EXHIBIT 6(A)
AMENDMENT TO DISTRIBUTION SERVICES AGREEMENT
AMENDMENT made this 4th day of June, 1996 between
ALLIANCE INCOME BUILDER FUND, INC., a Maryland corporation (the
"Fund"), and ALLIANCE FUND DISTRIBUTORS INC., a Delaware
corporation (the "Underwriter").
WITNESSETH:
WHEREAS, the Fund and the Underwriter wish to amend the
Distribution Services Agreement dated as of April 30, 1993, as
amended and restated as of October 1, 1994 (the "Agreement") in
the manner set forth herein;
NOW, THEREFORE, the parties agree as follows:
1. Amendment of Agreement. Section 1 and the first
full paragraph of Section 4(a) of the Agreement are hereby
amended and restated to read as follows:
Section 1. Appointment of Underwriter. "The
Fund hereby appoints the Underwriter as the
principal underwriter and distributor of the Fund
to sell the public shares of its Class A Common
Stock (the "Class A shares"), Class B Common Stock
(the "Class B shares"), Class C Common Stock (the
"Class C shares"), Advisor Class Common Stock (the
"Advisor Class shares"), and shares of such other
class or classes as the Fund and the Underwriter
shall from time to time mutually agree shall become
subject to the Agreement ("New shares"), (the
Class A shares, Class B shares, Class C shares,
Advisor Class shares, and New shares shall be
collectively referred to herein as the "shares")
and hereby agrees during the term of this Agreement
to sell shares to the Underwriter upon the terms
and conditions set forth herein."
Section 4(a). "Any of the outstanding shares
may be tendered for redemption at any time, and the
Fund agrees to redeem or repurchase the shares so
tendered in accordance with its obligations as set
forth in Article FIFTH of its Articles of
Incorporation and in accordance with the applicable
provisions set forth in the Prospectus and
Statement of Additional Information. The price to
be paid to redeem or repurchase the shares shall be
equal to the net asset value calculated in
accordance with the provisions of Section 3(d)
hereof, less any applicable sales charge. All
payments by the Fund hereunder shall be made in the
manner set forth below. The redemption or
repurchase by the Fund of any of the Class A shares
purchased by or through the Underwriter will not
affect the initial sales charge secured by the
Underwriter or any selected dealer or compensation
paid to any selected agent (unless such selected
dealer or selected agent has otherwise agreed with
the Underwriter), in the course of the original
sale, regardless of the length of the time period
between the purchase by an investor and his
tendering for redemption or repurchase."
2. Class References. Any and all references in the
Agreement to "Class Y shares" are hereby amended to read "Advisor
Class shares."
3. No Other Changes. Except as provided herein, the
Agreement shall be unaffected hereby.
IN WITNESS WHEREOF, the parties hereto have executed
this Amendment to the Agreement.
ALLIANCE INCOME BUILDER FUND, INC.
By:
ALLIANCE FUND DISTRIBUTORS, INC.
By:
Accepted as of the date first written above:
ALLIANCE CAPITAL MANAGEMENT L.P.
By: Alliance Capital Management Corporation,
General Partner
By:
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00250107.AN3