LOGO    SUMMARY PROSPECTUS    December 31, 2012

AllianceBernstein Tax-Managed Wealth Appreciation Strategy

Ticker: Class A–ATWAX; Class B–ATWBX; Class C–ATWCX; Advisor Class–ATWYX

 

Before you invest, you may want to review the Strategy’s Prospectus, which contains more information about the Strategy and its risks. The Strategy’s Prospectus and Statement of Additional Information (“SAI”), both dated December 31, 2012, are incorporated by reference into this Summary Prospectus. For free paper or electronic copies of the Strategy’s Prospectus and other information about the Strategy, go to http://www.alliancebernstein.com/links/mf , email a request to prorequest@alliancebernstein.com, call (800) 227-4618, or ask any financial advisor, bank, or broker-dealer who offers shares of the Strategy. Unless otherwise noted, page number references refer to the current Prospectus for this Strategy.

PRO-0106-TWA-1212

 

INVESTMENT OBJECTIVE

The Strategy’s investment objective is long-term growth of capital.

FEES AND EXPENSES OF THE STRATEGY

This table describes the fees and expenses that you may pay if you buy and hold shares of the Strategy. You may qualify for sales charge reductions if you and members of your family invest, or agree to invest in the future, at least $100,000 in AllianceBernstein Mutual Funds. More information about these and other discounts is available from your financial intermediary and in Investing in the Strategies—Sales Charge Reduction Programs for Class A Shares on page 50 of the Prospectus and in Purchase of Shares—Sales Charge Reduction Programs for Class A Shares on page 99 of the Strategy’s SAI.

Shareholder Fees (fees paid directly from your investment)

 

       Class A
Shares
 

Class B Shares

(not currently offered
to new investors)

  Class C
Shares
  Advisor Class
Shares

Maximum Sales Charge (Load) Imposed on Purchases

(as a percentage of offering price)

      4.25%   None   None   None

Maximum Deferred Sales Charge (Load)

(as a percentage of offering price or redemption proceeds, whichever is lower)

   None(a)   4.00%(b)   1.00%(c)   None

Exchange Fee

    None   None   None   None

Annual Strategy Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

 

       Class A      Class B      Class C      Advisor Class  

Management Fees

     .65%         .65%         .65%         .65%   

Distribution and/or Service (12b-1) Fees

     .30%         1.00%         1.00%         None   

Other Expenses

           

Transfer Agent

     .03%         .07%         .04%         .03%   

Other Expenses

     .10%         .10%         .10%         .10%   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Other Expenses

     .13%         .17%         .14%         .13%   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Annual Strategy Operating Expenses

     1.08%         1.82%         1.79%         .78%   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

 
(a) Purchases of Class A shares in amounts of $1,000,000 or more may be subject to a 1%, 1-year contingent deferred sales charge, or CDSC, which may be subject to waiver in certain circumstances.

 

(b) Class B shares automatically convert to Class A shares after eight years. The CDSC decreases over time. For Class B shares the CDSC decreases 1.00% annually to 0% after the fourth year.

 

(c) For Class C shares the CDSC is 0% after the first year.

 

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Examples

The Examples are intended to help you compare the cost of investing in the Strategy with the cost of investing in other mutual funds. The Examples assume that you invest $10,000 in the Strategy for the time periods indicated and then redeem all of your shares at the end of these periods. The Examples also assume that your investment has a 5% return each year and that the Strategy’s operating expenses stay the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be:

 

      Class A     Class B     Class C     Advisor Class  
After 1 Year   $ 530      $ 585      $ 282      $ 80   
After 3 Years   $ 754      $ 773      $ 563      $  249   
After 5 Years   $ 995      $ 985      $ 970      $ 433   
After 10 Years   $  1,686      $  1,943      $  2,105      $ 966   

You would pay the following expenses if you did not redeem your shares at the end of the period:

 

         Class B        Class C  
After 1 Year      $ 185         $ 182   
After 3 Years      $ 573         $ 563   
After 5 Years      $ 985         $ 970   
After 10 Years      $ 1,943         $ 2,105   

Portfolio Turnover

The Strategy pays transaction costs, such as commissions, when it buys or sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Strategy shares are held in a taxable account. These transaction costs, which are not reflected in the Annual Strategy Operating Expenses or in the Examples, affect the Strategy’s performance. During the most recent fiscal year, the Strategy’s portfolio turnover rate was 93% of the average value of its portfolio.

PRINCIPAL STRATEGIES:

The Strategy invests in a portfolio of equity securities that is designed as a solution for investors who seek tax-efficient equity returns but also want broad diversification of the related risks across styles, capitalization ranges and geographic regions. In managing the Strategy, the Adviser efficiently diversifies between growth and value equity investment styles, and between U.S. and non-U.S. markets. Normally, the Strategy targets an equal weighting of growth and value style stocks (50% each), with approximately 60% of each equity style invested in U.S. companies and the remaining 40% in non-U.S. companies. The Adviser will allow the relative weightings of the Strategy’s growth and value components, and U.S. and non-U.S. companies, to change in response to market conditions, but ordinarily only by ±5% of the portfolio. Beyond those ranges, the Adviser will rebalance the portfolio toward the targeted blends. However, under extraordinary circumstances, such as when the Adviser believes that market conditions favoring one investment style are compelling, the range may expand to ±10% of the portfolio.

The Strategy invests approximately 20% of its assets in the Volatility Management Portfolio (the “Portfolio”), which is managed by the Adviser. The Portfolio is designed to reduce the overall effect of equity market volatility on the Strategy’s portfolio and the effects of adverse market conditions on its performance. The Portfolio will normally be considered to be part of the Strategy’s equity asset allocation. Under normal market conditions, the Portfolio will invest predominantly in equity securities. If the Adviser determines that the equity markets pose disproportionate risks, the Adviser will reduce the Portfolio’s equity investments and invest in fixed-income securities or other non-equity asset classes to reduce the risks of the Strategy’s investments in equity securities.

The Adviser selects growth and value equity securities by drawing from a variety of its fundamental growth and value investment disciplines to produce a blended portfolio. Within each investment discipline, the Adviser is able to draw on the resources and expertise of multiple growth and value equity investment teams, specializing in different capitalization ranges and geographic regions (U.S. and non-U.S.), which are supported by equity research analysts specializing in growth research, and equity research analysts specializing in value research.

Each growth investment team selects stocks using a process that seeks to identify companies with strong management, superior industry positions, excellent balance sheets and superior earnings growth prospects. This discipline relies heavily upon the fundamental analysis and research of the Adviser’s large internal growth research staff, which follows over 1,500 U.S. and non-U.S. companies. The Adviser’s growth analysts prepare their own earnings estimates and financial models for each company followed. Research emphasis is placed on identifying companies whose substantially above-average prospective earnings growth is not fully reflected in current market valuations. Each growth investment team constructs a portfolio that emphasizes equity securities of a limited number of carefully selected, high-quality companies that are judged likely to achieve superior earnings growth.

 

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Each value investment team seeks to identify companies whose long-term earnings power and dividend-paying capability are not reflected in the current market price of their securities. This fundamental value discipline relies heavily upon Bernstein’s large internal value research staff, which follows over 1,500 U.S. and non-U.S. companies. Teams within the value research staff cover a given industry worldwide to better understand each company’s competitive position in a global context. Bernstein’s staff of company and industry analysts prepares its own earnings estimates and financial models for each company analyzed. Bernstein identifies and quantifies the critical variables that control a business’s performance and analyzes the results in order to forecast each company’s long-term prospects and expected returns. Through application of this value investment process, each value investment team constructs a portfolio that emphasizes equity securities of a limited number of value companies.

The Strategy also may enter into forward commitments, make short sales of securities or maintain a short position, invest in rights or warrants, and may invest in the securities of companies in emerging markets.

Currencies can have a dramatic impact on equity returns, significantly adding to returns in some years and greatly diminishing them in others. Currency and equity positions are evaluated separately. The Adviser may seek to hedge the currency exposure resulting from securities positions when it finds the currency exposure unattractive. To hedge all or a portion of its currency risk, the Strategy may, from time to time, invest in currency-related derivatives, including forward currency exchange contracts, futures, options on futures, swaps and options. The Adviser may also seek investment opportunities by taking long or short positions in currencies through the use of currency-related derivatives. The Strategy may enter into other derivatives transactions, such as options, futures contracts, forwards, and swaps.

PRINCIPAL RISKS:

 

Market Risk: The value of the Strategy’s assets will fluctuate as the stock or bond market fluctuates. The value of its investments may decline, sometimes rapidly and unpredictably, simply because of economic changes or other events that affect large portions of the market. It includes the risk that a particular style of investing, such as growth or value, may be underperforming the stock market generally.

 

 

Foreign (Non-U.S.) Risk: The Strategy’s investments in securities of non-U.S. issuers may involve more risk than those of U.S. issuers. These securities may fluctuate more widely in price and may be less liquid due to adverse market, economic, political, regulatory or other factors. These risks may be heightened if the Strategy invests in securities of emerging market countries.

 

 

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

 

 

Capitalization Risk: Investments in small- and mid-capitalization companies may be more volatile than investments in large-capitalization companies. Investments in small-capitalization companies may have additional risks because these companies have limited product lines, markets, or financial resources.

 

 

Allocation Risk: The allocation of investments among different investment styles, such as equity or debt, growth or value, or U.S. or non-U.S. securities, may have a more significant effect on the Strategy’s net asset value when one of these investments is performing more poorly than another.

 

 

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

As with all investments, you may lose money by investing in the Strategy.

BAR CHART AND PERFORMANCE INFORMATION

The bar chart and performance information provide an indication of the historical risk of an investment in the Strategy by showing:

 

 

how the Strategy’s performance changed from year to year over the life of the Strategy; and

 

 

how the Strategy’s average annual returns for one and five years and over the life of the Strategy compare to those of a broad-based securities market index.

You may obtain updated performance information on the Strategy’s website at www.AllianceBernstein.com (click on “Individuals—U.S.” then “Products & Performance”).

The Strategy’s past performance before and after taxes, of course, does not necessarily indicate how it will perform in the future.

 

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Bar Chart

The annual returns in the bar chart are for the Strategy’s Class A shares and do not reflect sales loads. If sales loads were reflected, returns would be less than those shown. Through September 30, 2012, the year-to-date unannualized return for Class A shares was 10.64%.

 

LOGO

During the period shown in the bar chart, the Strategy’s:

Best Quarter was up 18.95%, 3rd quarter, 2009; and Worst Quarter was down -21.68%, 4th quarter, 2008.

Performance Table

Average Annual Total Returns

(For the periods ended December 31, 2011)

 

             1 Year        5 Years        Since
Inception*
 
Class A**   Return Before Taxes      -12.32%           -5.43%           1.92%   
    Return After Taxes on Distributions      -12.50%           -5.67%           1.73%   
    Return After Taxes on Distributions and Sale of Strategy Shares      -7.78%           -4.52%           1.67%   
Class B   Return Before Taxes      -12.76%           -5.32%           1.73%   
Class C   Return Before Taxes      -9.94%           -5.30%           1.73%   
Advisor Class   Return Before Taxes      -8.23%           -4.36%           2.74%   

S&P 500 Index

(reflects no deduction for fees, expenses, or taxes)

     2.11%           -0.25%           4.61%   

MSCI ACWI Ex US Index

(reflects no deduction for fees, expenses, or taxes)

     -13.71%           -2.92%           7.54%   

60% S&P 500 Index/40% MSCI ACWI Ex US Index #

(reflects no deduction for fees, expenses, or taxes)

     -4.46%           -1.21%           5.88%   

 

* Inception Date for all Classes is 9/2/03.

 

** After-tax returns:

 

  Are shown for Class A shares only and will vary for Class B, Class C and Advisor Class shares because these Classes have different expense ratios;

 

  Are estimates based on the highest historical individual federal marginal income tax rates, and do not reflect the impact of state and local taxes; actual after-tax returns depend on an individual investor’s tax situation and are likely to differ from those shown; and

 

  Are not relevant to investors who hold Strategy shares through tax-deferred arrangements such as 401(k) plans or individual retirement accounts.

 

# The information in the 60% S&P 500 Index/40% MSCI ACWI Ex US Index shows how the Strategy’s performance compares with the returns of an index of securities similar to those in which the Strategy invests.

INVESTMENT ADVISER

AllianceBernstein L.P. is the investment adviser for the Strategy.

PORTFOLIO MANAGERS

The following table lists the persons responsible for day-to-day management of the Strategy’s portfolio:

 

Employee    Length of Service    Title
Dokyoung Lee    Since 2008    Senior Vice President of the Adviser
     
Seth J. Masters    Since 2000    Senior Vice President of the Adviser
     
Christopher H. Nikolich    Since 2000    Senior Vice President of the Adviser
     
Patrick J. Rudden    Since 2009    Senior Vice President of the Adviser

 

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PURCHASE AND SALE OF STRATEGY SHARES

Purchase Minimums

 

       Initial    Subsequent

Class A/Class C Shares, including traditional IRAs and Roth IRAs

(Class B shares are not currently offered to new shareholders)

   $2,500    $50
Automatic Investment Program    Less than $2,500    $50
If initial investment is
less than $2,500, then $200
monthly until account balance
reaches $2,500
Advisor Class Shares (only available to fee-based programs or through other limited arrangements)    None    None
Class A, Class R, Class K and Class I shares are available at net asset value, or NAV, without an initial sales charge, to 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit-sharing and money purchase pension plans, defined benefit plans, and non-qualified deferred compensation plans where plan level or omnibus accounts are held on the books of a Strategy.    None    None

You may sell (redeem) your shares each day the New York Stock Exchange is open. You may sell your shares through your financial intermediary or by mail (AllianceBernstein Investor Services, Inc., P.O. Box 786003, San Antonio, TX 78278-6003) or telephone (800-221-5672).

TAX INFORMATION

The Strategy may make income dividends or capital gains distributions, which may be subject to federal income taxes and taxable as ordinary income or capital gains and may also be subject to state and local taxes.

PAYMENTS TO BROKER-DEALERS AND OTHER FINANCIAL INTERMEDIARIES

If you purchase shares of the Strategy through a broker-dealer or other financial intsermediary (such as a bank or a group retirement plan), the Strategy and its related companies may pay the intermediary for the sale of Strategy shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other financial intermediary and your salesperson to recommend the Strategy over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

 

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PRO-0106-TWA-1212     LOGO     

 

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