ALLIANCEBERNSTEIN L.P.
1345 Avenue of the Americas
New York, NY 10105
212-969-1000
June 24, 2016
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Filing Pursuant to Rule 17g-1 under the Investment
Company Act of 1940 with Respect to Registered
Investment Companies Managed by AllianceBernstein L.P.
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Enclosed, on behalf of each of the registered investment companies
(the "Funds") managed by AllianceBernstein L.P. (see Schedule A, attached
hereto), and pursuant to Rule 17g-1 under the Investment Company Act of 1940, as
amended, are copies of the following documents:
(i) The Investment Company Blanket Bond (the "Bond") for the period
May 15, 2016 to May 15, 2017, on which AllianceBernstein L.P. and the Funds are
the named insureds (Exhibit A);
(ii) The Joint Fidelity Bond Agreement entered into by
AllianceBernstein L.P. and the Funds (Exhibit B); and
(iii) The resolutions of the Boards of Directors or Trustees of the
Funds, including a majority of the Directors or Trustees who are not interested
persons of the Funds, approving the amount, type, form and coverage of the Bond
(Exhibits C-1, C-2 and C-3).
The premium in connection with the Bond has been paid in full.
Sincerely,
/s/ David Lesser
----------------------------------
David Lesser
Vice President, Counsel and
Corporate Secretary
Enclosures
SCHEDULE A
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Name of Fund File No.
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ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND, INC. 811-10575
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AB BOND FUND, INC. 811-02383
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AB CAP FUND, INC. 811-01716
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AB CORE OPPORTUNITIES FUND, INC. 811-09687
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AB CORPORATE SHARES 811-21497
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AB DISCOVERY GROWTH FUND, INC. 811-00204
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AB EQUITY INCOME FUND, INC. 811-07916
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AB EXCHANGE RESERVES 811-08294
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AB FIXED-INCOME SHARES, INC. 811-06068
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AB GLOBAL BOND FUND, INC. 811-06554
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ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC. 811-07732
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AB GLOBAL REAL ESTATE INVESTMENT FUND, INC. 811-07707
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AB GLOBAL RISK ALLOCATION FUND, INC. 811-00134
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AB GLOBAL THEMATIC GROWTH FUND, INC. 811-03131
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AB GROWTH AND INCOME FUND, INC. 811-00126
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AB HIGH INCOME FUND, INC. 811-08188
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AB INSTITUTIONAL FUNDS, INC. 811-08403
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AB INTERNATIONAL GROWTH FUND, INC. 811-08426
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AB LARGE CAP GROWTH FUND, INC. 811-06730
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AB MULTI-MANAGER ALTERNATIVE FUND 811-22671
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AB MUNICIPAL INCOME FUND, INC. 811-04791
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AB MUNICIPAL INCOME FUND II 811-07618
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ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC. 811-10573
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AB TRUST 811-10221
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AB UNCONSTRAINED BOND FUND, INC. 811-07391
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AB VARIABLE PRODUCTS SERIES FUND, INC. 811-05398
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BERNSTEIN FUND, INC. 811-23100
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SANFORD C. BERNSTEIN FUND, INC. 811-05555
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SANFORD C. BERNSTEIN FUND II, INC. 811-21034
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THE AB POOLING PORTFOLIOS 811-21673
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THE AB PORTFOLIOS 811-05088
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EXHIBIT A
National Union Fire Insurance Company of Pittsburgh, Pa.
A capital stock company
___________________________________________________________________________
POLICY NUMBER: 01-393-42-36 REPLACEMENT OF POLICY NUMBER: 02-133-76-34
INVESTMENT COMPANY BLANKET BOND
DECLARATIONS:
___________________________________________________________________________
ITEM 1. Name of Insured (herein called Insured):
AllianceBernstein Complex of Registered Investment Companies
Principal Address: 1345 AVENUE OF THE AMERICAS
NEW YORK,NY 10105
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ITEM 2. Bond Period: from 12:01 a.m. 05/15/2016 to 05/15/2017 the effective
dateof the termination or cancellation of this bond, standard time at
the Principal Address as to each of said dates.
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ITEM 3. Limit of Liability - Subject to Sections 9, 10 and 12 hereof,
Single Loss Single Loss
Limit of Liability Deductible
Insuring Agreement (A) Fidelity- $50,000,000 $100,000
Insuring Agreement (B) Audit Expense- $50,000 $10,000
Insuring Agreement (C) On Premises- $50,000,000 $100,000
Insuring Agreement (D) In Transit- $50,000,000 $100,000
Insuring Agreement (E) Securities- $50,000,000 $100,000
Insuring Agreement (G) Counterfeit Currency- $50,000,000 $100,000
Insuring Agreement (H) Stop Payment- $25,000 $5,000
Insuring Agreement (I) Uncollectible Items of Deposit- $25,000 $5,000
Additional Coverages:
Insuring Agreement (J) Computer Systems $50,000,000 $100,000
Insuring Agreement (K) Telefacimile Transfer Fraud $50,000,000 $100,000
Insuring Agreement (L) Automated Phone Systems $50,000,000 $100,000
If "Not Covered" is inserted above opposite any specified Insuring
Agreement or Coverage, such Insuring Agreement or Coverage and any other
reference thereto in this bond shall be deemed to be deleted therefrom.
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ITEM 4. Offices or Premises Covered-Offices acquired or established subsequent
to the effective date of this bond are covered according to the terms
of General Agreement A. All the Insured's offices or premises in
existence at the time this bond becomes effective are covered under
this bond except the offices or premises located as follows: No
Exceptions
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ITEM 5. The liability of the Underwriter is subject to the terms of the
following riders attached thereto: : Endorsement #1, #2, #3, #4, #5,
#6, #7, #8, #9, #10, #11, #12, #13, #14, #15,#16, #17, #18, #19.
--------------------------------------------------------------------------------
ITEM 6. The Insured by the acceptance of this bond gives to the Underwriter
terminating or canceling prior bond(s) or policy(ies) No.(s)
01-393-42-36 such termination or cancellation to be effective as of
the time this bond becomes effective.
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PREMIUM: $66,000 part of $165,000
IN WITNESS WHEREOF, the Insurer has caused this Policy to be signed by its
President, Secretary and Authorized Representative. This Policy shall not be
valid unless signed below at the time of issuance by an
authorized representative of the insurer.
/s/ illegible /s/ illegible
------------------------------------- ---------------------------------------
President Secretary
National Union Fire National Union Fire Insurance
Insurance Company of Company of Pittsburgh, Pa.
Pittsburgh
/s/ illegible
----------------------------------------------------
Authorized Representative
-------------------------------- ---------------- -------------------------
COUNTERSIGNATURE AT DATE COUNTERSIGNATURE
AON RISK SERVICES NORTHEAST INC
199 WATER ST
NEW YORK, NY 10038-3526
AIG
National Union Fire Insurance Company of Pittsburgh,
Pa.
A capital stock company
INVESTMENT COMPANY BLANKET BOND
The Underwriter, in consideration of an agreed premium, and subject to the
Declarations made a part hereof, the General Agreements, Conditions and
Limitations and other terms of this bond, agrees with the Insured, in accordance
with the Insuring Agreements hereof to which an amount of insurance is
applicable as set forth in Item 3 of the Declarations and with respect to loss
sustained by the Insured at any time but discovered during the Bond Period, to
indemnify and hold harmless the Insured for:
INSURING AGREEMENTS
(A) FIDELITY
Loss resulting from any dishonest or fraudulent act(s), including Larceny or
Embezzlement committed by an Employee, committed anywhere and whether committed
alone or in collusion with others, including loss of Property resulting from
such acts of an Employee, which Property is held by the Insured for any purpose
or in any capacity and whether so held gratuitously or not and whether or not
the Insured is liable therefor.
Dishonest or fraudulent act(s) as used in this Insuring Agreement shall mean
only dishonest or fraudulent act(s) committed by such Employee with the manifest
intent:
(a) to cause the Insured to sustain such loss; and
(b) to obtain financial benefit for the Employee, or for any other person
or organization intended by the Employee to receive such benefit,
other than salaries, commissions, fees, bonuses, promotions, awards,
profit sharing, pensions or other employee benefits earned in the
normal course of employment.
(B) AUDIT EXPENSE
Expense incurred by the Insured for that part of the costs of audits or
examinations required by any governmental regulatory authority to be conducted
either by such authority or by an independent accountant by reason of the
discovery of loss sustained by the Insured through any dishonest or fraudulent
act(s), including Larceny or Embezzlement of any of the Employees. The total
liability of the Underwriter for such expense by reason of such acts of any
Employee or in which such Employee is concerned or implicated or with respect to
any one audit or examination is limited to the amount stated opposite Audit
Expense in Item 3 of the Declarations; however, that such expense shall be
deemed to be a loss sustained by the Insured through any dishonest or fraudulent
act(s), including Larceny or Embezzlement of one or more of the Employees and
the liability under this paragraph shall be in addition to the Limit of
liability stated in Insuring Agreement (A) in Item 3 of the Declarations.
(C) ON PREMISES
Loss of Property (occurring with or without negligence or violence) through
robbery, burglary, Larceny, theft, holdup, or other fraudulent means,
misplacement, mysterious unexplainable disappearance, damage thereto or
destruction thereof, abstraction or removal from the possession, custody or
control of the Insured, and loss of subscription, conversion, redemption or
deposit privileges through the misplacement or loss of Property, while the
Property is (or is supposed or believed by the Insured to be) lodged or
deposited within any offices or premises located anywhere, except in an office
listed in Item 4 of the Declarations or amendment thereof or in the mail or with
a carrier for hire other than an armored motor vehicle company, for the purpose
of transportation.
Offices and Equipment
(1) Loss of or damage to, furnishings, fixtures, stationery, supplies or
equipment, within any of the Insured's offices covered under this bond
caused by Larceny or theft in, or by burglary, robbery or holdup of
such office, or attempt thereat, or by vandalism or malicious
mischief; or
(2) loss through damage to any such office by Larceny or theft in, or by
burglary, robbery or holdup of such office or attempt thereat, or to
the interior of any such office by vandalism or malicious mischief
provided, in any event, that the Insured is the owner of such offices,
furnishings, fixtures, stationery, supplies or equipment or is legally
liable for such loss or damage, always excepting, however, all loss or
damage through fire.
(D) IN TRANSIT
Loss of Property (occurring with or without negligence or violence) through
robbery, Larceny, theft, holdup, misplacement, mysterious unexplainable
disappearance, being lost or otherwise made away with, damage thereto or
destruction thereof, and loss of subscription, conversion, redemption or deposit
privileges through the misplacement or loss of Property, while the Property is
in transit anywhere in the custody of any person or persons acting as messenger,
except while in the mail or with a carrier for hire, other than an armored motor
vehicle company, for the purpose of transportation, such transit to begin
immediately upon receipt of such Property by the transporting person or persons,
and to end immediately upon delivery thereof at destination.
(E) FORGERY OR ALTERATION
Loss through FORGERY or ALTERATION of, on or in any bills of exchange, checks,
drafts, acceptances, certificates of deposit. promissory notes, or other written
promises, orders or directions to pay sums certain in money, due bills, money
orders, warrants, orders upon public treasuries, letters of credit, written
instructions, advices or applications directed to the Insured, authorizing or
acknowledging the transfer, payment, delivery or receipt of funds or Property,
which instructions or advices or applications purport to have been signed or
endorsed by any customer of the Insured, shareholder or subscriber to shares,
whether certificated or uncertificated, of any Investment Company or by any
financial or banking institution or stockbroker but which instructions, advices
or applications either bear the forged signature or endorsement or have been
altered without the knowledge and consent of such customer, shareholder or
subscriber to shares, whether certificated or uncertificated, of an Investment
Company, financial or banking institution or stockbroker, withdrawal orders or
receipts for the withdrawal of funds or Property, or receipts or certificates of
deposit for Property and bearing the name of the Insured as issuer, or of
another Investment Company for which the Insured acts as agent, excluding,
however, any loss covered under Insuring Agreement (F) hereof whether or not
coverage for Insuring Agreement (F) is provided for in the Declarations of this
bond.
Any check or draft (a) made payable to a fictitious payee and endorsed in the
name of such fictitious payee or (b) procured in a transaction with the maker or
drawer thereof or with one acting as an agent of such maker or drawer or anyone
impersonating another and made or drawn payable to the one so impersonated and
endorsed by anyone other than the one impersonated, shall be deemed to be forged
as to such endorsement.
Mechanically reproduced facsimile signatures are treated the same as handwritten
signatures.
(F) SECURITIES
Loss sustained by the Insured, including loss sustained by reason of a violation
of the constitution, by- laws, rules or regulations of any Self Regulatory
Organization of which the Insured is a member or which would have been imposed
upon the Insured by the constitution, by- laws, rules or regulations of any Self
Regulatory Organization if the Insured had been a member thereof,
(1) through the Insured's having, in good faith and in the course of
business, whether for its own account or for the account of others, in
any representative, fiduciary, agency or any other capacity, either
gratuitously or otherwise, purchased or otherwise acquired, accepted
or received, or sold or delivered, or given any value, extended any
credit or assumed any liability, on the faith of, or otherwise acted
upon, any securities, documents or other written instruments which
prove to have been
(a) counterfeited, or
(b) forged as to the signature of any maker, drawer, issuer,
endorser, assignor, lessee, transfer agent or registrar,
acceptor, surety or guarantor or as to the signature of any
person signing in any other capacity, or
(c) raised or otherwise altered, or lost, or stolen, or
(2) through the Insured's having, in good faith and in the course of
business, guaranteed in writing or witnessed any signatures whether
for valuable consideration or not and whether or not such guaranteeing
or witnessing is ultra vires the Insured, upon any transfers,
assignments, bills of sale, powers of attorney, guarantees,
endorsements or other obligations upon or in connection with any
securities, documents or other written instruments and which pass or
purport to pass title to such securities, documents or other written
instruments; EXCLUDING, losses caused by FORGERY or ALTERATION of, on
or in those instruments covered under Insuring Agreement (E) hereof.
Securities, documents or other written instruments shall be deemed to
mean original (including original counterparts) negotiable or
non-negotiable agreements which in and of themselves represent an
equitable interest, ownership, or debt, including an assignment
thereof which instruments are in the ordinary course of business,
transferable by delivery of such agreements with any necessary
endorsement or assignment.
The word "counterfeited" as used in this Insuring Agreement shall be
deemed to mean any security, document or other written instrument
which is intended to deceive and to be taken for an original.
Mechanically produced facsimile signatures are treated the same as
handwritten signatures.
(G) COUNTERFEIT CURRENCY
Loss through the receipt by the Insured, in good faith, of any counterfeited
money orders or altered paper currencies or coin of the United States of America
or Canada issued or purporting to have been issued by the United States of
America or Canada or issued pursuant to a United States of America or Canadian
statute for use as currency.
(H) STOP PAYMENT
Loss against any and all sums which the Insured shall become obligated to pay by
reason of the Liability imposed upon the Insured by law for damages:
For having either complied with or failed to comply with any written notice
of any customer, shareholder or subscriber of the Insured or any Authorized
Representative of such customer, shareholder or subscriber to stop payment
of any check or draft made or drawn by such customer, shareholder or
subscriber or any Authorized Representative of such customer, shareholder
or subscriber, or
For having refused to pay any check or draft made or drawn by any customer,
shareholder or subscriber of the Insured or any Authorized Representative
of such customer, shareholder or subscriber.
(I) UNCOLLECTIBLE ITEMS OF DEPOSIT
Loss resulting from payments of dividends or fund shares, or withdrawals
permitted from any customer's, shareholder's or subscriber's account based upon
Uncollectible Items of Deposit of a customer, shareholder or subscriber credited
by the Insured or the Insured's agent to such customer's, shareholder's or
subscriber's Mutual Fund Account; or
loss resulting from any Item of Deposit processed through an Automated Clearing
House which is reversed by the customer, shareholder or subscriber and deemed
uncollectible by the Insured.
Loss includes dividends and interest accrued not to exceed 15% of the
Uncollectible Items which are deposited.
This Insuring Agreement applies to all Mutual Funds with "exchange privileges"
if all Fund(s) in the exchange program are insured by a National Union Fire
Insurance Company of Pittsburgh, PA for Uncollectible Items of Deposit.
Regardless of the number of transactions between Fund(s), the minimum number of
days of deposit within the Fund(s) before withdrawal as declared in the Fund(s)
prospectus shall begin from the date a deposit was first credited to any Insured
Fund(s).
GENERAL AGREEMENTS
A. ADDITIONAL OFFICES OR EMPLOYEES-CONSOLIDATION OR MERGER- NOTICE
1. If the Insured shall, while this bond is in force, establish any
additional office or offices, such office or offices shall be
automatically covered hereunder from the dates of their establishment,
respectively. No notice to the Underwriter of an increase during any
premium period in the number of offices or in the number of Employees
at any of the offices covered hereunder need be given and no
additional premium need be paid for the remainder of such premium
period.
2. If an Investment Company, named as Insured herein, shall, while this
bond is in force, merge or consolidate with, or purchase the assets of
another institution, coverage for such acquisition shall apply
automatically from the date of acquisition. The Insured shall notify
the Underwriter of such acquisition within 60 days of said date, and
an additional premium shall be computed only if such acquisition
involves additional offices or employees.
B. WARRANTY
No statement made by or on behalf of the Insured, whether contained in the
application or otherwise, shall be deemed to be a warranty of anything except
that it is true to the best of the knowledge and belief of the person making the
statement.
C. COURT COSTS AND ATTORNEYS' FEES (Applicable to all Insuring Agreements or
Coverages now or hereafter forming part of this bond)
The Underwriter will indemnify the Insured against court costs and reasonable
attorneys' fees incurred and paid by the Insured in defense, whether or not
successful, whether or not fully litigated on the merits and whether or not
settled of any suit or legal proceeding brought against the Insured to enforce
the Insured's liability or alleged liability on account of any loss, claim or
damage which, if established against the Insured, would constitute a loss
sustained by the Insured covered under the terms of this bond provided, however,
that with respect to Insuring Agreement (A) this indemnity shall apply only in
the event that
(1) an Employee admits to being guilty of any dishonest or fraudulent
act(s), including Larceny or Embezzlement; or
(2) an Employee is adjudicated to be guilty of any dishonest or fraudulent
act(s), including Larceny or Embezzlement;
(3) in the absence of (1) or (2) above an arbitration panel agrees, after
a review of an agreed statement of facts, that an Employee would be
found guilty of dishonesty if such Employee were prosecuted.
The Insured shall promptly give notice to the Underwriter of any such suit or
legal proceeding and at the request of the Underwriter shall furnish it with
copies of all pleadings and other papers therein. At the Underwriter's election
the Insured shall permit the Underwriter to conduct the defense of such suit or
legal proceeding, in the Insured's name, through attorneys of the Underwriter's
selection. In such event, the Insured shall give all reasonable information and
assistance which the Underwriter shall deem necessary to the proper defense of
such suit or legal proceeding.
If the amount of the Insured's liability or alleged liability is greater than
the amount recoverable under this bond, or if a Deductible Amount is applicable,
or both, the liability of the Underwriter under this General Agreement is
limited to the proportion of court costs and attorneys' fees incurred and paid
by the Insured or by the Underwriter that the amount recoverable under this bond
bears to the total of such amount plus the amount which is not so recoverable.
Such indemnity shall be in addition to the Limit of Liability for the applicable
Insuring Agreement or Coverage.
D. FORMER EMPLOYEE
Acts of an Employee, as defined in this bond, are covered under Insuring
Agreement (A) only while the Employee is in the Insured's employ. Should loss
involving a former Employee of the Insured be discovered subsequent to the
termination of employment, coverage would still apply under Insuring Agreement
(A) if the direct proximate cause of the loss occurred while the former Employee
performed duties within the scope of his/ her employment.
THE FOREGOING INSURING AGREEMENTS AND
GENERAL AGREEMENTS ARE SUBJECT TO
THE FOLLOWING CONDITIONS
AND LIMITATIONS:
SECTION 1. DEFINITIONS
The following terms, as used in this bond, shall have therespective meanings
stated in this Section:
(a) "Employee" means:
(1) any of the Insured's officers, partners, or employees, and
(2) any of the officers or employees of any predecessor of the
Insured whose principal assets are acquired by the Insured by
consolidation or merger with, or purchase of assets or capital
stock of such predecessor. and
(3) attorneys retained by the Insured to perform legal services for
the Insured and the employees of such attorneys while such
attorneys or the employees of such attorneys are performing such
services for the Insured, and
(4) guest students pursuing their studies or duties in any of the
Insured's offices, and
(5) directors or trustees of the Insured, the investment advisor,
underwriter (distributor), transfer agent, or shareholder
accounting record keeper, or administrator authorized by written
agreement to keep financial and/ or other required records, but
only while performing acts coming within the scope of the usual
duties of an officer or employee or while acting as a member of
any committee duly elected or appointed to examine or audit or
have custody of or access to the Property of the Insured, and
(6) any individual or individuals assigned to perform the usual
duties of an employee within the Insured, by any agency
furnishing temporary personnel on a contingent or part- time
basis, and
(7) each natural person, partnership or corporation authorized by
written agreement with the Insured to perform services as
electronic data processor of checks or other accounting records
of the Insured, but excluding any such processor who acts as
transfer agent or in any other agency capacity in issuing checks,
drafts orsecurities for the Insured, unless included under Sub-
section (9) hereof, and
(8) those persons so designated in Section 15, Central Handling of
Securities, and
(9) any officer, partner or Employee of
a) an investment advisor,
b) an underwriter (distributor),
c) a transfer agent or shareholder accounting record- keeper,
or
d) an administrator authorized by written agreement to keep
financial and/ or other required records,
for an Investment Company named as Insured while performing acts
coming within the scope of the usual duties of an officer or
Employee of any Investment Company named as Insured herein, or
while acting as a member of any committee duly elected or
appointed to examine or audit or have custody of or access to the
Property of any such Investment Company, provided that only
Employees or partners of a transfer agent, shareholder accounting
record- keeper or administrator which is an affiliated person as
defined in the Investment Company Act of 1940,of an Investment
Company named as Insured or is an affiliated person of the
adviser, underwriter or administrator of such Investment Company,
and which is not a bank, shall be included within the definition
of Employee.
Each employer of temporary personnel or processors as set forth
in Sub- Sections (6) and of Section 1(a) and their partners,
officers and employees shall collectively be deemed to be one
person for all the purposes of this bond, excepting, however, the
last paragraph of Section 13.
Brokers, or other agents under contract or representatives of the
same general character shall not be considered Employees.
(b) "Property" means money (i.e .. currency, coin, bank notes, Federal
Reserve notes), postage and revenue stamps, U.S. Savings Stamps,
bullion, precious metals of all kinds and in any form and articles
made therefrom, jewelry, watches, necklaces, bracelets, gems, precious
and semi- precious stones, bonds, securities, evidences of debts,
debentures, scrip, certificates, interim receipts, warrants, rights,
puts, calls, straddles, spreads, transfers, coupons, drafts, bills of
exchange, acceptances, notes, checks, withdrawal orders, money orders,
warehouse receipts, bills of lading, conditional sales contracts,
abstracts of title, insurance policies, deeds, mortgages under real
estate and/ or chattels and upon interests therein,and assignments of
such policies, mortgages and instruments, and other valuable papers,
including books of account and other records used by the Insured in
the conduct of its business, and all other instruments similar to or
in the nature of the foregoing including Electronic Representations of
such instruments enumerated above (but excluding all data processing
records) in which the Insured has an interest or in which the Insured
acquired or should have acquired an interest by reason of a
predecessor's declared financial condition at the time of the
Insured's consolidation or merger with, or purchase of the principal
assets of, such predecessor or which are held by the Insured for any
purpose or in any capacity and whether so held by the Insured for any
purpose or in any capacity and whether so held gratuitously or not and
whether or not the Insured is liable therefor.
(c) "Forgery" means the signing of the name of another with intent to
deceive; it does not include the signing of one's own name with or
without authority, in any capacity, for any purpose.
(d) "Larceny and Embezzlement" as it applies to any named Insured means
those acts as set forth in Section 37 of the Investment Company Act of
1940.
(e) "Items of Deposit" means any one or more checks and drafts. Items of
Deposit shall not be deemed uncollectible until the Insured's
collection procedures have failed.
SECTION 2. EXCLUSIONS
THIS BOND DOES NOT COVER:
(a) loss effected directly or indirectly by means of forgery or alteration
of, on or in any instrument, except when covered by Insuring Agreement
(A), (E), (F) or (G).
(b) loss due to riot or civil commotion outside the United States of
America and Canada; or loss due to military, naval or usurped power,
war or insurrection unless such loss occurs in transit in the
circumstances recited in Insuring Agreement (D), and unless, when such
transit was initiated, there was no knowledge of such riot, civil
commotion, military, naval or usurped power, war or insurrection on
the part of any person acting for the Insured in initiating such
transit.
(c) loss, in time of peace or war, directly or indirectly caused by or
resulting from the effects of nuclear fission or fusion or
radioactivity; provided, however, that this paragraph shall not apply
to loss resulting from industrial uses of nuclear energy.
(d) loss resulting from any wrongful act or acts of any personwho is a
member of the Board of Directors of the Insured or a member of any
equivalent body by whatsoever name known unless such person is also an
Employee or an elected official, partial owner or partner of the
Insured in some other capacity, nor, in any event, loss resulting from
theact or acts of any person while acting in the capacity of a member
of such Board or equivalent body.
(e) loss resulting from the complete or partial non- payment of, or
default upon, any loan or transaction in the nature of, or amounting
to, a loan made by or obtained from the Insured or any of its
partners, directors or Employees, whether authorized or unauthorized
and whether procured in good faith or through trick, artifice, fraud
or false pretenses. unless such loss is covered under Insuring
Agreement (A), (E) or (F).
(f) loss resulting from any violation by the Insured or by any Employee
(1) of law regulating (a) the issuance, purchase or sale of
securities, (b) securities transactions upon Security Exchanges
or over the counter market, (c) Investment Companies, or (d)
Investment Advisors, or
(2) of any rule or regulation made pursuant to any such law, unless
such loss, in the absence of such laws, rules or regulations,
would be covered under Insuring Agreements (A) or (E).
(g) loss of Property or loss of privileges through the misplacement or
loss of Property as set forth in Insuring Agreement (C) or (D)while
the Property is in the custody of any armored motor vehicle company,
unless such loss shall be in excess of the amount recovered or
received by the Insured under (a) the Insured's contract with said
armored motor vehicle company, (b) insurance carried by said armored
motor vehicle company for the benefit of users of its service, and (c)
all other insurance and indemnity in force in whatsoever form carried
by or for the benefit of users of said armored motor vehicle company's
service, and then this bond shall cover only such excess.
(h) potential income, including but not limited to interest and dividends,
not realized by the Insured because of a loss covered under this bond,
except as included under Insuring Agreement (I).
(i) all damages of any type for which the Insured is legally liable,
except direct compensatory damages arising from a loss covered under
this bond.
(j) loss through the surrender of Property away from an office of the
Insured as a result of a threat
(1) to do bodily harm to any person, except loss of Property in
transit in the custody of any person acting as messenger provided
that when such transit was initiated there was no knowledge by
the Insured of any such threat, or
(2) to do damage to the premises or Property of the Insured, except
when covered under Insuring Agreement (A).
(k) all costs, fees and other expenses incurred by the Insured in
establishing the existence of or amount of loss covered under this
bond unless such indemnity is provided for under Insuring Agreement
(B).
(l) loss resulting from payments made or withdrawals from the account of a
customer of the Insured, shareholder or subscriber to shares involving
funds erroneously credited to such account, unless such payments are
made to or withdrawn by such depositor or representative of
suchperson, who is within the premises of the drawee bank of the
Insured or within the office of the Insured at the time of such
payment or withdrawal or unless such payment is covered under Insuring
Agreement (A).
(m) any loss resulting from Uncollectible Items of Deposit which are drawn
from a financial institution outside the fifty states of the United
States of America, District of Columbia, and territories and
possessions of the United States of America, and Canada.
SECTION 3. ASSIGNMENT OF RIGHTS
This bond does not afford coverage in favor of any Employers of temporary
personnel or of processors as set forth in sub- sections (6) and (7) of Section
1(a) of this bond, as aforesaid, and upon payment to the Insured by the
Underwriter on account of any loss through dishonest or fraudulent act(s)
including Larceny or Embezzlement committed by any of the partners, officers or
employees of such Employers, whether acting alone or in collusion with others,
an assignment of such of the Insured's rights and causes of action as it may
have against such Employers by reason of such acts so committed shall, to the
extent of such payment, be given by the Insured to the Underwriter, and the
Insured shall execute all papers necessary to secure to the Underwriter the
rights herein provided for.
SECTION 4. LOSS-NOTICE-PROOF-LEGAL PROCEEDINGS
This bond is for the use and benefit only of the Insured named in the
Declarations and the Underwriter shall not be liablehereunder for loss sustained
by anyone other than the Insured unless the Insured, in its sole discretion and
at its option, shall include such loss in the Insured's proof of loss. At the
earliest practicable moment after discovery of any loss hereunder the Insured
shall give the Underwriter written notice thereof and shall also within six
months after such discovery furnish to the Underwriter affirm ative proof of
loss with full particulars. If claim is made under this bond for loss of
securities or shares, the Underwriter shall not be liable unless each of such
securities or shares is identified in such proof of loss by a certificate or
bond number or, where such securities or shares are uncertificated, by such
identification means as agreed to by the Underwriter. The Underwriter shall have
thirty days after notice and proof of loss within which to investigate the
claim, but where the loss is clear and undisputed, settlement shall be made
within forty- eight hours; and this shall apply notwithstanding the loss is made
up wholly or in part of securities of which duplicates may be obtained. Legal
proceedings for recovery of any loss hereunder shall not be brought prior to the
expiration of sixty days after such proof of loss is filed with the Underwriter
nor after the expiration of twenty- four months from the discovery of such loss,
except that any action or proceeding to recover hereunder on account of any
judgment against the Insured in any suit mentioned in General Agreement C or to
recover attorneys' fees paid in any such suit, shall be begun within twenty-
four months from the date upon which the judgment in such suit shall become
final. If any limitation embodied in this bond is prohibited by any law
controlling the construction hereof, such limitation shall be deemed to be
amended so as to be equal to the minimum period of limitation permitted by such
law.
Discovery occurs when the Insured
(a) becomes aware of facts, or
(b) receives written notice of an actual or potential claim by a third
party which alleges that the Insured is liable under circumstance
which would cause a reasonable person to assume that a loss covered by
the bond has been or will be incurred even though the exact amount or
details of loss may not be then known.
SECTION 5. VALUATION OF PROPERTY
The value of any Property, except books of accounts or other records used by the
Insured in the conduct of its business, for the loss of which a claim shall be
made hereunder, shall be determined by the average market value of such Property
on the business day next preceding the discovery of such loss; provided,
however, that the value of any Property replaced by the Insured prior to the
payment of claim therefor shall be the actual market value at the time of
replacement; and further provided that in case of a loss or misplacement of
interim certificates, warrants, rights, or other securities, the production
which is necessary to the exercise of subscription, conversion, redemption or
deposit privileges, the value thereof shall be the market value of such
privileges immediately preceding the expiration thereof if said loss or
misplacement is not discovered until after their expiration. If no market price
is quoted for such Property or for such privileges, the value shall be fixed by
agreement between the parties or by arbitration.
In case of any loss or damage to Property consisting of books of accounts or
other records used by the Insured in the conduct of its business, the
Underwriter shall be liable under this bond only if such books or records are
actually reproduced and then for not more than the cost of blank books, blank
pages or other materials plus the cost of labor for the actual transcription or
copying of data which shall have been furnished by the Insured in order to
reproduce such books and other records.
SECTION 6. VALUATION OF PREMISES AND FURNISHINGS
In case of damage to any office of the Insured, or loss of or damage to the
furnishings, fixtures, stationery, supplies, equipment, safes or vaults therein,
the Underwriter shall not be liable for more than the actual cash value thereof,
or for more than theactual cost of their replacement or repair. The Underwriter
may, at its election, pay such actual cash value or make such replacement or
repair. If the Underwriter and the Insured cannot agree upon such cash value or
suchcost of replacement or repair, such shall be determined by arbitration.
SECTION 7. LOST SECURITIES
If the Insured shall sustain a loss of securities the total value of whichis in
excess of the limit stated in Item 3 of the Declarations of this bond, the
liability of the Underwriter shall be limited to payment for, or duplication of,
securities having value equal to the limit stated in Item 3 of the Declarations
of this bond.
If the Underwriter shall make payment to the Insured for any loss of securities,
the Insured shall thereupon assign to the Underwriter all of the Insured's
rights, title and interests in and to said securities.
With respect to securities the value of which do not exceed the Deductible
Amount (at the time of the discovery of the loss) and for which the Underwriter
may at its sole discretion and option and at the request of the Insured issue a
Lost Instrument Bond or Bonds to effect replacement thereof, the Insured will
pay the usual premium charged therefor and will indemnify the Underwriter
against all loss or expense that the Underwriter may sustain because of the
issuance of such Lost Instrument Bond or Bonds.
With respect to securities the value of which exceeds the Deductible Amount (at
the time of discovery of the loss) and for which the Underwriter may issue or
arrange for the issuance of a Lost Instrument Bond or Bonds to effect
replacement thereof, the Insured agrees that it will pay as premium therefor a
proportion of the usual premium charged therefor, said proportion being equal to
the percentage that the Deductible Amount bears to the value of the securities
upon discovery of the loss, and that it will indemnify the issuer of said Lost
Instrument Bond or Bonds against all loss andexpense that is not recoverable
from the Underwriter under the terms and conditions of this INVESTMENT COMPANY
BLANKET BOND subject to the Limit of Liability hereunder.
SECTION 8. SALVAGE
In case of recovery, whether made by the Insured or by the Underwriter, on
account of any loss in excess of the Limit of Liability hereunder plus the
Deductible Amount applicable to such loss from any source other than suretyship,
insurance, reinsurance, security or indemnity taken by or for the benefit of the
Underwriter, the net amount of such recovery, less the actual costs and expenses
of making same, shall be applied to reimburse the Insured in full for the excess
portion of such loss, and the remainder, if any, shall be paid first in
reimbursement of the Underwriter and thereafter in reimbursement of the Insured
for that part of such loss within the Deductible Amount. The Insured shall
execute all necessary papers to secure to the Underwriter the rights provided
for herein.
SECTION 9. NON- REDUCTION AND NON- ACCUMULATION OF LIABILITY AND TOTAL LIABILITY
At all times prior to termination hereof this bond shall continue in force for
the limit stated in the applicable sections of Item 3 of the Declarations of
this bond notwithstanding any previous loss for which the Underwriter may have
paid or be liable to pay hereunder; PROVIDED, however, that regardless of the
number of years this bond shall continue in force and the number of premiums
which shall be payable or paid, the liability of the Underwriter under this
bond with respect to all loss resulting from
(a) any one act of burglary, robbery or holdup, or attempt thereat, in
which no Partner or Employee is concerned or implicated shall be
deemed to be one loss, or
(b) any one unintentional or negligent act on the part of any one person
resulting in damage to or destruction or misplacement of Property,
shall be deemed to be one loss, or
(c) all wrongful acts, other than those specified in (a) above, of anyone
person shall be deemed to be one loss, or
(d) all wrongful acts, other than those specified in (a) above, of one or
more persons (which dishonest act(s) or act(s) of Larceny or
Embezzlement include, but are not limited to, the failure of an
Employee to report such acts of others) whose dishonest act or acts
intentionally or unintentionally, knowingly or unknowingly, directly
or indirectly, aid or aids in any way, or permits the continuation of,
the dishonest act or acts of any other person or persons shall be
deemed to be one loss with the act or acts of the persons aided, or
(e) any one casualty or event other than those specified in (a), (b), (c)
or (d) preceding, shall be deemed to be one loss,
and shall be limited to the applicable Limit of Liability stated inItem 3 of the
Declarations of this bond irrespective of the total amount of such loss or
losses and shall not be cumulative inamounts from year to year or from period to
period.
Sub-section (c) is not applicable to any situation to which the language of
sub-section (d) applies.
SECTION 10. LIMIT OF LIABILITY
With respect to any loss set forth in the PROVIDED clause of Section 9 of this
bond which is recoverable or recovered in whole or in part under any other bonds
or policies issued by the Underwriter to the Insured or to any predecessor in
interest of the Insured and terminated or cancelled or allowed to expire and in
which the period for discovery has not expired at the time any such loss
thereunder is discovered, the total liability of the Underwriter under this bond
and under other bonds or policies shall not exceed, in the aggregate, the amount
carried hereunder on such loss or the amount available to the Insured under such
other bonds or policies, as limited by the terms and conditions thereof, for any
such loss if the latter amount be the larger.
SECTION 11. OTHER INSURANCE
If the Insured shall hold, as indemnity against any loss covered hereunder, any
valid and enforceable insurance or suretyship, the Underwriter shall be liable
hereunder only for such amount of such loss which is in excess of the amount of
such other insurance or suretyship, not exceeding, however, the Limit of
Liability of this bond applicable to such loss.
SECTION 12. DEDUCTIBLE
The Underwriter shall not be liable under any of the Insuring Agreements of this
bond on account of loss as specified, respectively, in sub- sections (a), (b),
(c), (d) and (e) of Section 9, NON- REDUCTION AND NON- ACCUMULATION OF LIABILITY
AND TOTAL LIABILITY, unless the amount of such loss, after deducting the net
amount of all reimbursement and/ or recovery obtained or made by the Insured,
other than from any bond or policy of insurance issued by an insurance company
and covering such loss, or by the Underwriter on account thereof prior to
payment by the Underwriter of suchloss, shall exceed the Deductible Amount set
forth in Item 3 of the Declarations hereof (herein called Deductible Amount) and
then for such excess only, but in no event for more than the applicable Limit of
Liability stated in Item 3 of the Declarations.
The Insured will bear, in addition to the Deductible Amount, premiums on Lost
Instrument Bonds as set forth in Section 7.
There shall be no deductible applicable to any loss under Insuring Agreement A
sustained by any Investment Company named as Insured herein.
SECTION 13. TERMINATION
The Underwriter may terminate this bond as an entirety by furnishing written
notice specifying the termination date which cannot be prior to 60 days after
the receipt of such written notice by each Investment Company named as Insured
and the Securities and Exchange Commission, Washington, D.C. The Insured may
terminate this bond as an entirety by furnishing written notice to the
Underwriter. When the Insured cancels, the Insured shall furnish written notice
to the Securities and Exchange Commission, Washington. D.C. prior to 60 days
before the effective date of the termination. The Underwriter shall notify all
other Investment Companies named as Insured of the receipt of such termination
notice and the termination cannot be effective prior to 60 days after receipt of
written notice by all other Investment Companies. Premiums are earned until the
termination date as set forth herein.
This Bond will terminate as to any one Insured immediately upon taking over of
such Insured by a receiver or other liquidator or by State or Federal officials,
or immediately upon the filing of a petition under any State or Federal statute
relative to bankruptcy or reorganization of the Insured, or assignment for the
benefit of creditors of the Insured. or immediately upon such Insured ceasing to
exist, whether through merger into another entity, or by disposition of all of
its assets.
The Underwriter shall refund the unearned premium computed at short rates in
accordance with the standard short rate cancellation tables if terminated by the
Insured or pro rata if terminated for any other reason.
This Bond shall terminate
(a) as to any Employee as soon as any partner, officer or supervisory
Employee of the Insured, who is not in collusion with such Employee,
shall learn of any dishonest or fraudulent act(s), including Larceny
or Embezzlement on the part of such Employee without prejudice to the
loss of any Property then in transit in the custody of such Employee
(See Section 16[d]), or
(b) as to any Employee 60 daysafter receipt by each Insured and by the
Securities and Exchange Commission of a writtennotice from the
Underwriter of its desire to terminate this bond as to such Employee,
or
(c) as to any person, who is a partner, officer or employee of any
Electronic Data Processor covered under this bond, from and after the
time that the Insured or any partner or officer thereof not in
collusion with such person shall have knowledge or information that
such person has committed any dishonest or fraudulent act(s),
including Larceny or Embezzlement in the service of the Insured or
otherwise, whether such act be committed before or after the time this
bond is effective.
SECTION 14. RIGHTS AFTER TERMINATION OR CANCELLATION
At any time prior to the termination or cancellation of this bond as an
entirety, whether by the Insured or the Underwriter, the Insured may give to the
Underwriter notice that it desires under this bond an additional periodof 12
months within which to discover loss sustained by the Insured prior to the
effective date of such termination or cancellation and shall pay an additional
premium therefor.
Upon receipt of such notice from the Insured, the Underwriter shall give its
written consent thereto; provided, however, that such additional period of time
shall terminate immediately;
(a) on the effective date of any other insurance obtained by the Insured,
its successor in business or any other party, replacing in whole or in
part the insurance afforded by this bond, whether or not such other
insurance provides coverage for loss sustained prior to its effective
date, or
(b) upon takeover of theInsured's business by any State or Federal
official or agency, or byany receiver or liquidator, acting or
appointed for this purpose
without the necessity of the Underwriter giving notice of such termination. In
the event that such additional period of time is terminated, as provided above,
the Underwriter shall refund any unearned premium.
The right to purchase suchadditional period for the discovery of loss may not be
exercised by any State or Federalofficial or agency, or by any receiver or
liquidator, acting or appointed to take over the Insured's business for the
operation or forthe liquidation thereof or for any other purpose.
SECTION 15. CENTRAL HANDLING OF SECURITIES
Securities included in the systems for the central handling of securities
established and maintained by Depository Trust Company, Midwest Depository Trust
Company, Pacific Securities Depository Trust Company, and Philadelphia
Depository Trust Company, hereinafter called Corporations, to the extent of the
Insured's interest therein as effective by the making of appropriate entries on
the books and records of such Corporations shall be deemed to be Property.
The words "Employee" and "Employees" shall be deemed to include the officers,
partners, clerks and other employees of the New York Stock Exchange, Boston
Stock Exchange, Midwest Stock Exchange, Pacific Stock Exchange and Philadelphia
Stock Exchange, hereinafter called Exchanges, and of the above named
Corporations, and of any nominee in whose name is registered any security
included within the systems for the central handling of securities established
and maintained by such Corporations, and any employee of any recognized service
company, while such officers, partners, clerks and other employees and employees
of service companies perform services for such Corporations in the operation of
such systems. For the purpose of the above definition a recognized service
company shall be any company providing clerks or other personnel to said
Exchanges or Corporation on a contract basis.
The Underwriter shall not be liable on account of any loss(es) in connection
with the central handling of securities within the systems established and
maintained by such Corporations, unless such loss(es) shall be in excess of the
amount(s) recoverable or recovered under any bond or policy of insurance
indemnifying such Corporations, against such loss(es), and then the Underwriter
shall be liable hereunder only for the Insured's share of such excess loss(es),
but in no event for more than the Limit of Liability applicable hereunder.
For the purpose of determining theInsured's share of excess loss(es) it shall be
deemed that the Insured has an interest in any certificate representing any
security included within such systems equivalent to the interest the Insured
then has in all certificates representing the same security included within such
systems and that such Corporations shall use their best judgment in apportioning
the amount(s) recoverable or recovered under any bond or policy of insurance
indemnifying such Corporations against such loss(es) in connection with the
central handling of securities within such systems among all those having an
interest as recorded by appropriate entries in the books and records of such
Corporations in Property involved in such loss(es) on the basis that each such
interest shall share in the amount(s) so recoverable or recovered in the ratio
that the value of each such interest bears to the total value of all such
interests and that the Insured's share of such excess loss(es) shall be the
amount of the Insured's interest in such Property in excess of the amount(s) so
apportioned to the Insured by such Corporations.
This bond does not afford coverage in favor of such Corporations or Exchanges or
any nominee in whose name is registered any security included within the systems
for the central handling of securities established and maintained by such
Corporations, and upon payment to the Insured by the Underwriter on account of
any loss(es) within the systems, an assignment of such of the Insured's rights
and causes of action as it may have against such Corporations or Exchanges shall
to the extent of such payment, be given by the Insured to the Underwriter, and
the Insured shall execute all papers necessary to secure to the Underwriter the
rights provided for
SECTION 16. ADDITIONAL COMPANIES INCLUDED AS INSURED
If more than one corporation, co-partnership or person or any combination of
them be included as the Insured herein:
(a) the total liability of the Underwriter hereunder for loss or losses
sustained by any one or more or all of them shall not exceed the limit
for which the Underwriter would be liable hereunder if all such loss
were sustained by any one of them,
(b) the one first named herein shall be deemed authorized to make, adjust
and receive and enforce payment of all claims hereunder and shall be
deemed to be the agent of the others for such purposes and for the
giving or receiving of any notice required or permitted to be given by
the terms hereof, provided that the Underwriter shall furnish each
named Investment Company with a copy of the bond and with any
amendment thereto, together with a copy of each formal filing of the
settlement of each such claim prior to the execution of such
settlement,
(c) the Underwriter shall not be responsible for the proper application of
any payment made hereunder to said first named Insured,
(d) knowledge possessed or discovery made by any partner, officer or
supervisory Employee of any Insured shall for the purposes of Section
4 and Section 13 of this bond constitute knowledge or discovery by all
the Insured, and
(e) if the first named Insured ceases for any reason to be covered under
this bond, then the Insured next named shall thereafter be considered
as the first named Insured for the purposes of this bond.
SECTION 17. NOTICE AND CHANGE OF CONTROL
Upon the Insured's obtaining knowledge of a transfer of its outstanding voting
securities which results in a change in control (as set forth in Section 2(a)
(9) of the Investment Company Act of 1940) of the Insured, the Insured shall
within thirty (30) days of such knowledge give written notice to the Underwriter
setting forth:
(a) the names of the transferors and transferees (or the names of the
beneficial owners if the voting securities are requested in another
name, and
(b) the total number of voting securities owned by the transferors and the
transferees (or the beneficial owners), both immediately before and
after the transfer, and
(c) the total number of outstanding voting securities.
As used in this section, control means the power to exercise a controlling
influence over the management or policies of the Insured.
Failure to give the required notice shall result in termination of coverage of
this bond, effective upon the date of stock transfer for any loss in which any
transferee is concerned or implicated.
Such notice is not required to be given in the case of an Insured which is an
Investment Company.
SECTION 18. CHANGE OR MODIFICATION
This bond or any instrument amending or effecting same may not be changed or
modified orally. No changes in or modification thereof shall be effective unless
made by written endorsement issued to form a part hereof over the signature of
the Underwriter's Authorized Representative. When a bond covers only one
Investment Company no change or modification which would adversely affect the
rights of the Investment Company shall be effective prior to 60 days after
written notification has been furnished to the Securities and Exchange
Commission, Washington, D.C. by the Insured or by the Underwriter. If more than
one Investment Company is named as the Insured herein, the Underwriter shall
give written notice to each Investment Company and to the Securities and
Exchange Commission, Washington, D.C. not less than 60 days prior to the
effective date of any change or modification which would adversely affect the
rights of such Investment Company.
IN WITNESS WHEREOF, the Underwriter has caused this bond to be executed on the
Declarations Page.
ENDORSEMENT# 1
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
NEW YORK STATUTORY RIDER
It is agreed that:
1. Part (a) of the Section entitled "Termination or Cancelation" of this
bond/policy is deleted.
2. Cancelation of this bond/policy by the Underwriter/Company is subject to
the following provisions:
If the bond/policy has been in effect for 60 days or less, it may be
cancelled by the Underwriter/Company for any reason. Such cancelation shall
be effective 20 days after the Underwriter/Company mails a notice of cancel
ation to the first-named insured at the mailing address shown in the
bond/policy. However, if the bond/policy has been in effect for more than
60 days or is a renewal, then cancelation must be based on one of the
following grounds:
(A) non-payment of premium;
(B) conviction of a crime arising out of acts increasing the hazard
insured against;
(C) discovery of fraud or material misrepresentation in the obtaining of
the bond/policy or in the presentation of claim thereunder;
(D) after issuance of the bond/policy or after the last renewal date,
discovery of an act or omission, or a violation of any bond/policy
conditionthat substantially and materially increases the hazard
insured against, and which occurred subsequent to inception of the
current bond/policy period;
(E) material change in the nature or extent of the risk, occurring after
issuance or last annual renewal anniversary date of the bond/policy,
which causes the risk of loss to be substantially and materially
increased beyond that contemplated at the time the bond/policy was
issued or last renewed;
(F) the cancelation is required pursuant to a determination by the
superintendent that continuation of the present premium volume of the
insurer would jeopardize that insurer's solvency or be hazardous to
the interests of the insureds, the insurer's creditors or the public;
(G) a determination by the superintendent that the continuation of the
bond/policy would violate, or would place the insurer in violation of,
any provision of the New York State insurance laws.
(H) where the insurer has reason to believe, in good faith and with
sufficient cause, that there is a possible risk or danger that the
insured property will be destroyed by the insuredfor the purpose of
collecting the insurance proceeds, provided, however, that:
(i) a notice of cancelation on this ground shall inform the insured
in plain language that the insured must act within ten days if
review by theInsurance Department of the State of New York of the
ground for cancelation is desired, and
(ii) notice of cancelation on this ground shall be provided
simultaneously by the insurer to the Insurance Department of the
State of New York. Cancelation based on one of the above grounds
shall be effective 15 days after the noticeof cancellation is
mailed or delivered to the named insured, at the address shown on
the bond/policy, and to its authorized agent or broker.
3. If the Underwriter/Company elects not to replace a bond/policy at the
termination of the bond/policy period, it shall notify the insured not more
than 120 days nor less than 60 days before termination. If such notice is
given late, the bond/policy shall continue in effect for 60 days after such
notice is given. The Aggregate Limit of Liability shall not be increased or
reinstated. The notice not to replace shall be mailed to the insured and
its broker or agent.
4. If the Underwriter/Company elects to replace the bond/policy, but with a
change of limits, reduced coverage, increased deductible, additional
exclusion, or upon increased premiums in excess of ten percent (exclusive
of any premium increase as a result of experience rating), the Underwriter
must mail written notice to the insured and its agent orbroker not more
than 120 days nor less than 60 days before replacement. If such notice is
given late, the replacement bond/policy shall be in effect with the same
terms, conditions and rates as the terminated bond/policy for 60 days after
such notice is given.
5. The Underwriter/Company may elect to simply notify the insured that the
bond/policy will either be not renewed or renewed with different terms,
conditions or rates. In this event, the Underwriter/Company will inform the
insured that a second notice will be sent at a later date specifying the
Underwriter's/Company's exact intention. The Underwriter shall inform the
insured that, in the meantime, coverage shall continue on the same terms,
conditions and rates as the expiring bond/policy until the expiration date
of the bond/policy or 60 days after the second notice is mailed or
delivered, whichever is later.
FOR USE WITH FINANCIAL INSTITUTION BONDS, STANDARD
FORMS NOS. 14, 15, 24, AND 25 AND EXCESS BANK
EMPLOYEE DISHONESTY BONDS, STANDARD FORM NO. 28,
AND COMPUTER CRIME POLICY FOR FINANCIAL
INSTITUTIONS TO COMPLY WITH STATUTORY
REQUIREMENTS.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 2
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
NAMED INSUREDS
It is agreed that:
1. Item 1. of the Declaration Page, Name of Insured, shall include the
following:
AB Income Fund, Inc.
AllianceBernstein Global High Income Fund
Alliance California Municipal Income Fund, Inc.
Alliance New York Municipal Income Fund, Inc.
Alliance National Municipal Income Fund, Inc.
AllianceBernstein Multi-Manager Alternative Fund
AllianceBernstein Bond Fund, Inc.:
- AllianceBernstein Bond Inflation
- AllianceBernstein Intermediate Bond Portfolio
- AllianceBernstein Limited Duration High Income Portfolio
- AllianceBernstein Municipal Bond Inflation Portfolio
- AllianceBernstein Real Asset Strategy Portfolio
- AllianceBernstein Tax-Aware Fixed Income Portfolio
- AllianceBernstein Government Reserves Portfolio
AllianceBernstein High Income Fund, Inc.
AllianceBernstein Exchange Reserves
AllianceBernstein Fixed-Income Shares, Inc.
- Alliance Bernstein Government STIF Portfolio
AllianceBernstein Corporate Shares
- AllianceBernstein Corporate Income Shares
- AllianceBernstein Municipal Income Shares
- AllianceBernstein Tax Aware Real Return Income Shares
- AllianceBernstein Taxable Multi-Sector Income Shares
AllianceBernstein Global Bond
AllianceBernstein Unconstrained Bond Fund
(f/k/a Diversified Yield)
AllianceBernstein Municipal Income Fund, Inc.:
- California Portfolio
- National Portfolio
- New York Portfolio
- High Income Municipal Portfolio
AllianceBernstein Municipal Income Fund II:
- Arizona Portfolio
- Massachusetts Portfolio
- Michigan Portfolio
- Minnesota Portfolio
- New Jersey Portfolio
- Ohio Portfolio
- Pennsylvania Portfolio
- Virginia Portfolio
AllianceBernstein Global Risk Allocation Portfolio (f/k/a Balanced Shares,
Inc.)
AllianceBernstein Cap Fund, Inc.:
- AllianceBernstein Small Cap Growth Portfolio
- AllianceBernstein Market Neutral Strategy - U.S. Portfolio
- AllianceBernstein Market Neutral Strategy - Global Portfolio
- AllianceBernstein International Discovery Equity Portfolio
- AllianceBernstein Emerging Market Multi-Asset Portfolio
- AllianceBernstein Select US Equity
- AllianceBernstein Dynamic All Market Fund
- AllianceBernstein Select US Long/Short Portfolio
- AllianceBernstein Concentrated Growth Fund
AllianceBernstein Core Opportunities Fund, Inc.
(f/k/a Focused Growth & Income Fund)
AllianceBernstein Global Thematic Growth Fund, Inc.
AllianceBernstein Growth & Income Fund, Inc.
AllianceBernstein Institutional Funds, Inc.:
- AllianceBernstein Global Real Estate Investment Fund II
AllianceBernstein International Growth Fund, Inc.
AllianceBernstein Large-Cap Growth Fund, Inc.
AllianceBernstein Discovery Growth Fund, Inc.
(f/k/a Small/Mid-Cap Growth Fund, Inc.)
AllianceBernstein Global Real Estate Investment Fund, Inc.
AllianceBernstein Trust
- AllianceBernstein Global Value Fund
- AllianceBernstein International Value Fund
- AllianceBernstein Discovery Value Fund
(f/k/a Small-Mid Cap Value Fund)
- AllianceBernstein Value Fund
AllianceBernstein Equity Income Fund, Inc.
(f/k/a Utility Income Fund)
The AllianceBernstein Portfolios:
- AllianceBernstein Growth Fund
- AllianceBernstein Balanced Wealth Strategy
- AllianceBernstein Wealth Appreciation Strategy
- AllianceBernstein Conservative Wealth Strategy
- AllianceBernstein Tax-Managed Balanced Wealth Strategy
- AllianceBernstein Tax-Managed Wealth Appreciation Strategy
- AllianceBernstein Tax-Managed Conservative Wealth Strategy
AllianceBernstein Blended Style Series, Inc.:
- AllianceBernstein 2000 Retirement Strategy
- AllianceBernstein 2005 Retirement Strategy
- AllianceBernstein 2010 Retirement Strategy
- AllianceBernstein 2015 Retirement Strategy
- AllianceBernstein 2020 Retirement Strategy
- AllianceBernstein 2025 Retirement Strategy
- AllianceBernstein 2030 Retirement Strategy
- AllianceBernstein 2035 Retirement Strategy
- AllianceBernstein 2040 Retirement Strategy
- AllianceBernstein 2045 Retirement Strategy
- AllianceBernstein 2050 Retirement Strategy
- AllianceBernstein 2055 Retirement Strategy
Sanford C. Bernstein Fund, Inc.:
- California Municipal Portfolio
- Diversified Municipal Portfolio
- New York Municipal Portfolio
- U.S. Government Short Duration Portfolio
- Short Duration Plus Portfolio
- Intermediate Duration Portfolio
- Short Duration New York Municipal Portfolio
- Short Duration California Municipal Portfolio
- Short Duration Diversified Municipal Portfolio
- International Portfolio
- Tax-Managed International Portfolio
- Emerging Markets Portfolio
- Overlay A Portfolio
- Overlay B Portfolio
- Tax-Aware Overlay A Portfolio
- Tax-Aware Overlay B Portfolio
- Tax-Aware Overlay C Portfolio
- Tax-Aware Overlay N Portfolio
Sanford C. Bernstein Fund II, Inc.:
- Bernstein Intermediate Duration Institutional Portfolio
AllianceBernstein Variable Products Series Fund, Inc.:
- AllianceBernstein Balanced Wealth Strategy Portfolio
- AllianceBernstein Dynamic Asset Allocation Portfolio
- AllianceBernstein Global Thematic Growth Portfolio
- AllianceBernstein Growth Portfolio
- AllianceBernstein Growth and Income Portfolio
- AllianceBernstein International Growth Portfolio
- AllianceBernstein International Value Portfolio
- AllianceBernstein Large Cap Growth Portfolio
- AllianceBernstein Real Estate Investment Portfolio
- AllianceBernstein Small Cap Growth Portfolio
- AllianceBernstein Small-Mid Cap Value Portfolio
- AllianceBernstein Intermediate Bond
(f/k/a U.S. Government/High Grade Securities Portfolio)
- AllianceBernstein Value Portfolio
The AllianceBernstein Pooling Portfolios:
- AllianceBernstein U.S. Value Portfolio
- AllianceBernstein U.S. Large Cap Growth Portfolio
- AllianceBernstein Multi-Asset Real Return Portfolio
(f/k/a Global Real Estate Investment Portfolio)
- AllianceBernstein International Value Portfolio
- AllianceBernstein International Growth Portfolio
- AllianceBernstein Short Duration Bond Portfolio
- AllianceBernstein Global Core Bond Portfolio
(f/k/a Intermediate Duration Bond Portfolio)
- AllianceBernstein Bond Inflation Protection Portfolio
(f/k/a Inflation Protected securities Portfolio)
- AllianceBernstein High Yield Portfolio
- AllianceBernstein Small-Mid Cap Value Portfolio
- AllianceBernstein Small-Mid Cap Growth Portfolio
- AllianceBernstein Volatility Management Portfolio
and any other fund(s) now existing in the AllianceBernstein Complex of
Registered Investment Companies mutual fund program;
2. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 3
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AMENDED INSURING AGREEMENT (A) FIDELITY
It is agreed that:
1. Insuring Agreement (A) FIDELITY is hereby deleted in its entirety and the
following is substituted therefor:
(A) Loss resulting directly from dishonest or fraudulent acts, including
Larceny and Embezzlement, committed by an Employee anywhere and
whether committed alone or in collusion with others, including lossof
Property resulting from such acts of an Employee, which Property is
held by the Insured for any purpose or in any capacity and whether so
held gratuitously or not and whether or not the Insured is liable
therefor.
Such dishonest or fraudulent acts must be committed by the Employee
with the manifest intent:
(a) to cause the Insured to sustain such loss; or
(b) to obtain financial benefit for the Employee, or for any other
person or organization intended by the Employee to receive such
benefit.
Notwithstanding the foregoing, however, it is agreed that with regard
to Loans and/or Trading, this bond covers only loss resulting directly
from dishonest or fraudulent acts committed by an Employee with the
intent to cause the Insured to sustain such loss and whichresults in a
financial benefit for the Employee.
The term "Loans" as used in this Insuring Agreement shall be deemed to
mean all extensions of credit by the Insured and all transactions
creating a creditor relationship in favor of the Insured and all
transactions by which the Insured assumes an existing creditor
relationship.
The term "Trading" as used in this Insuring Agreement shall be deemed
to mean trading or other dealings in securities, commodities, futures,
options, swaps, foreign or Federal Funds, currencies, foreign exchange
and the like.
As used throughout this Insuring Agreement, financial benefit does not
include any salaries, commissions, fees, bonuses, promotions, awards,
profit sharing, pensions or other employee benefits earned in the
normal course of employment.
2. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 4
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
It is agreed that:
1. Insuring Agreement (B),AUDIT EXPENSE, applies to the discovery of any loss
sustained by the Insured and covered by this Bond.
2. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 5
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AMENDED INSURING AGREEMENT (G) COUNTERFEIT CURRENCY
It is agreed that:
1. Insuring Agreement (G), COUNTERFEIT CURRENCY, is amended so that coverage
applies to any counterfeited money orders or altered paper currencies or
coin of any country.
2. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 6
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
COMPUTER SYSTEMS
It is agreed that:
1. The attached bond is amended by adding an Insuring Agreement (J) as
follows:
COMPUTER SYSTEMS
Loss resulting directly from a fraudulent
(1) entry of data into, or
(2) change of data or programs within
a Computer System; provided the fraudulent entry or change causes
(a) Property to be transferred, paid or delivered;
(b) an account of the Insured, or of its customer, to be added,
deleted, debited or credited;
(c) an unauthorized account or a fictitious account to be debited or
credited;
(3) voice instructions or advices having been transmitted to the Insured
or its agent(s) by telephone;
and provided further, the fraudulent entry or change is made or caused
by an individual acting with the intent to:
(i) cause the Insured or its agent(s) to sustain a loss; and
(ii) obtain financial benefit for that individual or for other persons
intended by that individual to receive financial benefit; and
(iii) further provided such voice instructions or advices:
(a) were made by a person who purported to represent an
individual authorized to make such voice instruction or
advices; and
(b) were electronically recorded by the Insured or its agent(s).
(4) It shall be a condition to recovery under the Computer Systems
Insuring Agreement that the Insured or its agent(s) shall, to the
bestof their ability, electronically record all voice instructions or
advices received over the telephone. The Insured or its agent(s)
warrant that they shall make their best efforts to maintain the
electronic recording system on a continuous basis. Nothing, however,
in this Insuring Agreement shall bar the Insured from recovery where
no recording is available because of mechanical failure of the device
used in making such recording, or because of failure of the media used
to record conversation from any cause, or error or omission of any
Employee(s) or agent(s) of the Insured.
SCHEDULE OF SYSTEMS
All computer systems utilized by the Insured
--------------------------------------------
2. As used in this Insuring Agreement, Computer System means:
(a) computers with related peripheral equipment, including storage
components, wherever located;
(b) systems and application software;
(c) terminal devices;
(d) related communication networks or customer communication systems; and
(e) related electronic funds transfer systems;
by which data are electronically collected, transmitted, processed, stored
and retrieved.
3. In addition to the Exclusions in the attached Bond, the following
exclusions are applicable to this Insuring Agreement:
(a) loss resulting directly or indirectly from the theft of confidential
information, material or data; and
(b) loss resulting directly or indirectly from entries or changes made by
an individual authorized to have access to a Computer System who acts
in good faith on instructions, unless such instructions are given to
that individual by a software contractor (or by a partner,officer
oremployee thereof) authorized by the Insured to design, develop,
prepare, supply, service, write or implement programs for the
Insured's Computer System.
4. All loss or series of losses involving the fraudulent activity of one
individual, or involving fraudulent activity in which one individual is
implicated, whether or not that individual is specifically identified,
shall be treated as one loss. A series of lossesinvolving unidentified
individuals but arising from the same method of operation may be deemed by
the Underwriter to involve the same individual and, in that event, shall be
treated as one loss.
5. The Limit of Liability for the coverage provided by this Insuring Agreement
shall be as shown on the Declaration Page of this Bond.
6. The Underwriter shall be liable hereunder for the amount by which one loss
shall be in excess of the Deductible Amount as shown on the Declaration
Page of this Bond.
7. If any loss iscovered under this Insuring Agreement and any other Insuring
Agreement or Coverage, the maximum amount payable for such loss shall not
exceed the largest amount available under any one Insuring Agreement or
Coverage.
8. Coverage under this Insuring Agreement shall terminate upon termination or
cancellation of the bond to which this Insuring Agreement is attached.
Coverage under this Insuring Agreement may also be terminated or cancelled
without cancelling the Bond as an entirety:
(a) 60 days after receipt by the Insured of written notice from the
Underwriter of its desire to terminate or cancel coverage under this
Insuring Agreement; or
(b) immediately upon receipt by the Underwriter of a written request from
the Insured to terminate or cancel coverage under this Insuring
Agreement.
The Underwriter shall refund to the Insured the unearned premium for this
coverage under this Insuring Agreement. The refund shall be computed at
short rates if this Insuring Agreement is terminated or cancelled or
reduced by notice from, or at the instance of, the Insured.
9. Section 4, LOSS-NOTICE-PROOF-LEGAL PROCEEDINGS of the Conditions and
Limitations of this Bond is amended by adding the following sentence:
"Proof of loss resulting from voice instructions or advices covered under
this Insuring Agreement shall include electronic recording of such voice
instructions or advices."
10. Notwithstanding the foregoing, however, coverage afforded by this Insuring
Agreement isnot designed to provide protection against loss covered under a
separate Electronic and Computer Crime Policy by whatever title assigned or
by whatever Underwriter written. Any loss which is covered under such
separate policy is excluded from coverage under this Bond and the Insured
agrees to make claim for such loss under its separate policy.
11. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 7
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
TELEFACSIMILE TRANSFER FRAUD
It is agreed that:
1. The attached bond is amended by adding an Insuring Agreement (K) as
follows:
TELEFACSIMILE TRANSFER FRAUD
Loss resulting by reason of the Insured having transferred, paid or
delivered any funds or Property, established any credit, debited any
account, orgiven any value relying on any fraudulent instructions sent by a
customer or financial institution by Telefacsimile transmission directed to
the Insured, authorizing or acknowledging the transfer, payment or delivery
of funds or Property, the establishment of a credit, debiting of any
account, or the giving of value by the Insured, but only if such
Telefacsimile instructions:
i) bear a valid test key exchanged between the Insured and a customer or
another financial institution with authority to use such test key for
Telefacsimile instructions in the ordinary course of business, but
which test key has been wrongfully obtained by a person who was not
authorized to initiate, make, validate or authenticate a test key
arrangement; and
ii) fraudulently purport to have been sent by such customer or financial
institution, but which Telefacsimile instructions were transmitted
without the knowledge or consent of such customer or financial
institution by a person other than such customer or financial
institution and which bear a forged signature.
"Telefacsimile" means a system of transmitting written documents by
electronic signals over telephone lines to equipment maintained by the
Insured within its communication room for the purposes of reproducing
a copy of said document. It does not mean an electronic communication
sent by telex, TWC, electronic mail or an Automated Clearing House.
2. The Limit of Liability for the coverage provided by this Insuring Agreement
shall be as shown on the Declaration Page of this Bond.
3. The Underwriter shall be liable hereunder for the amount by which one loss
shall be in excess of the Deductible Amount as shown on the Declaration
Page of this Bond.
4. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 8
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AUTOMATED PHONE SYSTEMS
It is agreed that:
1. The attached bond is amended by adding an Insuring Agreement (L) as
follows:
AUTOMATED PHONE SYSTEMS
I. Loss caused by an Automated Phone System ("APS") Transaction, where
the request for such APS Transaction is unauthorized or fraudulent and
is made with the manifest intent to deceive; provided, that the entity
which receives such request generally maintains and follows during the
bond Period all APS Designated Procedures with respect to APS
Transactions. The unintentional isolated failure of such entity to
maintain and follow a particular APS Designated Procedure in a
particular instance shall not preclude coverage under this Insuring
Agreement, subject to the exclusions herein and in the Bond.
1. Definitions. The following terms used in this Insuring Agreement
shall have the following meanings:
a. "APS Transaction" means any APS Redemption, APS Exchange or
APS Election.
b. "APS Redemption" means any redemption of shares issued by an
Investment Company which is requested over the telephone by
means of information transmitted by an individual caller
through use of a telephone keypad.
c. "APS Election" means any election concerning dividend
options available to fund shareholders which is made over
the telephone by means of information transmitted by an
individual caller through use of a telephone keypad.
d. "APS Exchange" means any exchange of shares in a registered
account of one fund into shares in an identically registered
account of another fund in the same complex pursuant to
exchange privilegesof the two funds, which exchange is
requested over the telephone by means of information
transmitted by an individual caller through use of a
telephone keypad.
e. "APS Designated Procedures" means all of the following
procedures:
(1) Election in Application: No APS Redemption shall be
executed unless the shareholder to whose account such
an APS Redemption relates has previously elected by
official designation to permit such APS Redemption.
(2) Logging: All APS Transaction requests shall be logged
or otherwise recorded, so as to preserve all of the
information transmitted by an individual caller through
use of a telephone keypadin the course of such a
request, and the records shall be retained for at least
six months.
(a) Information contained in the records shall be
capable of being retrieved through the following
methods:
Procedures normally used by the Insured
(b) Information contained in the records shall be
capable of being retrieved and produced within a
reasonable time after retrieval of specific
information is requested, at a success
rate of no less than 85 percent.
(3) Identity Test: The identity of the caller in any
request for an APS Transaction shall be tested before
execution of that APS Transaction by requiring the
entry by the caller of a confidential personal
identification number ("PIN")
(a) Limited a ttempts to e nter PIN: If the caller
fails to enter a correct PIN within three
attempts, the caller must not be allowed
additional attempts during the same (telephone
call/twenty-four hour day) to enter the PIN.
(4) Written Confirmation: A written confirmation of any APS
Transaction shall be mailed to the shareholder(s) to
whose account such APS Transaction relates, at the
original record address, by the end of the Insured's
next regular processing cycle, but in no event later
than five business days following such APS Transaction.
(5) Access to APS Equipment: Access to the equipment which
permits the entity receiving the APS Transaction
request to process and effect the transaction shall be
limited in the following manner:
Procedures normally used by the Insured
2. Exclusions. It is further understood and agreed that this extension shall
not cover:
a. any loss covered under Insuring Agreement (A), FIDELITY,of this Bond;
b. any loss resulting from:
(1) the redemption of shares, where the proceeds of such redemption
are made payable to other than
(i) the shareholder of record; or
(ii) a person officially Designated to receive redemption
proceeds; or
(iii) a bankaccount officially designated to receive redemption
proceeds; or
(2) the redemption of shares, where the proceeds of such redemption
are paid by check mailed to any address, unless such address has
either been
(i) designated by voice over the telephone orin writing without
a signature guarantee, in either case at least thirty (30)
days prior to such redemption; or
(ii) officially designated; or
(iii) verified by any other procedures which may be normally used
by the Insured; or
(3) the redemption of shares, where the proceeds of such redemption
are paidby wire transfer to other than the shareholder's
officially Designated bank account; or
(4) the intentional failure to adhere to one or more APS Designated
Procedures.
2. Nothing herein contained shall be held to vary, alter, waive, or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 9
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AUTOMATIC COVERAGE
It is agreed that:
1. If the Insured shall, while this bond is in force, establish any new funds
other than by consolidation or merger with, purchase or acquisition of
assets or liabilities of, another institution, such funds shall
automatically be covered hereunder from the date of such establishment
without the payment of additional premium for the remainder of the premium
period.
2. If the Insured shall, while this bond isin force, require an increase in
limits to comply with SEC Reg. 17g-1, due to an increase in asset size of
current funds insured under this bond or by the addition of new funds, such
increase in limits shall automatically be covered hereunder from the date
of such increase without the payment of additional premium for the
remainder of the premium period.
3. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 10
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AMEND SECTION 13., TERMINATION
It is agreed that:
1. The attached bond is hereby amended by deleting Section 13., TERMINATION,
in its entirety and substituting the following:
The Underwriter may terminate this bond as an entirety by furnishing
written notice specifying the termination date which cannot be prior to 90
days after the receipt of such written notice by each Investment Company
named as Insured and the Securities and Exchange Commission, Washington,
DC. The Insured may terminate this bond as an entirety by furnishing
written notice to the Underwriter. When the Insured cancels, the Insured
shall furnish written notice to the Securities and Exchange Commission,
Washington, DC prior to 90 days before the effective date of termination.
The Underwriter shall notify all other Investment Companies named as
Insured of the receipt of such termination notice and the termination
cannot be effective prior to 90 days after receipt of written notice by all
other Investment Companies. Premiums are earned until the termination date
as set forth herein.
This bond will terminate as to any one Insured, (other than a registered
management investment company), immediately upon taking over of such
Insured by a receiver or other liquidator or by State or Federal officials,
or immediately upon the filing of a petition under any State or Federal
statute relative to bankruptcy or reorganization of the Insured, or
assignment for the benefit of creditors of the Insured, or immediately upon
such Insured ceasing to exist, whether through merger into another entity,
or by disposition of all of its assets.
This bond will terminate as to any registered management investment company
upon the expiration of 90 days after written notice has been given to the
Securities and Exchange Commission, Washington, DC.
The Underwriter shall refund the unearned premium computed at short rates
in accordance with the standard short rate cancellation tables if
terminated by the Insured or pro rata if terminated for any other reason.
This bond shall terminate:
a. as to any Employee as soon as any partner, officer or supervisory
Employee of the Insured, who is not in collusion with such Employee,
shall learn of any dishonest or fraudulent act(s), including Larceny
or Embezzlement, on the part of such Employee without prejudice to the
loss of any Property then in transit in the custody of such Employee
and upon the expiration of 90 days after written notice has been given
to the Securities and Exchange Commission, Washington, DC (see Section
16(d)) and to the Insured Investment Company; or
b. as to any Employee 90 days after receipt by each Insured and by the
Securities and Exchange Commission of a written notice from the
Underwriter of its desire to terminate this bond as to such Employee;
or
c. as to any person, who is a partner, officer or employee of any
electronic data processor covered under this bond, from and after the
time that the Insured or any partner or officer thereof not in
collusion with such person shall have knowledge or information that
such person has committed any dishonest orfraudulent act(s), including
Larceny orEmbezzlement, in the service of the Insured or otherwise,
whether such act be committed before or after the time this bond is
effective and upon the expiration of 90 days after written notice has
been given by the Underwriter to the Securities and Exchange
Commission, Washington, DC and to the insured Investment Company.
2. Upon the detection by any Insured that an Employee has committed any
dishonest or fraudulent act(s) or theft, the Insured shall immediately
remove such Employee from a position that may enable such Employee to cause
the Insured to suffer a loss by any subsequent dishonest or fraudulent
act(s) or theft. The Insured, within forty-eight (48) hours of such
detection, shall notify the Underwriter with full and complete particulars
of the detected dishonest or fraudulent act(s) or theft.
3. Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, limitations, conditions or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 11
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
COSURETY RIDER
It is agreed that:
1. The term "Underwriter" as used in the attached bond shall be construed to
mean, unless otherwise specified in this rider, all the Companies executing
the attached bond.
2. Each of said Companies shall be liable only for such proportion of any
Single Loss under the attached bond as the amount underwritten by such
Company, as specified in the Schedule forming a part hereof, bears to the
Aggregate Limit of Liability of the attached bond, but in no event shall
any of said Companies be liable for an amount greater than that
underwritten by it.
3. In the absence of a request from any of said Companies to pay premiums
directly to it, premiums for the attached bond may be paid to the
Controlling Company for the account of all of said Companies.
4. In the absence of a request from any of said Companies that notice of claim
and proof of loss be given to or filed directly with it, the giving of such
notice to and the filing of such proof with, the Controlling Company shall
be deemed to be in compliance with the conditions of the attached bond for
the giving of notice of loss and the filing of proof of loss, if given and
filed in accordance with said conditions.
5. The Controlling Company may give noticein accordance with the terms of the
attached bond, terminating or canceling the attached bond as an entirety or
as to any Employee, and any notice so given shall terminate or cancel the
liability of all of said Companies as an entirety or as to such Employee,
as the case may be.
6. Any Company other than the Controlling Company may give notice in
accordance with the terms of the attached bond, terminating or canceling
the entire liability of such other Company under the attached bond or as to
any Employee.
7. In the absence of a request from any of said Companies that notice of
termination or cancellation by the Insured of the attached bond in its
entirety be given to or filed directly with it, the giving of such notice
in accordance with the terms of the attached bond to the Controlling
Company shall terminate or cancel the liability of all of said Companies as
an entirety. The Insured may terminate or cancel the entire liability of
any Company, otherthan the Controlling Company, under the attached bond by
giving notice of such termination or cancellation to such other Company,
and shall send copy of such notice to the Controlling Company.
8. In the event of the termination or cancellation of the attached bond as an
entirety, no Company shall be liable to the Insured for a greater
proportion of any return premium due the Insured than the amount
underwritten by such Company bears to the Aggregate Limit of Liability of
the attached bond.
9. In the event of termination or cancellation of the attached bond as to any
Company, such Company alone shall be liable to the Insured for any return
premium due the Insured on account of such termination or cancellation. The
termination or cancellation of the attached bond as to any Company other
than the Controlling Company shall not terminate, cancel or otherwise
affect the liability of the other Companies under the attached bond.
Underwritten for the sum of
$20,000,000, part of $50,000,000
By: _______________________________________
National Union Fire Insurance Company
of Pittsburgh, Pa.
Controlling Company
Underwritten for the sum of
$15,000,000, part of $50,000,000
By: ______________________________________
Continental Insurance Company
Underwritten for the sum of
$10,000,000, part of $50,000,000
By: ________________________________________
U.S. Specialty Insurance Company
Underwritten for the sum of
$5,000,000, part of $50,000,000
By: _______________________________________
Berkley Regional Insurance Company
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 12
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
NOTICE OF CLAIM
(REPORTING BY E- MAIL)
In consideration of the premium charged, it is hereby understood and agreed as
follows:
1. Email Reporting of Claims: In addition to the postal address set forth for
any Notice of Claim Reporting under this policy, such notice may also be
given in writing pursuant to the policy's other terms and conditions to the
Insurer by email at the following email address:
c-claim@AIG.com
Your email must reference the policy number for this policy. The date of
the Insurer's receipt of the emailed notice shall constitute the date of
notice.
In addition to Notice of Claim Reporting via email, notice may also be
given to the Insurer by mailing such notice to: AIG, Financial Lines
Claims, P.O. Box 25947, Shawnee Mission, KS 66225 or faxing such notice to
(866) 227- 1750.
2. Definitions: For this endorsement only, the following definitions shall
apply:
(a) "Insurer" means the "Insurer," "Underwriter" or "Company" or other
name specifically ascribed in this policy as the insurance company or
underwriter for this policy.
(b) "Notice of Claim Reporting" means "notice of claim/ circumstance,"
"notice of loss" or other reference in the policy designated for
reporting of claims, loss or occurrences or situationsthat may give
rise or result in lossunder this policy.
(c) "Policy" means the policy, bond or other insurance product to which
this endorsement is attached.
3. This endorsement does not apply to any Kidnap & Ransom/ Extortion Coverage
Section, if any, provided by this policy.
ALL OTHER TERMS, CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 13
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
RELIANCE UPON OTHER CARRIER'S APPLICATION RIDER
It is agreed that:
1. In granting coverage under this bond, the Underwriter has relied upon the
statements and representations contained in the below referenced
application (including materials submitted thereto and, if such application
is a renewal application, all such previous bond applications and their
attachments and materials, for which this bond is a renewal or succeeds in
time) as being accurate and complete.
2. The Insured warrants and represents to the Underwriter that the statements
and representations made in such applicationwere accurate on the date such
representations and statements were so given and that in connection
therewith the Insured reaffirms each and every statement made in the
application to ICI Mutual Insurance Company as accurate as of April 11,
2012 as if it was made to the Underwriter on such date. All such statements
and representations shall be deemed to be material to the risk assumed by
the Underwriter, and are the basis of this bond and are deemed to be
considered as incorporated into this bond.
Type of Bond Application Carrier Date Signed
Alternative Renewal Application ICI Mutual Insurance Company 03/22/2016
3. Nothing contained here shall be held to vary, alter, waive or extend any of
the terms, limitations, conditions, or agreements of the attached bond
other than as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 14
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
NEW YORK AMENDATORY ENDORSEMENT
Wherever used in this endorsement: 1) "Insurer" means the insurance company
which issued this policy; and 2) "Insured" means the Named Corporation, Named
Organization, Named Sponsor, Named Insured, Named Entity or Insured stated in
the declarations page;
The policy is hereby amended as follows:
I. The Cancellation and When We Do Not Renew provisions are deleted and
replaced by the following:
(a) CANCELLATION BY THE INSURED
This policy may be cancelled by the Insured by surrender of this
policy to the Insurer or by giving written notice to the Insurer
stating when thereafter such cancellation shall be effective.
ThePolicy Period terminates at the date and hour specified in such
notice, or at the date and time of surrender.
(b) CANCELLATION, NONRENEWAL AND CONDITIONAL RENEWAL BY THE INSURER
(i) If this policy has been in effect for sixty (60) or fewer days
when cancellation notice is mailed, and this policy is not a
renewal of a policy issued by the Insurer, then this policy may
be cancelled by the Insurer by mailing or delivering to the
Insured, and to his authorized insurance agent or broker, written
notice stating when not less than twenty (20) days thereafter
(fifteen (15) days thereafter if cancellation is because of one
of the reasons for cancellation set forth in subsection (ii)
below) the cancellation shall be effective. Notice of
cancellation issued by the Insurer shall specify the grounds for
cancellation.
(ii) If this policy has been in effect for more than sixty (60) days
when notice of cancellation is mailed, or if this policy is a
renewal of a policy issued by the Insurer, then this policy may
be cancelled by the Insurer by mailing or delivering to the
Insured, and to his authorized insurance agent or broker, written
notice stating when not less than fifteen (15) days thereafter
the cancellation shall be effective; however, such cancellation
must be based on one or more of the following:
(A) nonpayment of premium, provided, however, that a notice of
cancellation on this ground shall inform the first Named
Insured of the amount due;
(B) conviction of a crime arising out of acts increasing the
hazard insured against;
(C) discovery of fraud or material misrepresentation in the
obtaining of the policy or in the presentation of a claim
thereunder;
(D) after issuance of the policy or afterthe last renewaldate,
discovery of an act or omission, or a violation of any
policy condition, that substantially and materially
increases the hazard insured against, and which occurred
subsequent to inception of the current Policy Period;
(E) material change in the nature or extent of the risk,
occurring after issuance or last annual renewal anniversary
date of the policy, which causes the risk of loss to be
substantially and materially increased beyond that
contemplated at the time the policy was issued or last
renewed;
(F) required pursuant to a determinationbythe New York
Superintendent of Insurance that continuation of the present
premium volume of the Insurer would jeopardize the Insurer's
solvency or be hazardous to the interests of Insureds of the
Insurer, its creditors or the public;
(G) a determination by the New York Superintendent of Insurance
that the continuation of the policy would violate, or would
place the Insurer in violation of, any provision of the New
York Insurance Law;
(H) revocation or suspension of an Insured's license to practice
his profession; or
(I) where the Insurer has reason to believe that there is a
probable risk or danger that the Insured will destroy or
permit the destruction of the insured property for the
purpose of collecting the insurance proceeds, provided,
however, that:
(1) a notice of cancellation on this ground shall inform
the Insured in plain language that the Insured must act
within ten days if review by the department of the
ground for cancellation is desired pursuant to item (3)
of this subparagraph (I);
(2) notice of cancellation on this ground shall be provided
simultaneously by the Insurer to the department; and
(3) upon written request of the Insured made to the
department within ten days from the Insured's receipt
of notice of cancellation on this ground, the
department shall undertake a review of the ground for
cancellation to determine whether or not theInsurer has
satisfied thecriteria for cancellation specified in
this subparagraph; if after such review the department
finds no sufficient cause for cancellation on this
ground, the notice of cancellation on this ground shall
be deemed null and void.
Notice of cancellation by the Insurer shall specify the
grounds for cancellation.
(iii)
(A) The Insurer shall mail to the Insured, and to his authorized
insurance agent or broker, written notice indicating the
Insurer's intention:
(1) not to renew this policy;
(2) to condition its renewal upon change of limits, change
in type of coverage, reduction of coverage, increased
deductible or addition of exclusions or upon increased
premiums in excess of ten percent; (exclusive of any
premium increase generated as a result of increased
exposure units or as a result of experience rating,
loss rating, or audit);
(3) that the policy will not be renewed or will not be
renewed upon the same terms, conditions or rates; such
alternative renewal notice must be mailed or delivered
on a timely basis and advise the Insured that a second
notice shall be mailed at a later date indicating the
Insurer's intention as specified in subparagraph (1) or
(2) of this paragraph (A) and that coverage shall
continueon thesame terms, conditions and rates as
expiring, until the later of the expiration date or
sixty (60) days after the second notice is mailed or
delivered; such alternative renewal notice also shall
advise the insured of the availability of loss
information and, upon written request, the request, the
insurer shall furnish such loss information within ten
(10) days to the insured.
(B) A nonrenewal notice as specified in subparagraph (1), a
conditional renewal notice as specified in subparagraph (2),
and the second notice described in subparagraph (3) of
paragraph (A) of this subsection (iii) shall contain the
specific reason or reasons for nonrenewal or conditional
renewal, and set forth the amount of any premium increase
and nature of any other proposed changes.
(C) The notice required by paragraph (A) of this subsection
(iii) shall be mailed at least sixty (60) but not more than
one hundred twenty (120) days in advance of the end of the
Policy Period.
(D)
(1) If the Insurer employs an alternative renewal notice as
authorized by subparagraph (3) of paragraph (A) of this
subsection (iii), the Insurer shall provide coverage on
the same terms, conditions, and rates as the expiring
policy, until the later of theexpiration date or sixty
(60) days after the mailing of the second notice
described in such subparagraph.
(2) Prior to the expiration date of the policy, in the
event that an incomplete or late conditional renewal
notice or a late nonrenewal notice is provided by the
Insurer, the Policy Period shall be extended, at the
same terms and conditions as the expiring policy,
except that the annual aggregate limit of the expiring
policy shall be increased in proportion to the policy
extension, and at the lower of the current rates or the
prior period's rates, until sixty (60) days after such
notice is mailed, unless the Insured elects to cancel
sooner.
(3) In the event that a late conditional renewal notice or
a late nonrenewal notice is provided by the insurer on
or after the expiration date of the policy, coverage
shall remain in effect on the same terms and conditions
of the expiring policy for another required policy
period, and at the lower of the current rates or the
prior period's rates unless the insured during the
additional required policy period has replaced the
coverage or elects to cancel, in which event such
cancellation shall be on a pro rata premium basis.
(iv) Nothing herein shall be construed to limit the grounds for which
the Insurer may lawfully rescind this policy or decline to pay a
claim under this policy.
(v) Notice required herein to be mailed to the Insured shall be
mailed to the Insured at the address shown in Item 1 of the
Declarations.
Notice required herein to be mailed by the Insurer shall be sent
by registered, certified or other first class mail. Delivery of
written notice shall be equivalent to mailing.
Proof of mailing of such notice as aforesaid shall be sufficient
proof of notice. The Policy Period shall terminate at the
effective date and hour of cancellation or nonrenewal specified
in such notice.
(vi) If this policy shall be cancelled by the Insured, the Insurer
shall retain the customary short rate proportion of the premium
hereon.
If this policy shall be cancelled by the Insurer, the Insurer
shall retain the pro rata proportion of the premium hereon.
Payment or tender of any unearned premium by the Insurer shall
not be a condition of cancellation, but such payment shall be
made as soon as practicable.
ALL OTHER TERMS, CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 15
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
NEW YORK AMENDATORY ENDORSEMENT - NY STATUTE 3420
Wherever used in this endorsement: 1) "we", "us", "our" and "Insurer" mean the
insurance company which issued this policy; 2) "you", "your", "Insured" and
"first Named Insured" mean the Named Corporation, Named Entity, Named
Organization, Named Sponsor, Named Insured, or Insured stated in the
declarations page; 3) "other insured(s)" means all other persons or entities
afforded coverage under the policy; 4) "Discovery Period" means Discovery Period
or Extended Reporting Period, as defined in the policy; and 5) "Claim" means
Claim or Suit as defined in the policy.
It is hereby understood and agreed that the policy is amended as follows:
A. The following provisions are hereby added to the policy:
FAILURE TO GIVE NOTICE WITHIN PRESCRIBED TIME:
Failure to give any notice required to be given by this policy, or any
policy of which this is a renewal, within the prescribedtime shall not
invalidate any Claim made against an Insured if:
(a) it shall be shown not to have been reasonably possible to give
notice within theprescribed time and that notice was given as
soon as was reasonably possible thereafter; or
(b) the failure to provide timely notice has not prejudiced the
Insurer.
Any such Claim shall be deemed to have been first made against the
Insured and noticed to the Insurer within the Policy Period or
Discovery Period of the policy issued by the Insurer (the "Noticed
Policy") in which the Insurer received notice of the Claim; provided
that the coverage afforded with respect to the Noticed Policy shall be
in an amount no t g reater than the amount of coverage afforded with
respect to the Policy Period of the policy issued by the Insurer (the
"Former Policy") in which the Claim was actually first made against
the Insured. The foregoing sentence may result in (but not be limited
to): (1) reducing the limit of liability available for such a Claim to
the available limit of liability applicable to the Former Policy; (2)
increasing the applicable retention amount to that retention amount
applicable to the Former Policy; or
(3) reducing or eliminating coverage due to exclusions or other
restrictions appearing in the Former Policy but eliminated, in part or
in whole, in the Noticed Policy. No coverage shall be afforded under
this endorsement if there was not in existence a Former Policy at the
time the Claim was actually first made against the Insured.
With respect to subsection (b) above, any such Claim must be noticed
during the Policy Period or Discovery Period of a Noticed Policy which
is a renewal or extension of the Former Policy.
Nothing in this endorsement shall be construed to provide coverage for
a Claim under more than one Policy Period or Discovery Period.
PREJUDICE:
In the event that the Insurer alleges that it was prejudiced as a
result of a failure to give notice within the time required under the
policy, the burden of proof shall be on:
(a) the Insurer to prove that it has been prejudiced, if the notice
was provided within two years of the time required under the
policy; or
(b) the Insured to prove that the Insurer has not been prejudiced, if
the notice was provided more than two years after the time
required under the policy.
The Insurer's rights shall not be deemed prejudiced unless the failure
to timely provide notice materially impairsthe ability of the Insurer
to investigate or defend the Claim.
Notwithstanding the above, an irrebuttable presumption of prejudice
shall apply if, prior to the notice, the Insured's liability has been
determined by a court of competent jurisdiction or by a binding
arbitration; or if the Insured has resolved the Claim by settlement or
other compromise.
NOTICE TO AGENT:
Notice given by or on behalf of the Insured, or written notice by or
on behalf of the injured party or any other claimant, to any licensed
agent of the Insurer in the state of New York, with particulars
sufficient to identify the Insured, shall be deemed notice to the
Insurer.
INSOLVENCY/ BANKRUPTCY OF INSURED:
The insolvency or bankruptcy of the Insured shall not relieve the
Insurer of its obligations under this policy as long as all policy
requirements are met by Insured, its trustee or receiver in
bankruptcy. Should a covered judgment be rendered against an insolvent
or bankrupt Insured, the Insurer shall be liable for the amount of
such judgment not to exceed the applicable limit of liability under
this policy.
B. The Clause entitled, "Action Against Us " or "Action Against Company" is
deleted in its entirety and replaced with the following:
No one may bring an action against us unless there has been full compliance
with all the terms of this policy and the amount of the Insured's
obligation to pay has been finally determined either by:
1. judgment against the Insured which remains unsatisfied at the
expiration of thirty (30) days from the service of notice of entry of
the judgment upon the Insured and upon us; or
2. written agreement of the Insured, the claimant and us.
Any person or organization or legal representative thereof who has secured
such judgment or written agreementshall thereafter be entitled to recover
under this policy to the extent of the insurance afforded by this policy.
We may not be impleaded by the Insured or its legal representative in any
legal action brought against the Insured by any person or organization.
ALL OTHER TERMS, CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 16
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ECONOMIC SANCTIONS ENDORSEMENT
This endorsement modifies insurance provided under the following:
The Insurer shall not be deemed to provide cover and the Insurer shall not be
liable to pay any claim or provide any benefit hereunder to the extent that the
provision of such cover, payment of such claim or provision of such benefit
would expose the Insurer, its parent company or its ultimate controlling entity
to any sanction, prohibition or restriction under United Nations resolutions or
the trade or economic sanctions, laws or regulations of the European Union or
the United States of America.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 17
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
AMENDED INSURED RIDER
In consideration of the premium charged, it is hereby understood and agreed that
Item 1. Declarations page, Name of Insured is amended to include the following
entities, however, solely with respect those individuals meeting the
requirements in subparagraph (9) in the definition of Employee;
1. AllianceBernstein L.P. ,
2. AllianceBernstein Holding L.P.,
3. AllianceBernstein Corporation,
4. AllianceBernstein Investments, Inc.,
5. AllianceBernstein Global Derivatives Corporation,
6. AllianceBernstein Investor Services, Inc., and
7. Sanford C. Bernstein & Co., LLC.
Nothing herein contained shall be held to vary, alter, waive or extend any of
the terms, limitations, conditions or agreements of the attached bond other than
as above stated.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 18
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
SPECIFIC ENTITY EXCLUSION
In consideration of the premium charged, it is hereby understood and agreed that
this bond does not cover any lossof AllianceBernstein U.S. Real Estate
(Employee) Fund II, L.P. (including any subsidiary or employee thereof).
ALL OTHER TERMS, CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
ENDORSEMENT# 19
This endorsement, effective 12:01 am May 15, 2016 forms a part of
policy number 01-393-42-36
issued to AllianceBernstein Complex of Registered Investment Companies
by National Union Fire Insurance Company of Pittsburgh, Pa.
FORMS INDEX ENDORSEMENT
The contents of the Policy is comprised of the following forms:
FORM NUMBER EDITION FORM TITLE
DATE
--------------------------------------------------------------------------------
41205 04/95 INVESTMENT COMPANY BLANKET BOND - DEC PAGE
41206 09/84 INVESTMENT COMPANY BLANKET BOND GUTS
SR 6180b 12/93 NEW YORK STATUTORY RIDER
MNSCPT NAMED INSUREDS
MNSCPT AMENDED INSURING AGREEMENT (A) FIDELITY
MNSCPT AMENDED INSURING AGREEMEN (B) AUDIT EXPENSE
MNSCPT AMENDED INSURING AGREEMENT (G) COUNTERFEIT CURRENCY
MNSCPT CONFUTER SYSTEMS
MNSCPT TELEFACSIMILE TRANSFER FRAUD
MNSCPT AUTOMATED PHONE SYSTEMS
MNSCPT AUTCMAT1C COVERAGE
MNSCPT AMEND SECTION 13., TERMINATION
MNSCPT COSURETY RIDER
99758 08/08 NOTICE OF CLAIM (REPORTING BY E-MAIL)
MNSCPT RELIANCE UPON OTHER CARRIER'S APPLICATION RIDER
69898 09/06 NEW YORK AMENDATORY - CANCELLATION/NONRENEVVAL
83231 01/09 NEW YORK LAW 3420 AMENDATORY ENDORSEMENT
89644 06/13 ECONOMIC SANCTIONS ENDORSEMENT
MNSCPT AMENDED INSURED RIDER
MNSCPT SPECIFIC ENTITY EXCLUSION
78859 10/01 FORMS INDEX ENDORSEMENT
ALL OTHER TERMS, CONDITIONS AND EXCLUSIONS REMAIN UNCHANGED.
/s/
_________________________
AUTHORIZED REPRESENTATIVE
EXHIBIT B
Registered Investment Companies Joint Fidelity Bond Agreement
Agreement made as of May 13, 2016, by and among AB Bond Fund, Inc.,
AB Cap Fund, Inc., AB Core Opportunities Fund, Inc., AB Corporate Shares, AB
Discovery Growth Fund, Inc., AB Equity Income Fund, Inc., AB Exchange Reserves,
AB Fixed-Income Shares, Inc., AB Global Bond Fund, Inc., AB Global Real Estate
Investment Fund, Inc., AB Global Risk Allocation Fund, Inc., AB Global Thematic
Growth Fund, Inc., AB Growth and Income Fund, Inc., AB High Income Fund, Inc.,
AB Institutional Funds, Inc., AB International Growth Fund, Inc., AB Large Cap
Growth Fund, Inc., AB Municipal Income Fund, Inc., AB Municipal Income Fund,
Inc. II, AB Trust, AB Unconstrained Bond Fund, Inc., AB Variable Products Series
Fund, Inc., Sanford C. Bernstein Fund II, Inc., The AB Portfolios, The AB
Pooling Portfolios, AllianceBernstein Global High Income Fund, Inc.,
AllianceBernstein National Municipal Income Fund, Inc., Alliance California
Municipal Income Fund, Inc., AB Multi-Manager Alternative Fund, Bernstein Fund,
Inc., Sanford C. Bernstein Fund, Inc., (collectively, the "investment
companies") and AllianceBernstein L.P. ("AB")
Whereas, the investment companies that are parties to this Agreement
are management investment companies registered under the Investment Company Act
of 1940, as amended (the "Act"); and
Whereas, AB provides investment advisory services and/or certain
administrative and financial services to the investment companies; and
Whereas, pursuant to Rule 17g-1, as amended, promulgated under the
Act, registered management investment companies must provide and maintain
fidelity bonds covering larceny and embezzlement by certain of their officers
and employees in amounts no less than stated minimums based upon the gross
assets of such registered management investment companies; and
Whereas, pursuant to Rule 17g-1(b) under the Act, registered
management investment companies that are managed and/or whose shares are
distributed by the same person may obtain joint coverage as insureds under a
single fidelity bond (a "joint fidelity bond"); and
Whereas, the investment companies are registered management
investment companies managed by AB; and
Whereas, the investment companies desire to obtain coverage under
one joint fidelity bond; and
Whereas, the Board of Directors of the Sanford C. Bernstein Fund,
Inc. ("SCB Fund") and the Bernstein Fund, Inc. ("Bernstein Fund" and, together
with SCB Fund, "SCB Funds") elects to calculate the required amounts of fidelity
bond coverage on a basis that treats each portfolio of either SCB Fund or
Bernstein Fund as a separate registered management investment company for
purposes of Rule 17g-1, even though not required to do so under the Rule; and
Whereas, the AB Multi-Manager Alternative Fund ("MMA Fund") is
composed of a single portfolio; and
Whereas, the Boards of Directors or Trustees of each investment
company that is a party to this Agreement other than SCB Fund, Bernstein Fund
and MMA Fund (each such investment company, an "AB Fund", and together, the "AB
Funds") that has multiple portfolios elects to calculate the required amounts of
fidelity bond coverage on a basis that treats such an investment company as a
single registered management investment company for purposes of Rule 17g-1; and
Whereas, the Board of Directors or Trustees of each of the
investment companies which are parties to this Agreement, including a majority
of the Directors or Trustees, as applicable, who are not "interested persons" of
such investment company as defined by Section 2(a)(19) of the Act
("Disinterested Directors/Trustees"), has approved coverage under one joint
fidelity bond with each of the other investment companies that are parties to
this Agreement in the respective amounts set forth in Schedule A to this
Agreement.
Now, Therefore, it is agreed as follows:
1. That the investment companies that are parties to this Agreement
and AB will be named as insureds and will be covered under a joint fidelity bond
with National Union Fire Insurance Co., U.S. Specialty Insurance Company,
Continental Insurance Company, Berkley Regional Insurance Company, Liberty
Mutual Insurance Company and Everest Reinsurance Company (each, a "fidelity
insurance company" and collectively, the "fidelity insurance companies") in the
aggregate amount of $73,025,000 at a total annual cost of $242,734, each such
investment company having specific coverage in accordance with Rule 17g-1(d).
The required coverage amount (calculated pursuant to the elections of the
respective Boards) for each investment company is also shown opposite the name
of each investment company in a separate column on Schedule A. For the avoidance
of doubt, the amount of coverage under the joint fidelity bond shall at all
times be at least equal in amount to the total amount of coverage which each
investment company would have been required to provide and maintain individually
pursuant to the schedule set forth in paragraph (d)(i) of Rule 17g-1 under the
Act had each investment company not been named an insured under the joint
fidelity bond.
2. No premium shall be paid by an investment company under the joint
fidelity bond unless that investment company's Board of Directors or Trustees,
as applicable, including a majority of the Disinterested Directors/Trustees,
shall have approved the portion of the premium to be paid by that investment
company. The premium payable on the joint fidelity bond shall be allocated among
the investment companies in the respective amounts set forth opposite the name
of each investment company listed on Schedule A in the column entitled
"Allocated Cost".
3. AB has been named an insured under the joint fidelity bond for
administrative convenience. The parties agree that in no event shall AB be
entitled to retain any recovery payable under the joint fidelity bond, although
it may receive payments which will be distributed to one or more investment
companies to facilitate the administration of the joint fidelity bond.
4. (a) In the event that one or more of the investment companies
sustains a loss for which recovery is received under the joint fidelity bond,
each such investment company shall receive that portion of the recovery which is
sufficient in amount to indemnify that party in full for the loss sustained by
it (other than the portion thereof subject to a deductible), unless the recovery
is inadequate to fully indemnify all investment companies for such losses by
them (other than the portions thereof subject to deductibles).
(b) If the recovery is inadequate to indemnify fully each such
investment company for losses sustained by it (other than the portion thereof
subject to a deductible), the recovery shall be allocated as follows, to the
extent applicable:
(i) The AB Funds shall be allocated an aggregate amount equal to the
lesser of (A) their actual aggregate loss (net of any deductibles) and (B)
the sum of $44,600,000 plus the difference between: (1) $26,925,000 and
the amount of the loss recovered by the SCB Funds under clause (ii), and
(3) $1,500,000 and the amount of the loss recovered by the MMA Fund under
clause (iii). Such amount shall be allocated among the AB Funds on an
equitable and proportionate basis as determined by their respective Boards
of Directors or Trustees, but each AB Fund shall be allocated an amount at
least equal to the amount which it would have received had it procured and
maintained a single insured bond with the minimum coverage required by
Rule 17g-1(d)(1).
(ii) The SCB Funds shall be allocated an aggregate amount equal to
the lesser of (A) their actual aggregate loss (net of any deductibles) and
(B) the sum of $26,925,000 plus the difference between: (1) $44,600,000
and the amount of the loss recovered by the AB Funds under clause (i) and
(2) $1,500,000 and the amount of the loss recovered by the MMA Fund under
clause (iii). Such amounts shall be allocated among the portfolios of the
SCB Fund on an equitable and proportionate basis as determined by the
Board of Directors of the SCB Fund, but each such portfolio shall be
allocated an amount at least equal to the amount which it would have
received had it procured and maintained a single insurance bond with the
minimum coverage required by Rule 17g-1(d)(1), assuming that each such
portfolio would be deemed a separate registered investment company for
such purposes.
(iii) MMA Fund shall be allocated an aggregate amount equal to the
lesser of (A) its actual loss (net of any deductibles) and (B) the sum of
$1,500,000 plus the difference between: (1) $44,600,000 and the amount of
the loss recovered by the AB Funds under clause (i) and (2) $26,925,000
and the amount of the loss recovered by the SCB Funds under clause (ii).
Such amount shall be at least equal to the amount which MMA Fund would
have received had it procured and maintained a single insurance bond with
the minimum coverage required by Rule 17g-1(d)(1).
(iv) Where a compromise results in recovery by any or all of the
investment companies of less than the full amount of its (or their) actual
aggregate loss covered by the joint fidelity bond, the recovery shall be
allocated consistent with clauses (i), (ii) and (iii) above among the
investment companies that sustained such loss, without regard to the
proportion of the actual aggregate loss recovered, and with the
$44,600,000, $26,925,000 and $1,500,000 amounts being reduced
proportionate to any reduction to the $73,025,000 total insured bond as a
result of such compromise unless the compromise was based on facts and
circumstances particular to one or more, but fewer than all, insured
parties seeking to recover, in which case any or all of the $44,600,000,
$26,925,000 or $1,500,000 amounts will be adjusted in an equitable manner
taking into account the particular facts and circumstances and the
principles reflected above.
4. This Agreement may not be amended or modified in any manner
except by a written agreement executed by all parties hereto.
5. This Agreement shall be governed by and construed in accordance
with the laws of the State of New York.
IN WITNESS WHEREOF, each of the parties has caused this Agreement to be
executed in its name and on its behalf by its authorized representative
effective as of the day and year first written above.
/s/ Emilie D. Wrapp
----------------------------------------------
Emilie D. Wrapp
Secretary for each of the Investment Companies
/s/ David M. Lesser
----------------------------------------------
David M. Lesser
Assistant Secretary for AllianceBernstein L.P.
SCHEDULE A
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Registered Management Investment Companies Allocated Cost ($) Bond Amount ($)
AB Bond Fund, Inc. 8,309.96 2,500,000
AB Cap Fund, Inc. 8,309.96 2,500,000
AB Core Opportunities Fund, Inc. 1,994.39 600,000
AB Corporate Shares 4,985.98 1,500,000
AB Discovery Growth Fund, Inc. 5,650.77 1,700,000
AB Equity Income Fund, Inc. 3,323.98 1,000,000
AB Exchange Reserves 5,650.77 1,700,000
AB Fixed-Income Shares, Inc. 8,309.96 2,500,000
AB Global Bond Fund, Inc. 8,309.96 2,500,000
AB Global Real Estate Investment Fund, Inc. 1,994.39 600,000
AB Global Risk Allocation Fund, Inc. 2,492.99 750,000
AB Global Thematic Growth Fund, Inc. 2,991.59 900,000
AB Growth and Income Fund, Inc. 6,315.57 1,900,000
AB High Income Fund, Inc. 8,309.96 2,500,000
AB Institutional Funds, Inc. 2,492.99 750,000
AB International Growth Fund, Inc. 2,492.99 750,000
AB Large Cap Growth Fund, Inc. 6,980.37 2,100,000
AB Municipal Income Fund, Inc. 8,309.96 2,500,000
AB Municipal Income Fund, Inc. II 4,154.98 1,250,000
AB Trust 6,980.37 2,100,000
AB Unconstrained Bond Fund, Inc. 2,492.99 750,000
AB Variable Products Series Fund, Inc. 8,309.96 2,500,000
Sanford C. Bernstein Fund II, Inc. 2,991.59 900,000
The AB Pooling Portfolios 8,309.96 2,500,000
The AB Portfolios 8,309.96 2,500,000
AllianceBernstein Global High Income Fund, Inc. 4,154.98 1,250,000
AllianceBernstein National Municipal Income Fund, Inc. 3,323.98 1,000,000
Alliance California Municipal Income Fund, Inc. 1,994.39 600,000
Bernstein Fund, Inc.
Small Cap Portfolio 1,745.09 525,000
International Small Cap Portfolio 2,991.59 900,000
International Strategic Equities Portfolio 4,154.98 1,250,000
Sanford C. Bernstein Fund, Inc.
California Municipal Portfolio 4,154.98 1,250,000
Diversified Municipal Portfolio 8,309.96 2,500,000
Emerging Markets Portfolio 4,154.98 1,250,000
Intermediate Duration Portfolio 8,309.96 2,500,000
International Portfolio 4,985.98 1,500,000
New York Municipal Portfolio 4,985.98 1,500,000
Short Duration California Municipal Portfolio 831.03 250,000
Short Duration Diversified Municipal Portfolio 1,994.39 600,000
Short Duration New York Municipal Portfolio 1,329.59 400,000
Short Duration Plus Portfolio 2,492.99 750,000
Tax-Managed International Portfolio 8,309.96 2,500,000
U.S. Government Short Duration Portfolio 997.20 300,000
Overlay A Portfolio 5,650.77 1,700,000
Overlay B Portfolio 4,154.98 1,250,000
Tax-Aware Overlay A Portfolio 8,309.96 2,500,000
Tax-Aware Overlay B Portfolio 5,650.77 1,700,000
Tax-Aware Overlay C Portfolio 2,991.59 900,000
Tax-Aware Overlay N Portfolio 2,991.59 900,000
AB Multi-Manager Alternative Fund 4,985.98 1,500,000
Totals $242,734.00 $73,025,000
EXHIBIT C-1
CERTIFICATE OF ASSISTANT SECRETARY
THE AB FUNDS*
Regarding Fidelity Bond
The undersigned, being duly elected and qualified Assistant
Secretary of the Funds listed on Schedule A (attached hereto), hereby certifies
that attached hereto is a true and complete copy of the resolutions that were
approved by the Board of Directors/Trustees of the Funds at a meeting held on
May 4, 2016, at which a quorum was present and voted in favor thereof, and that
said resolutions have not been revoked or amended and are now in full force and
effect.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as
Assistant Secretary of the above-referenced Funds on this 1st day of June, 2016.
/s/ Stephen J. Laffey
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Stephen J. Laffey
Assistant Secretary
RESOLVED, that the Board of Directors/Trustees hereby
determines that participation by the Funds in a joint fidelity
bond underwritten by National Union Fire Insurance Co. of
Pittsburgh, PA, U.S. Specialty Insurance Company, Continental
Insurance Company, Berkley Regional Insurance Company, Liberty
Mutual Insurance Company and Everest Insurance Company,
covering officers and employees of each Fund (and employees of
service providers to each Fund if and to the extent such
persons are included in the definition of "Employee" in the
joint fidelity bond) in accordance with the requirements of
Rule 17g-1 promulgated by the Securities and Exchange
Commission under Section 17(g) of the Investment Company Act
of 1940, as amended (the "Act") in the amount of $73,025,000
is reasonable in form and amount, after having given due
consideration to the value of the aggregate assets of the
Funds to which any such covered person may have access, the
type and terms of the arrangements made for the custody and
safekeeping of such assets and the nature of the securities in
the Funds' portfolios;
RESOLVED, that the Board of Directors/Trustees,
including a majority of the disinterested Directors/Trustees,
hereby approves, ratifies and authorizes the payment by the
Treasurer of the Funds of an amount approximately equal to
_____*_____ representing the portion of 2016 annual premium on
such joint insured fidelity bond allocable to the each Fund
based on its coverage under such bond after giving due
consideration to all relevant factors, including the number of
other parties named as the insured, the nature of the business
activities of such other parties, the $73,025,000 aggregate
amount of coverage under the joint insured bond, the aggregate
2016 annual cost of such bond of $242,734 the ratable
allocation of the cost among all parties named as insureds and
the extent to which the share of the cost allocated to each
Fund is less than the cost such Fund would have to pay if it
maintained a single insured bond with an aggregate limit equal
to that of the joint bond;
RESOLVED, that the Board of Directors/Trustees,
including a majority of the disinterested Directors/Trustees,
hereby confirms, ratifies and approves in all respects the
execution by the appropriate officers of the Funds of an
agreement among each Fund and all of the other named insureds
under the joint fidelity bond, which agreement provides that
in the event recovery is received under the bond as a result
of a loss sustained by a Fund and one or more named insureds,
such Fund shall receive an equitable and proportionate share
of the recovery, but at least equal to the amount which it
would have received had it maintained a single insured bond
with the minimum coverage required by paragraph (d)(1) of Rule
17g-1 promulgated under the Act; and
RESOLVED, that the Secretary and each Assistant
Secretary of the Funds be, and each of them hereby is,
designated to make all filings with the Securities and
Exchange Commission and to give all notices on behalf of the
Funds required by paragraph (g) of Rule 17g-1 promulgated
under the Investment Company Act of 1940.
* See Schedule A
Schedule A
17g-1
AB Funds Allocated Cost
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AB Bond Fund, Inc. $8,309.96
AB Cap Fund, Inc. $8,309.96
AB Core Opportunities Fund, Inc. $1,994.39
AB Corporate Shares $4,985.98
AB Discovery Growth Fund, Inc. $5,650.77
AB Equity Income Fund, Inc. $3,323.98
AB Exchange Reserves $5,650.77
AB Fixed-Income Shares, Inc. $8,309.96
AB Global Bond Fund, Inc. $8,309.96
AB Global Real Estate Investment Fund, Inc. $1,994.39
AB Global Risk Allocation Fund, Inc. $2,492.99
AB Global Thematic Growth Fund, Inc. $2,991.59
AB Growth and Income Fund, Inc. $6,315.57
AB High Income Fund, Inc. $8,309.96
AB Institutional Funds, Inc. $2,492.99
AB International Growth Fund, Inc. $2,492.99
AB Large Cap Growth Fund, Inc. $6,980.37
AB Municipal Income Fund, Inc. $8,309.96
AB Municipal Income Fund, Inc. II $4,154.98
AB Trust $6,980.37
AB Unconstrained Bond Fund, Inc. $2,492.99
AB Variable Products Series Fund, Inc. $8,309.96
Sanford C. Bernstein Fund II, Inc. $2,991.59
The AB Portfolios $8,309.96
The AB Pooling Portfolios $8,309.96
AllianceBernstein Global High Income Fund, Inc. $4,154.98
Alliance California Municipal Income Fund, Inc. $1,994.39
AllianceBernstein National Municipal Income Fund, Inc. $3,323.98
EXHIBIT C-2
AB Multi-Manager Alternative Fund
Certificate of Assistant Secretary
I, Eric C. Freed, the undersigned Assistant Secretary of AB
Multi-Manager Alternative Fund (a Delaware statutory trust), DO HEREBY CERTIFY
that the following resolutions were approved by the Board of Trustees of the
Trust at its Regular Meeting held on April 21, 2016:
RESOLVED, that the Board of Trustees hereby determines that
participation by the Fund in a joint fidelity bond underwritten by
National Union Fire Insurance Co. of Pittsburgh, PA, Continental
Insurance Company, Berkley Regional Insurance Company, Everest
Reinsurance Company, Liberty Mutual Insurance Company and U.S.
Specialty Insurance Company, covering officers and employees of the
Fund (and employees of service providers to the Fund if and to the
extent such persons are included in the definition of "Employee" in
the joint fidelity bond) in accordance with the requirements of Rule
17g-1 promulgated by the Securities and Exchange Commission under
Section 17(g) of the 1940 Act, in the amount of approximately
$1,500,000 for the Fund is reasonable in form and amount, after
having given due consideration to the value of the aggregate assets
of the Fund to which any such covered person may have access, the
type and terms of the arrangements made for the custody and
safekeeping of such assets and the nature of the securities in the
Fund's portfolio; and it is further
RESOLVED, that the Board of Trustees, including a majority of
the Independent Trustees, hereby approves, ratifies and authorizes
the payment by the Treasurer of the Fund of an amount approximately
equal to $5,000 representing the portion of 2016 annual premium on
such joint insured fidelity bond allocable to the Fund based on its
coverage under such bond after giving due consideration to all
relevant factors, including the number of other parties named as
insured, the nature of the business activities of such other
parties, the approximate $73,325,000 aggregate amount of coverage
under the joint insured bond, the aggregate 2016 annual cost of such
bond of approximately $243,500, the ratable allocation of the cost
among all parties named as insured and the extent to which the share
of the cost allocated to the Fund is less than the cost the Fund
would have to pay if it maintained a single insured bond with an
aggregate limit equal to that of the joint bond; and it is further
RESOLVED, that the Board of Trustees, including a majority of
the Independent Trustees, hereby confirms, ratifies and approves in
all respects the execution by the appropriate officers of the Fund
of an agreement among the Fund and all of the other named insureds
under the joint fidelity bond, which agreement provides that in the
event recovery is received under the bond as a result of a loss
sustained by the Fund and one or more named insureds, the Fund shall
receive an equitable and proportionate share of the recovery, but at
least equal to the amount which it would have received had it
maintained a single insured bond with the minimum coverage required
by paragraph (d)(1) of Rule 17g-1 promulgated under the Act; and it
is further
RESOLVED, that the Secretary and Assistant Secretary of the
Fund be, and each of them hereby is, designated to make all filings
with the Securities and Exchange Commission and to give all notices
on behalf of the Fund required by paragraph (g) of Rule 17g 1
promulgated under the Act;
IN WITNESS WHEREOF, I have executed this Certificate this 1st day of
June, 2016.
/s/ Eric C. Freed
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Eric C. Freed
Assistant Secretary
EXHIBIT C-3
CERTIFICATE OF SECRETARY
SANFORD C. BERNSTEIN FUND, INC.
Regarding Fidelity Bond
The undersigned, being the duly elected and qualified Assistant
Secretary of the above-referenced Fund, hereby certifies that attached hereto is
a true and complete copy of the resolutions that were approved by the Board of
Directors of the Fund on April 20, 2016, and that said resolutions have not been
revoked or amended and are now in full force and effect.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as
Secretary of the above-referenced Fund on this 1st day of June, 2016.
/s/ Nancy E. Hay
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Nancy E. Hay
Assistant Secretary
Resolved, that the Board of Directors hereby determines that
participation by SCB Fund and Bernstein Fund (together, the "Funds")
in a joint fidelity bond underwritten by National Union Fire
Insurance Company, Continental Insurance Company, Berkley Regional
Insurance Company, Everest Reinsurance Company, Liberty Mutual
Insurance Company and U.S. Specialty Insurance Company, covering
officers and employees of the Funds (and employees of service
providers to the Funds if and to the extent such persons are
included in the definition of "Employee" in the joint fidelity bond)
in accordance with the requirements of Rule 17g-1 promulgated by the
Securities and Exchange Commission under Section 17(g) of the
Investment Company Act of 1940, as amended (the "1940 Act"), in the
amount of $23,900,000 for SCB Fund and $1,975,000 for Bernstein Fund
is reasonable in form and amount, after having given due
consideration to the value of the aggregate assets of the Funds to
which any such covered person may have access, the type and terms of
the arrangements made for the custody and safekeeping of such assets
and the nature of the securities in the Funds' portfolios; and
Further Resolved, that the Board of Directors, including a
majority of the Independent Directors, hereby approves, ratifies and
authorizes the payment by the Treasurer of the Funds of an amount
equal to approximately $79,400 as it relates to SCB Fund and $6,600
as it relates to Bernstein Fund, representing the respective portion
of the 2016 annual premium on such joint insured fidelity bond
allocable to the Funds based on their coverage under such bond after
giving due consideration to all relevant factors, including the
number of other parties named as insured, the nature of the business
activities of such other parties, the $73,325,000 aggregate amount
of coverage under the joint insured bond, the aggregate 2016 annual
cost of such bond of approximately $243,500, the ratable allocation
of the cost among all parties named as insured and the extent to
which the share of the cost allocated to the Funds is less than the
cost the Funds would have to pay if they maintained a single insured
bond with an aggregate limit equal to that of the joint bond; and
Further Resolved, that the Board of Directors, including a
majority of the Independent Directors, hereby confirms, ratifies and
approves in all respects the execution by the appropriate officers
of the Funds of an agreement among SCB Fund, Bernstein Fund and all
of the other named insureds under the joint fidelity bond, which
agreement provides that in the event recovery is received under the
bond as a result of a loss sustained by one or more named insureds,
each of SCB Fund and Bernstein Fund shall receive an equitable and
proportionate share of the recovery, but at least equal to the
amount which such Fund would have received had it maintained a
single insured bond with the minimum coverage required by paragraph
(d)(1) of Rule 17g-1 promulgated under the 1940 Act; and
Further Resolved, that the respective Secretary and Assistant
Secretary of SCB Fund and Bernstein Fund be, and each of them hereby
is, designated to make all filings with the Securities and Exchange
Commission and to give all notices on behalf of each Fund required
by paragraph (g) of Rule 17g 1 promulgated under the 1940 Act.