exchange if you hold shares of other AllianceBernstein Mutual Funds.

You can purchase Class A shares for cash at NAV without an initial sales charge. Your investment will, however, be subject to a sales charge upon exchange of your Class A shares for the Class A shares of other AllianceBernstein Mutual Funds with sales charges.

Currently, Class B shares are available only for exchange from Class B shares of other AllianceBernstein Mutual Funds. The sale of Class B shares other than through exchange continues to be suspended. Additional contributions are permitted from existing AllianceBernstein prototype IRAs, qualified plans and other corporate retirement plans.

The sales charges for other AllianceBernstein funds are as follows: for Class A shares of all Funds, the maximum front-end sales charge is 4.25%. Class B shares of Equity Funds, High Yield Fund and Global Strategic Income Trust are subject to a contingent deferred sales charge (CDSC) equal to 4% in year 1, 3% in year 2, 2% in year 3 and 1% in year 4 (or, for Fixed Income Funds, except High Yield Fund and Global Strategic Income Trust, 3% in year 1, 2% in year 2 and 1% in year 3). Class C shares of all Funds are subject to a 1-year, 1% CDSC. The investment return and principal value of an investment in the Fund will fluctuate as the prices of the individual securities in which it invests fluctuate, so that shares, when redeemed, may be worth more or less than their original cost. You should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. For a free copy of the Fund’s prospectus, which contains this and other information, visit our Literature & Forms section to view or download a prospectus, or call your financial advisor or AllianceBernstein at (800) 227-4618. Please read the prospectus carefully before you invest.