AllianceBernstein High Income Fund Semi-Annual Report April 30, 2013 SEMI-ANNUAL REPORT 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. June 18, 2013 Semi-Annual Report floating, and inverse floating rate This report provides management’s instruments and preferred stock, and discussion of fund performance for may use other investment techniques. AllianceBernstein High Income Fund The Fund may also make short sales of (the “Fund”) for the semi-annual securities or maintain a short position. reporting period ended April 30, 2013. The Fund may use borrowings or other leverage for investment purposes. The Investment Objectives and Policies Fund intends, among other things, to The Fund’s investment objective is to enter into transactions such as reverse seek to maximize total returns from repurchase agreements and dollar rolls. price appreciation and income. The Fund may invest, without limit, in derivatives, such as options, futures, The Fund pursues income opportunities forwards or swap agreements. from government, corporate, emerging market and high-yield sources. It has the Investment Results flexibility to invest in a broad range of The table on page 6 shows the Fund’s fixed-income securities in both developed performance compared with its composite and emerging market countries. The benchmark, which is composed of equal Fund’s investments may include U.S. and weightings of the J.P. Morgan Emerging non-U.S. corporate debt securities and Markets Bond Index Global (“JPM EMBI sovereign debt securities. The Fund may Global”), the J.P. Morgan Government invest, without limitation, in either U.S. Bond Index-Emerging Markets (“JPM dollar-denominated or non-U.S. dollar- GBI-EM”) (local currency- denominated) denominated fixed-income securities. and the Barclays U.S. Corporate High Yield (“HY”) 2% Issuer Capped Index for The Fund may invest in debt securities the six- and 12-month periods ended with a range of maturities from short- April 30, 2013. Individual performance for to long-term. Substantially all of the each of these indices is also included for Fund’s assets may be invested in lower- both time periods. The Fund is also com- rated securities, which may include pared to its broad-based benchmark, the securities having the lowest rating for JPM EMBI Global, which tracks total non-subordinated debt instruments returns for U.S. dollar-denominated debt (i.e., rated C by Moody’s Investors instruments issued by emerging market Service or CCC+ or lower by Stan- sovereign and quasi-sovereign entities. dard & Poor’s Ratings Services and Fitch Ratings) and unrated securities of All share classes of the Fund delivered equivalent investment quality. The positive returns and outperformed the Fund also may invest in investment- composite benchmark for both periods, grade securities and unrated securities. before sales charges. The Fund’s nomi- nal and synthetic high-yield exposure The Fund may invest in mortgage- and positive security selection were related and other asset-backed securities, primary positive drivers of performance. loan participations, inflation-protected Strong security selection across many securities, structured securities, variable, corporate industries, particularly the ALLIANCEBERNSTEIN HIGH INCOME FUND • 1 financial, consumer non-cyclical, Market Review and Investment technology and media sectors, added to Strategy returns. Non-benchmark sectors, includ- Global equity and bond markets ing commercial mortgage-backed secu- advanced during the six-month period rities (“CMBS”) and non-agency ended April 30, 2013, largely driven by mortgages—were also additive for both improved investor sentiment and the periods, while an allocation to gradual return to riskier assets. U.S. fixed- investment-grade corporates was positive income markets posted positive returns for the 12-month period only. Corporate for the six-month period with credit sec- positions in both Brazil and Russia were tors outperforming government bonds. beneficial to returns for the six-month Spreads in non-government sectors con- period. Within the Fund’s U.S. dollar- tinued to tighten with investment-grade denominated emerging market holdings, corporates, particularly financials, exposure to the Ivory Coast, which out- performing well. High-yield corporates performed, contributed to performance posted strong returns as risk aversion while an underweight to Venezuela ebbed and investors reached for yield. detracted. During the six-month period, the high- As fixed-income credit markets moved yield sector delivered 7.26% as measured in a positive direction during both by the Barclays U.S. Corporate HY 2% periods, the Fund’s use of leverage Issuer Capped Index, with lower-rated added to returns; the Fund utilized bonds generally outperforming their leverage through reverse repurchase higher-rated counterparts and financials agreements at favorable rates and was generally outperforming industrials and able to reinvest the proceeds into utilities. Meanwhile, emerging market higher yielding securities. Within the U.S. dollar-denominated debt posted Fund’s derivative positions, credit 2.97% as measured by JP Morgan EMBI default swaps were utilized as both a Global. Here, Belize, Venezuela and the hedge against cash positions and to Ivory Coast were among the top add credit exposure. Currency options performers; on the other end of the spec- were utilized to hedge against market trum, Argentina declined. Local emerg- conditions of various countries, as well ing market debt (unhedged in U.S. as equity derivatives as a hedge against dollars) returned 9.26%, as measured by the high-yield market, which had an the JP Morgan GBI-EM Index; Mexico immaterial impact on performance. was the top performer, while Brazil The Fund utilized currency forwards underperformed. for both hedging and investment purposes; overall currency positioning The Fund continued to be overweight detracted for both periods. The Fund corporate high-yield debt and underweight also utilized interest rate swaps to both U.S. dollar-denominated and local manage overall yield curve positioning emerging market debt during the six- and to offset credit exposure, which month period. The Global Fixed Income supported the Fund’s positive returns. Investment Team and Global Credit Investment Team (collectively, the 2 • ALLIANCEBERNSTEIN HIGH INCOME FUND “Teams”) believed corporate high-yield U.S. Federal Reserve (the “Fed”) bonds continued to present the best risk/ reverses certain of the measures taken as return opportunity in the global high-yield a result of the 2008 global financial cri- space, given both solid fundamentals and sis. The Federal Funds rate has been strong technicals. Within this sector, the reduced to near zero percent and the Teams continued to favor high-yield secu- Fed has, among other actions taken, rities that appeared undervalued and purchased U.S. Treasury and mortgage- favored higher-quality issuers relative to backed securities. The latter is com- CCC-rated bonds. The Teams also con- monly referred to as Quantitative Easing tinued to generally favor U.S. corporates (“QE”). These policies have been over European corporates and remained beneficial to fixed-income securities, cautious on peripheral Europe. Within including the higher-yielding fixed- emerging market hard currency debt, the income securities held in this Fund. Fund was underweight the sector as a When the Fed removes certain of these whole, but employed a well-diversified mix measures, there may be downward pres- of sovereign, quasi-sovereign and corporate sure on prices of fixed-income securities, issues to add value. Although