Prepared by MERRILL CORPORATION

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

 

Date of Report (Date of earliest event reported)

 

December 21, 2001

 

 

 

ALLIANCE CAPITAL MANAGEMENT HOLDING L.P.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

1-9818

 

13-3434400

(State or other jurisdiction of

 

(Commission

 

(I.R.S. Employer

incorporation or organization)

 

File Number)

 

Identification Number)

 

 

1345 Avenue of the Americas, New York, New York

 

10105

(Address of principal executive offices)

 

(Zip Code)

 

 

Registrant’s telephone number, including area code

 

212-969-1000

 

 


 

Item 1.             Changes in Control of Registrant.

 

Not applicable.

 

Item 2.             Acquisition or Disposition of Assets.

 

Not applicable.

 

Item 3.             Bankruptcy or Receivership.

 

Not applicable.

 

Item 4.             Changes in Registrant’s Certifying Accountant.

 

Not applicable.

 

Item 5.             Other Events and Regulation FD Disclosure.

 

On December 21, 2001, a complaint entitled Roy v. Alliance Capital Management L.P. and Alliance Premier Growth Fund (“Roy Complaint”) was filed in federal district court in the Middle District of Florida, Tampa Division, against Alliance Capital Management L.P. (“Partnership”) and Alliance Premier Growth Fund (“Premier Growth Fund”) alleging violation of the Investment Company Act of 1940.  The principal allegations of the Roy Complaint are that the Partnership breached its duty of loyalty to Premier Growth Fund because one of the directors of the General Partner of the Partnership served as a director of Enron Corp. (“Enron”) when Premier Growth Fund purchased shares of Enron and as a consequence thereof the investment advisory fees paid to the Partnership by Premier Growth Fund should be returned as a means of recovering for Premier Growth Fund losses plaintiff alleges were caused by the alleged breach of the duty of loyalty.  Plaintiff seeks recovery of fees paid by Premier Growth Fund to the Partnership during the twelve months preceding the lawsuit.  The Partnership believes the plaintiff’s allegations are without merit and intends to vigorously defend against these allegations.  At the present time management of the Partnership is unable to estimate the impact, if any, that the outcome of this action may have on the Partnership’s results of operations or financial condition.

 

Item 6.             Resignations of Registrant’s Directors.

 

Not applicable.


Item 7.             Financial Statements and Exhibits.

 

(a)                                  Financial Statements of Businesses Acquired

 

None.

 

(b)                                 Pro Forma Financial Information

 

None.

 

(c)                                  Exhibits

 

None.

 

Item 8.  Change in Fiscal Year.

 

                                                                                                Not applicable.

 

Item 9.  Regulation FD Disclosure.

 

                                                                                                None.

 


SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

 

 

ALLIANCE CAPITAL MANAGEMENT HOLDING L.P.

Dated: January 10, 2002

 

 

By:

Alliance Capital Management

 

 

 

 

 

Corporation, General Partner

 

 

 

 

 

 

 

 

 

 

By:

/s/ David R. Brewer, Jr.

 

 

 

 

 

David R. Brewer, Jr.

 

 

 

 

 

Senior Vice President and

 

 

 

 

 

General Counsel