FORM OF AMENDMENT TO DISTRIBUTION SERVICES AGREEMENT
AMENDMENT made as of __________________, 2003 to the
Distribution Services Agreement (the "Agreement") made as of July
22, 1992, as amended April 30, 1993 and June 4, 1996, between
AllianceBernstein Bond Fund, Inc., a Maryland corporation (the
"Fund"), and ALLIANCEBERNSTEIN INVESTMENT RESEARCH AND
MANAGEMENT, INC. (formerly Alliance Fund Distributors, Inc.), a
Delaware corporation (the "Underwriter"). Capitalized terms not
defined herein have the meaning set forth in the Agreement.
WITNESSETH
WHEREAS, the Fund and the Underwriter are parties to
the Agreement;
WHEREAS, the Fund has decided to sell to the public
shares of its Class R Common Stock in addition to its Class A
shares, Class B shares, Class C shares and Advisor Class shares;
WHEREAS, the Underwriter is willing to act, and the
Fund wishes to appoint the Underwriter, as underwriter and
distributor of the Class R Common Stock of the Fund;
NOW, THEREFORE, the parties agree to amend the
Agreement as follows:
1. Section 1 of the Agreement is amended by deleting it
in its entirety and replacing it with the following:
SECTION 1. Appointment of the Underwriter.
The Fund hereby appoints the Underwriter as the
principal underwriter and distributor of the Fund to sell to
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"), Class R Common Stock
(the "Class R shares") and shares of such other class or
classes as the Fund and the Underwriter shall from time to
time mutually agree in writing shall become subject to this
Agreement (the "New shares") (the Class A shares, the Class
B shares, the Class C shares, the Advisor Class shares, the
Class R shares and the New shares being 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 herein set forth.
2. Section 5(b) of the Agreement is amended by deleting
it in its entirety and replacing it with the following:
(b) Except as may be required by NASD rules and
interpretations, the Fund will pay to the Underwriter each
month a distribution services fee with respect to each
portfolio of the Fund specified by the Fund's Directors (a
"Portfolio") that will not exceed, on an annualized basis,
.30% of the aggregate average daily net assets of the
Portfolio attributable to the Class A shares, 1.00% of the
aggregate average daily net assets of the Portfolio
attributable to the Class B shares, 1.00% of the aggregate
average daily net assets of the Portfolio attributable to
the Class C shares and .50% of the aggregate average daily
net assets of the Portfolio attributable to Class R shares.
With respect to each Portfolio, the distribution services
fee will be used in its entirety by the Underwriter to make
payments (i) to compensate broker-dealers or other persons
for providing distribution assistance, (ii) to otherwise
promote the sale of shares of each Portfolio, including
payment for the preparation, printing and distribution of
prospectuses and sales literature or other promotional
activities, and (iii) to compensate broker-dealers,
depository institutions and other financial intermediaries
for providing administrative, accounting and other services
with respect to each Portfolio's shareholders. A portion of
the distribution services fee that will not exceed, on an
annualized basis, .25% of the aggregate average daily net
assets of the Portfolio attributable to each of the Class A
shares, Class B shares, Class C shares and Class R shares
will constitute a service fee that will be used by the
Underwriter for personal service and/or the maintenance of
shareholder accounts within the meaning of NASD rules and
interpretations.
3. Section 5(f) of the Agreement is amended by deleting
it in its entirety and replacing it with the following:
(f) The Fund is not obligated to pay any
distribution expenses in excess of the distribution services
fee described above in Section 5(b) hereof. Any expenses of
distribution of a Portfolio's Class A shares accrued by the
Underwriter in one fiscal year of the Portfolio may not be
paid from distribution services fees received from the
Portfolio in respect of Class A shares in another fiscal
year. Any expenses of distribution of a Portfolio's Class B
shares, Class C shares or Class R shares accrued by the
Underwriter in one fiscal year of the Portfolio may be
carried forward and paid from distribution services fees
received from the Portfolio in respect of such class of
shares in another fiscal year. No portion of the
distribution services fees received from a Portfolio in
respect of Class A shares may be used to pay any interest
expense, carrying charges or other financing costs or
allocation of overhead of the Underwriter. The distribution
services fees received from a Portfolio in respect of Class
B shares, Class C shares and Class R shares may be used to
pay interest expenses, carrying charges and other financing
costs or allocation of overhead of the Underwriter to the
extent permitted by Securities and Exchange Commission
rules, regulations or Securities and Exchange Commission
staff no-action or interpretative positions in effect from
time to time. In the event this Agreement is terminated by
either party or is not continued with respect to a class of
shares as provided in Section 12 below: (i) no distribution
services fees (other than current amounts accrued but not
yet paid) will be owed by the Fund to the Underwriter with
respect to that class, and (ii) the Fund will not be
obligated to pay the Underwriter for any amounts expended
hereunder not previously reimbursed by a Portfolio from
distribution services fees in respect of shares of such
class or recovered through deferred sales charges. The
distribution services fee of a particular class may not be
used to subsidize the sale of shares of any other class.
IN WITNESS WHEREOF, the parties hereto have executed
this Amendment to the Agreement.
ALLIANCEBERNSTEIN BOND FUND, INC.
By: _________________________________
ALLIANCEBERNSTEIN INVESTMENT RESEARCH
AND MANAGEMENT, INC.
By: _________________________________
00250.0073 #430598
