SCHEDULE 14A INFORMATION
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                AllianceBernstein Global High Income Fund, Inc.
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[A/B]
[LOGO]

                ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.
            ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
                ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND, INC.

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1345 Avenue of the Americas, New York, New York 10105
Toll Free (800) 221-5672

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                NOTICE OF JOINT ANNUAL MEETING OF STOCKHOLDERS
                                MARCH 31, 2016

To the stockholders of AllianceBernstein Global High Income Fund, Inc.
("AGHIF"), AllianceBernstein National Municipal Income Fund, Inc. ("ANMIF") and
Alliance California Municipal Income Fund, Inc. ("ACMIF"):

   Notice is hereby given that a Joint Annual Meeting of Stockholders (the
"Meeting") of AGHIF, ANMIF and ACMIF, each of which is a Maryland corporation
(each, a "Fund" and collectively, the "Funds"), will be held at the offices of
the Funds, 1345 Avenue of the Americas, 41/st/ Floor, New York, New York 10105,
on March 31, 2016 at 1:00 p.m., Eastern Time, for the following purposes, each
of which is more fully described in the accompanying Proxy Statement dated
February 22, 2016:

    1. To elect three Class One Directors of each Fund, each such Director to
       hold office for a term of three years and until his or her successor is
       duly elected and qualifies; and

    2. To transact such other business as may properly come before the Meeting
       or any postponement or adjournment thereof.

   Any stockholder of record of AGHIF, ANMIF or ACMIF at the close of business
on February 16, 2016 is entitled to notice of, and to vote at, the Meeting or
any postponement or adjournment thereof. The enclosed proxy is being solicited
on behalf of the Board of Directors of each Fund.

                                By Order of the Boards of Directors,

                                Emilie D. Wrapp
                                Secretary

New York, New York
February 22, 2016



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                            YOUR VOTE IS IMPORTANT

   PLEASE INDICATE YOUR VOTING INSTRUCTIONS ON THE ENCLOSED PROXY CARD, SIGN
AND DATE IT, AND RETURN IT IN THE ENVELOPE PROVIDED, WHICH NEEDS NO POSTAGE IF
MAILED IN THE UNITED STATES. YOU MAY ALSO, BY TELEPHONE OR THROUGH THE
INTERNET, AUTHORIZE PROXIES TO CAST YOUR VOTE. TO DO SO, PLEASE FOLLOW THE
INSTRUCTIONS ON THE ENCLOSED PROXY CARD. YOUR VOTE IS VERY IMPORTANT NO MATTER
HOW MANY SHARES YOU OWN. PLEASE COMPLETE, DATE, SIGN AND RETURN YOUR PROXY
PROMPTLY IN ORDER TO SAVE THE FUNDS ANY ADDITIONAL COST OF FURTHER PROXY
SOLICITATION AND IN ORDER FOR THE MEETING TO BE HELD AS SCHEDULED.

--------------------------------------------------------------------------------

The [A/B] Logo is a service mark of AllianceBernstein and AllianceBernstein(R)
is a registered trademark used by permission of its owner, AllianceBernstein
L.P.



                                PROXY STATEMENT

                ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.
            ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
                ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND, INC.

                          1345 AVENUE OF THE AMERICAS
                           NEW YORK, NEW YORK 10105

                               -----------------

                     JOINT ANNUAL MEETING OF STOCKHOLDERS
                                MARCH 31, 2016

                               -----------------

                                 INTRODUCTION

   This Proxy Statement is furnished in connection with the solicitation of
proxies on behalf of the respective Boards of Directors (collectively, the
"Board") of AllianceBernstein Global High Income Fund, Inc. ("AGHIF"),
AllianceBernstein National Municipal Income Fund, Inc. ("ANMIF") and Alliance
California Municipal Income Fund, Inc. ("ACMIF"), each of which is a Maryland
corporation (each, a "Fund" and collectively, the "Funds"), to be voted at a
Joint Annual Meeting of Stockholders of the Funds (the "Meeting"), to be held
at the offices of the Funds, 1345 Avenue of the Americas, New York, New York
10105, on March 31, 2016 at 1:00 p.m., Eastern Time. The solicitation will be
by mail and the cost for each Fund will be borne by that Fund. The Notice of
Meeting, Proxy Statement and Proxy Card are being mailed to stockholders on or
about February 22, 2016.

   Any stockholder who owned shares of AGHIF, ANMIF and ACMIF at the close of
business on February 16, 2016 (the "Record Date") is entitled to notice of, and
to vote at, the Meeting and any postponement or adjournment thereof. Each share
is entitled to one vote.

   As permitted by law, only one copy of this Proxy Statement may be delivered
to a Fund's stockholders residing at the same address, unless such stockholders
have notified the Fund of their desire to receive multiple copies of the
shareholder reports and proxy statements that the Fund sends. If you would like
to receive an additional copy, please call (800) 227-4618 or write to Cathleen
Crandall at AllianceBernstein L.P., 1345 Avenue of the Americas, New York, New
York 10105. The Fund will then promptly deliver, upon request, a separate copy
of this Proxy Statement to any stockholder residing at an address to which only
one copy was mailed. Stockholders of a Fund wishing to receive separate copies
of the Fund's shareholder reports and proxy statements in the future, and
stockholders sharing an address that wish to receive a single copy if they are
receiving multiple copies, should also send a request as indicated.

IMPORTANT NOTICE REGARDING AVAILABILITY OF PROXY MATERIALS FOR THE
STOCKHOLDERS' MEETING TO BE HELD ON THURSDAY, MARCH 31, 2016. THE PROXY
STATEMENT IS AVAILABLE ON THE INTERNET AT WWW.ABGLOBAL.COM/ABFUNDSPROXY.

                                      1



                                 PROPOSAL ONE
                             ELECTION OF DIRECTORS

   Under the Funds' respective Charters and Bylaws, the Board has been divided
into three classes of Directors serving staggered terms of three years.
Generally, one class of Directors is nominated each year by the Board for
election by the Fund's stockholders. For all of the Funds, the terms of Class
One Directors will expire as of the Meeting, the terms of Class Two Directors
will expire as of the annual meeting of stockholders to be held in 2017, and
the terms of Class Three Directors will expire as of the annual meeting of
stockholders to be held in 2018. Upon expiration of the terms of the Directors
of each class as set forth above, their successors in that class will be
elected to serve for a term of three years and until their successors are duly
elected and qualify.

   Under this classified Board structure, it would require two years of annual
meeting elections to change a majority of the Board of Directors of a Fund,
although Maryland law provides that stockholders may remove Directors under
certain circumstances, even if such Directors are not then standing for
re-election. This classified Board structure, which may be regarded as an
"anti-takeover" provision, may make it more difficult for a Fund's stockholders
to change the majority of Directors of the Fund and, thus, have the effect of
maintaining the continuity of management.

   At the Meeting, the holders of the preferred stock of ANMIF and ACMIF,
including each series of Auction Preferred Shares and of Variable Rate MuniFund
Term Preferred Shares, (the "Preferred Stockholders") will have equal voting
rights with the holders of the common stock of ANMIF and ACMIF (i.e., one vote
per share), respectively, and will vote together with the holders of the common
stock as a single class on proposals that may be properly presented at the
Meeting applicable to their respective Funds, except the Preferred Stockholders
of ANMIF and ACMIF, voting separately as a class, will have the right to elect
two Directors of their respective Fund ("Class One Preferred Directors").

   At the Meeting, Nancy P. Jacklin is standing for election as a Class One
Director of each Fund. Michael J. Downey and Robert M. Keith are standing for
election as Class One Directors of AGHIF. John H. Dobkin and Michael J. Downey
are standing for re-election as Class One Preferred Directors of ANMIF and
ACMIF. Each nominee has consented to serve as a Director. The Board knows of no
reason why any of the nominees will be unable to serve, but in the event any
nominee is unable to serve, or for good cause will not serve, the proxies
received indicating a vote in favor of such nominee will be voted for such
substitute nominee as the Board may recommend.

   The affirmative vote of a majority of the votes entitled to be cast is
required to elect a Director. The affirmative vote of a majority of the votes
entitled to be cast by each Fund's Preferred Stockholders, voting separately,
is required to elect a Preferred Director. It is the intention of the persons
named in the enclosed proxy to vote in favor of the election of each of the
nominees.

                                      2



   Certain information concerning the Funds' Directors and the nominees is set
forth below.



                                                                                  NUMBER OF
                            YEAR                                                 PORTFOLIOS
                            TERM                                                     IN      OTHER PUBLIC
                            AS A                                                   AB FUND   DIRECTORSHIPS
                           DIRECTOR                 PRINCIPAL OCCUPATION(S)        COMPLEX    CURRENTLY
     NAME, ADDRESS*         WILL     YEARS OF        DURING PAST 5 YEARS          OVERSEEN     HELD BY
         AND AGE           EXPIRE    SERVICE**            OR LONGER              BY DIRECTOR   DIRECTOR
-------------------------- --------  ---------- -------------------------------- ----------- --------------
                                                                              
INDEPENDENT
DIRECTORS
Chairman of the Board      Class     Each       Private Investor since prior to      110     Xilinx, Inc.
Marshall C. Turner, Jr.,#  Three     Fund: 11   2011. Former Chairman and                    (programmable
74                         (2018)               CEO of Dupont Photomasks,                    logic semi-
                                                Inc. (components of semi-                    conductors)
                                                conductor manufacturing).                    since 2007
                                                He has extensive operating
                                                leadership and venture capital
                                                investing experience,
                                                including five interim or full-
                                                time CEO roles, and prior
                                                service as general partner of
                                                institutional venture capital
                                                partnerships. He also has
                                                extensive non-profit board
                                                leadership experience, and
                                                currently serves on the boards
                                                of two education and science-
                                                related non-profit
                                                organizations. He has served
                                                as a director of one AB fund
                                                since 1992, and director or
                                                trustee of multiple AB Funds
                                                since 2005. He has been
                                                Chairman of the AB Funds
                                                since January 2014, and the
                                                Chairman of the Independent
                                                Directors Committees of such
                                                Funds since February 2014.

John H. Dobkin,#           Class     AGHIF: 23  Independent Consultant since         110     None
74                         One       ANMIF and  prior to 2011. Formerly,
                           (ANMIF    ACMIF: 14  President of Save Venice,
                           and                  Inc. (preservation
                           ACMIF                organization) from 2001-
                           2019) +              2002; Senior Adviser from
                           Class                June 1999-June 2000 and
                           Two                  President of Historic Hudson
                           (AGHIF               Valley (historic preservation)
                           2017)                from December 1989-May
                                                1999. Previously, Director of
                                                the National Academy of
                                                Design. He has served as a
                                                director or trustee of various
                                                AB Funds since 1992 and as
                                                Chairman of the Audit
                                                Committees of a number of
                                                such Funds from 2001-2008.


                                      3





                                                                                NUMBER OF
                          YEAR                                                 PORTFOLIOS
                          TERM                                                     IN       OTHER PUBLIC
                          AS A                                                   AB FUND   DIRECTORSHIPS
                         DIRECTOR                 PRINCIPAL OCCUPATION(S)        COMPLEX     CURRENTLY
    NAME, ADDRESS*        WILL     YEARS OF        DURING PAST 5 YEARS          OVERSEEN      HELD BY
        AND AGE          EXPIRE    SERVICE**            OR LONGER              BY DIRECTOR    DIRECTOR
------------------------ --------  ---------- -------------------------------- ----------- ---------------
                                                                            
Michael J. Downey,#      Class     Each       Private Investor since prior to      110     Asia Pacific
72                       One       Fund: 11   2011. Formerly, managing                     Fund, Inc.
                         (Each                partner of Lexington Capital,                (registered
                         Fund                 LLC (investment advisory                     investment
                         2019) +              firm) from December 1997                     company)
                                              until December 2003. He                      since prior to
                                              served as a Director of the                  2011
                                              Merger Fund (registered
                                              investment company) since
                                              prior to 2011 until 2013. He
                                              also served as a Director of
                                              Prospect Acquisition Corp.
                                              (financial services) from 2007
                                              until 2009. From 1987 until
                                              1993, Chairman and CEO of
                                              Prudential Mutual Fund
                                              Management, director of the
                                              Prudential mutual funds, and
                                              member of the Executive
                                              Committee of Prudential
                                              Securities Inc. He has served
                                              as a director or trustee of the
                                              AB Funds since 2005 and is
                                              director and chairman of one
                                              other investment company.

William H. Foulk, Jr.,#  Class     AGHIF: 23  Investment Adviser and an            110     None
83                       Two       ANMIF and  Independent Consultant since
                         (2017)    ACMIF: 14  prior to 2011. Previously, he
                                              was Senior Manager of
                                              Barrett Associates, Inc., a
                                              registered investment adviser.
                                              He was formerly Deputy
                                              Comptroller and Chief
                                              Investment Officer of the
                                              State of New York and, prior
                                              thereto, Chief Investment
                                              Officer of the New York
                                              Bank for Savings. He has
                                              served as a director or trustee
                                              of various AB Funds since
                                              1983, and was Chairman of
                                              the Independent Directors
                                              Committees of the AB Funds
                                              from 2003 until early
                                              February 2014. He served as
                                              Chairman of such AB Funds
                                              from 2003 through
                                              December 2013. He is also
                                              active in a number of mutual
                                              fund related organizations
                                              and committees.


                                      4





                                                                           NUMBER OF
                     YEAR                                                 PORTFOLIOS
                     TERM                                                     IN      OTHER PUBLIC
                     AS A                                                   AB FUND   DIRECTORSHIPS
                    DIRECTOR                 PRINCIPAL OCCUPATION(S)        COMPLEX    CURRENTLY
  NAME, ADDRESS*     WILL     YEARS OF        DURING PAST 5 YEARS          OVERSEEN     HELD BY
     AND AGE        EXPIRE    SERVICE**            OR LONGER              BY DIRECTOR   DIRECTOR
------------------- --------  ---------  -------------------------------- ----------- -------------
                                                                       
D. James Guzy,#     Class     Each       Chairman of the Board of             110         None
79                  Two       Fund: 11   SRC Computers, Inc. (semi-
                    (Each                conductors), with which he
                    Fund                 has been associated since
                    2017)                prior to 2011. He served as
                                         Chairman of the Board of
                                         PLX Technology (semi-
                                         conductors) since prior to
                                         2011 until November 2013.
                                         He was a director of Intel
                                         Corporation (semi-
                                         conductors) from 1969 until
                                         2008, and served as Chairman
                                         of the Finance Committee of
                                         such company for several
                                         years until May 2008. He has
                                         served as a director or trustee
                                         of one or more of the AB
                                         Funds since 1982.

Nancy P. Jacklin,#  Class     Each       Professorial Lecturer at the         110         None
67                  One       Fund: 10   Johns Hopkins School of
                    (Each                Advanced International
                    Fund                 Studies (2008-2015). U.S.
                    2019) +              Executive Director of the
                                         International Monetary Fund
                                         (which is responsible for
                                         ensuring the stability of the
                                         international monetary
                                         system), (December 2002-
                                         May 2006); Partner, Clifford
                                         Chance (1992-2002); Sector
                                         Counsel, International
                                         Banking and Finance, and
                                         Associate General Counsel,
                                         Citicorp (1985-1992);
                                         Assistant General Counsel
                                         (International), Federal
                                         Reserve Board of Governors
                                         (1982-1985); and Attorney
                                         Advisor, U.S. Department of
                                         the Treasury (1973-1982).
                                         Member of the Bar of the
                                         District of Columbia and of
                                         New York; and member of
                                         the Council on Foreign
                                         Relations. She has served as
                                         a director or trustee of the AB
                                         Funds since 2006 and has
                                         been Chairman of the
                                         Governance and Nominating
                                         Committees of the AB Funds
                                         since August 2014.


                                      5





                                                                       NUMBER OF
                   YEAR                                               PORTFOLIOS
                   TERM                                                   IN      OTHER PUBLIC
                   AS A                                                 AB FUND   DIRECTORSHIPS
                  DIRECTOR                PRINCIPAL OCCUPATION(S)       COMPLEX    CURRENTLY
 NAME, ADDRESS*    WILL     YEARS OF       DURING PAST 5 YEARS         OVERSEEN     HELD BY
    AND AGE       EXPIRE    SERVICE**           OR LONGER             BY DIRECTOR   DIRECTOR
----------------- --------  ---------  ------------------------------ ----------- -------------
                                                                   
Garry L. Moody,#   Class    Each       Independent Consultant.            110         None
63                 Three    Fund: 8    Formerly, Partner, Deloitte &
                   (Each               Touche LLP 1995-2008,
                   Fund                where he held a number of
                   2018)               senior positions, including
                                       Vice Chairman, and U.S. and
                                       Global Investment
                                       Management Practice
                                       Managing Partner; President,
                                       Fidelity Accounting and
                                       Custody Services Company
                                       (1993-1995); and Partner,
                                       Ernst & Young LLP (1975-
                                       1993), where he served as the
                                       National Director of Mutual
                                       Fund Tax Services and
                                       Managing Partner of its
                                       Chicago Office Tax
                                       Department. He is a member
                                       of the Trustee Advisory
                                       Board of BoardIQ, a
                                       biweekly publication focused
                                       on issues and news affecting
                                       directors of mutual funds. He
                                       has served as a director or
                                       trustee and as Chairman of
                                       the Audit Committees of the
                                       AB Funds since 2008.

Earl D. Weiner,#   Class    Each       Of Counsel, and Partner            110         None
76                 Three    Fund: 9    prior to January 2007, of
                   (Each               the law firm Sullivan &
                   Fund                Cromwell LLP and is a
                   2018)               former member of the ABA
                                       Federal Regulation of
                                       Securities Committee Task
                                       Force to draft editions of
                                       the Fund Director's
                                       Guidebook. He also serves
                                       as a director or trustee of
                                       various non-profit
                                       organizations and has
                                       served as Chairman or Vice
                                       Chairman of a number of
                                       them. He has served as a
                                       director or trustee of the
                                       AB Funds since 2007 and
                                       served as Chairman of the
                                       Governance and
                                       Nominating Committees of
                                       the AB Funds from 2007
                                       until August 2014.


                                      6





                                                                         NUMBER OF
                     YEAR                                               PORTFOLIOS
                     TERM                                                   IN      OTHER PUBLIC
                     AS A                                                 AB FUND   DIRECTORSHIPS
                    DIRECTOR                PRINCIPAL OCCUPATION(S)       COMPLEX    CURRENTLY
  NAME, ADDRESS*     WILL     YEARS OF       DURING PAST 5 YEARS         OVERSEEN     HELD BY
     AND AGE        EXPIRE    SERVICE**           OR LONGER             BY DIRECTOR   DIRECTOR
------------------- --------  ---------  ------------------------------ ----------- -------------
                                                                     
INTERESTED
DIRECTOR
Robert M. Keith,++  Class     Each       Senior Vice President of           110         None
1345 Avenue of the  One       Fund: 7    AllianceBernstein L.P. (the
 Americas           (AGHIF               "Adviser")+++ and head of
New York, NY 10105  2019)+               AllianceBernstein
55                  Class                Investments, Inc.
                    Two                  ("ABI")+++ since July 2008;
                    (ANMIF               Director of ABI and
                    and                  President of the AB Mutual
                    ACMIF                Funds. Previously, he served
                    2017)                as Executive Managing
                                         Director of ABI from
                                         December 2006 to June
                                         2008. Prior to joining ABI in
                                         2006, he served as Executive
                                         Managing Director of
                                         Bernstein Global Wealth
                                         Management, and prior
                                         thereto, Senior Managing
                                         Director and Global Head of
                                         Client Service and Sales of
                                         the Adviser's institutional
                                         investment management
                                         business since 2004. Prior
                                         thereto, he was Managing
                                         Director and Head of North
                                         American Client Service and
                                         Sales in the Adviser's
                                         institutional investment
                                         management business, with
                                         which he has been associated
                                         since prior to 2004.

--------
*  The address for each of the Fund's Independent Directors is c/o
   AllianceBernstein L.P., Attention: Philip L. Kirstein, 1345 Avenue of the
   Americas, New York, NY 10105.
** "Years of Service" refers to the total number of years served as a Director.
#  Member of the Audit Committee, the Governance and Nominating Committee, and
   the Independent Directors Committee for each Fund.
+  If elected at the Meeting.
++ Mr. Keith is an "interested person," as defined in Section 2(a)(19) of the
   Investment Company Act of 1940 (the "1940 Act"), of each Fund due to his
   position as a Senior Vice President of the Adviser.
+++The Adviser and ABI are affiliates of each Fund.

                                      7



   In addition to the public company directorships currently held by the
Directors set forth in the table above, Mr. Turner was a director of SunEdison,
Inc. (solar materials and power plants) since prior to 2011 until July 2014,
Mr. Guzy was a director of Cirrus Logic Corporation (semi-conductors) from
prior to 2011 until July 2011, and Mr. Moody was a director of Greenbacker
Renewable Energy Company LLC (renewable energy and energy efficiency projects)
from August 2013 until January 2014.

   The dollar range of the Funds' securities beneficially owned by each
Director, and the aggregate dollar range of securities owned in the funds
overseen by the Director within the AB Fund Complex are set forth below.



                                                        AGGREGATE DOLLAR
                                                         RANGE OF EQUITY
                                                        SECURITIES IN THE
                             DOLLAR RANGE OF EQUITY   FUNDS OVERSEEN IN THE
                             SECURITIES IN THE FUNDS     AB FUND COMPLEX
                             AS OF DECEMBER 31, 2015 AS OF DECEMBER 31, 2015
                             ----------------------  -----------------------
                                            
    Independent Directors
    ---------------------
    John H. Dobkin           AGHIF:    $1-$10,000         Over $100,000
    Michael J. Downey                     None            Over $100,000
    William H. Foulk, Jr.    AGHIF:  $10,001-$50,000      Over $100,000
                             ANMIF:    $1-$10,000         Over $100,000
    D. James Guzy            AGHIF:  $10,001-$50,000      Over $100,000
    Nancy P. Jacklin         AGHIF:  $10,001-$50,000      Over $100,000
    Garry L. Moody                        None            Over $100,000
    Marshall C. Turner, Jr.               None            Over $100,000
    Earl D. Weiner           AGHIF:  $10,001-$50,000      Over $100,000

    Interested Director
    -------------------
    Robert M. Keith                       None                None


   The management of the business and affairs of the Funds are overseen by the
Board. Directors who are not "interested persons" of the Funds as defined in
the 1940 Act, are referred to as "Independent Directors," and the Director who
is an "interested person" of the Funds is referred to as an "Interested
Director." Certain information concerning each Director and the Funds'
governance structure is set forth below.

   Experience, Skills, Attributes and Qualifications of the Funds' Directors.
The Governance and Nominating Committee of the Board, which is composed of
Independent Directors, reviews the experience, qualifications, attributes and
skills of potential candidates for nomination or election by the Board, and
conducts a similar review in connection with the proposed nomination of current
Directors for re-election by stockholders at any annual or special meeting of
stockholders. In evaluating a candidate for nomination or election as a
Director, the Governance and Nominating Committee takes into account the
contribution that the candidate would be expected to make to the diverse mix of
experience, qualifications, attributes and skills that the Governance and
Nominating Committee believes contributes to good governance for the Fund.
Additional information concerning the Governance and Nominating Committee's
consideration of nominees appears in the description of the Committee below.

                                      8



   The Board believes that, collectively, the Directors have balanced and
diverse experience, qualifications, attributes and skills, which allow the
Board to operate effectively in governing the Funds and protecting the
interests of stockholders. The Board has concluded that, based on each
Director's experience, qualifications, attributes and skills on an individual
basis and in combination with those of the other Directors, each Director is
qualified and should continue to serve as such.

   In determining that a particular Director was and continues to be qualified
to serve as a Director, the Board has considered a variety of criteria, none of
which, in isolation, was controlling. In addition, the Board has taken into
account the actual service and commitment of each Director during his or her
tenure (including the Director's commitment and participation in Board and
committee meetings, as well as his or her current and prior leadership of
standing and ad hoc committees) in concluding that each should continue to
serve as a Director. Additional information about the specific experience,
skills, attributes and qualifications of each Director, which in each case led
to the Board's conclusion that the Director should serve (or continue to serve)
as a Director, is provided in the table above and in the next paragraph.

   Among other attributes and qualifications common to all Directors are their
ability to review critically, evaluate, question and discuss information
provided to them (including information requested by the Directors), to
interact effectively with the Adviser, other service providers, counsel and the
Fund's independent registered public accounting firm, and to exercise effective
business judgment in the performance of their duties as Directors. In addition
to his or her service as a Director of the Fund and other AB Funds as noted in
the table above: Mr. Dobkin has experience as an executive of a number of
organizations and served as Chairman of the Audit Committees of many of the AB
Funds from 2001 to 2008; Mr. Downey has experience in the investment advisory
business including as Chairman and Chief Executive Officer of a large fund
complex and as director of a number of non-AB funds and as Chairman of a non-AB
closed-end fund; Mr. Foulk has experience in the investment advisory and
securities businesses, including as Deputy Comptroller and Chief Investment
Officer of the State of New York (where his responsibilities included bond
issuances, cash management and oversight of the New York Common Retirement
Fund), served as Chairman of the Independent Directors Committees from 2003
until early February 2014, served as Chairman of the AB Funds from 2003 through
December 2013, and is active in a number of mutual fund related organizations
and committees; Mr. Guzy has experience as a corporate director including as
Chairman of a public company and Chairman of the Finance Committee of a large
public technology company; Ms. Jacklin has experience as a financial services
regulator, as U.S. Executive Director of the International Monetary Fund (which
is responsible for ensuring the stability of the international monetary
system), as a financial services lawyer in private practice, and has served as
Chairman of the Governance and Nominating Committees of the AB Funds since
August 2014; Mr. Keith has experience as an executive of the Adviser with
responsibility for, among other things, the AB Funds; Mr. Moody has experience
as a certified public accountant including experience as Vice Chairman and U.S.
and

                                      9



Global Investment Management Practice Partner for a major accounting firm, is a
member of both the governing council of an organization of independent
directors of mutual funds, and the Trustee Advisory Board of BoardIQ, a
biweekly publication focused on issues and news affecting directors of mutual
funds, and has served as a director or trustee and Chairman of the Audit
Committees of the AB Funds since 2008; Mr. Turner has experience as a director
(including as Chairman and Chief Executive officer of a number of companies)
and as a venture capital investor including prior service as general partner of
various institutional venture capital partnerships, and has served as Chairman
of the AB Funds since January 2014 and the Chairman of the Independent
Directors Committees of such Funds since February 2014; and Mr. Weiner has
experience as a securities lawyer whose practice includes registered investment
companies and as director or trustee of various non-profit organizations and
Chairman or Vice Chairman of a number of them, and served as Chairman of the
Governance and Nominating Committees of the AB Funds from 2007 until August
2014. The disclosure herein of a director's experience, qualifications,
attributes and skills does not impose on such director any duties, obligations,
or liability that are greater than the duties, obligations and liability
imposed on such director as a member of the Board and any committee thereof in
the absence of such experience, qualifications, attributes and skills.

   Board Structure and Oversight Function. The Board is responsible for
oversight of the Funds. Each Fund has engaged the Adviser to manage the Fund on
a day-to-day basis. The Board is responsible for overseeing the Adviser and the
Funds' other service providers in the operations of each Fund in accordance
with its investment objective and policies, and otherwise in accordance with
the Fund's prospectus, the requirements of the 1940 Act and other applicable
Federal laws, applicable state laws and the Fund's charter and bylaws. The
Board meets in-person at regularly scheduled meetings eight times throughout
the year. In addition, the Directors may meet in-person or by telephone at
special meetings or on an informal basis at other times. The Independent
Directors also regularly meet without the presence of any representatives of
management. As described below, the Board has established three standing
committees - the Audit Committee, the Governance and Nominating Committee and
the Independent Directors Committee - and may establish ad hoc committees or
working groups from time to time to assist the Board in fulfilling its
oversight responsibilities. Each committee is composed exclusively of
Independent Directors. The responsibilities of each committee, including its
oversight responsibilities, are described further below. The Independent
Directors have also engaged independent legal counsel, and may from time to
time engage consultants and other advisors, to assist them in performing their
oversight responsibilities.

   An Independent Director serves as Chairman of the Board. The Chairman's
duties include setting the agenda for each Board meeting in consultation with
management, presiding at each Board meeting, meeting with management between
Board meetings and facilitating communication and coordination between the
Independent Directors and management. The Directors have determined that the

                                      10



Board's leadership by an Independent Director and its committees composed
exclusively of Independent Directors is appropriate because they believe this
structure sets the proper tone for the relationships between the Funds, on the
one hand, and the Adviser and other service providers, on the other, and
facilitates the exercise of the Board's independent judgment in evaluating and
managing such relationships. In addition, each Fund is required to have an
Independent Director as Chairman pursuant to certain 2003 regulatory
settlements involving the Adviser.

   Risk Oversight. Each Fund is subject to a number of risks, including
investment, compliance and operational risks, including cyber risks. Day-to-day
risk management with respect to the Funds resides with the Adviser or other
service providers (depending on the nature of the risk), subject to supervision
by the Adviser. The Board has charged the Adviser and its affiliates with
(i) identifying events or circumstances, the occurrence of which could have
demonstrable and material adverse effects on the Funds; (ii) to the extent
appropriate, reasonable or practicable, implementing processes and controls
reasonably designed to lessen the possibility that such events or circumstances
occur or to mitigate the effects of such events or circumstances if they do
occur; and (iii) creating and maintaining a system designed to evaluate
continuously, and to revise as appropriate, the processes and controls
described in (i) and (ii) above.

   Risk oversight forms part of the Board's general oversight of the Funds'
investment programs and operations, and is addressed as part of various regular
Board and committee activities. Each Fund's investment management and business
affairs are carried out by or through the Adviser and other service providers.
Each of these persons has an independent interest in risk management but the
policies and the methods by which one or more risk management functions are
carried out may differ from the Fund's and each other's in the setting of
priorities, the resources available or the effectiveness of relevant controls.
Oversight of risk management is provided by the Board and the Audit Committee.
The Directors regularly receive reports from, among others, management
(including the Chief Risk Officer and the Global Heads of Investment Risk and
Trading Risk of the Adviser), each Fund's Senior Officer (who is also the
Fund's Independent Compliance Officer), each Fund's Chief Compliance Officer,
each Fund's independent registered public accounting firm and counsel, the
Adviser's Chief Compliance Officer and internal auditors for the Adviser, as
appropriate, regarding risks faced by the Funds and the Adviser's risk
management programs. In addition, the Directors receive regular updates on
cyber security matters from the Adviser.

   Not all risks that may affect the Funds can be identified, nor can controls
be developed to eliminate or mitigate their occurrence or effects. It may not
be practical or cost-effective to eliminate or mitigate certain risks.
Processes and controls employed to address certain risks may be limited in
their effectiveness, and some risks are simply beyond the reasonable control of
the Funds or the Adviser, its affiliates or other service providers. Moreover,
it is necessary for the Funds to bear certain risks (such as investment-related
risks) to achieve the Funds' goals. As a

                                      11



result of the foregoing and other factors, the Funds' ability to manage risk is
subject to substantial limitations.

   During each Fund's fiscal year ended in 2015, the Board of AGHIF met nine
times, and the Board of ANMIF and ACMIF met eight times. The Funds do not have
a policy that requires a Director to attend annual meetings of stockholders.

   Board Committees. The Board has three standing committees: the Audit
Committee, the Governance and Nominating Committee and the Independent
Directors Committee. The members of the Committees are identified above in the
table listing the Directors.

   The function of the Audit Committee is to assist the Board in its oversight
of each Fund's accounting and financial reporting policies and practices. The
members of the Audit Committee are "independent" as required by applicable
listing standards of the New York Stock Exchange. During each Fund's fiscal
year ended 2015, the Audit Committee of AGHIF met two times; of ANMIF, two
times; and of ACMIF, two times.

   The Board has adopted a charter for its Governance and Nominating Committee,
a current copy of which is available at www.abglobal.com (under "Menu," click
on "Americas," then "Individual Investors," then "US (US Citizens)," then
"Investments," then "Closed-End Funds," then the name of a Fund (e.g.,
"AllianceBernstein Global High Income Fund"), then "Governance and Nominating
Committee Charter"). Pursuant to the charter of the Governance and Nominating
Committee, the Committee assists the Board in carrying out its responsibilities
with respect to Fund governance and identifies, evaluates and selects and
nominates candidates for the Board. The Committee may also set standards or
qualifications for Directors and reviews at least annually the performance of
each Director, taking into account factors such as attendance at meetings,
adherence to Board policies, preparation for and participation at meetings,
commitment and contribution to the overall work of the Board and its
committees, and whether there are health or other reasons that might affect a
Director's ability to perform his or her duties. The Committee may consider
candidates as Directors submitted by a Fund's current Board members, officers,
the Adviser, stockholders (subject to the following paragraph), and other
appropriate sources.

   Pursuant to the charter, the Governance and Nominating Committee will
consider candidates submitted by a stockholder or group of stockholders who
have beneficially owned at least 5% of a Fund's outstanding common stock for at
least two years prior to the time of submission and who timely provide
specified information about the candidates, and the nominating stockholder or
group. To be timely for consideration by the Committee, the submission,
including all required information, must be submitted in writing to the
attention of the Secretary at the principal executive offices of the Funds not
less than 120 days before the date of the proxy statement for the previous
year's annual meeting of stockholders. The Committee will consider only one
candidate submitted by such a stockholder or

                                      12



group of stockholders for nomination for election at an annual meeting of
stockholders. The Committee will not consider self-nominated candidates.

   The Governance and Nominating Committee will consider and evaluate
candidates submitted by stockholders on the basis of the same criteria as those
used to consider and evaluate candidates submitted from other sources. These
criteria include the candidate's relevant knowledge, experience and expertise,
the candidate's ability to carry out his or her duties in the best interests of
the Funds, and the candidate's ability to qualify as an Independent Director.
When assessing a candidate for nomination, the Committee considers whether the
individual's background, skills, and experience will complement the background,
skills and experience of other nominees and will contribute to the diversity of
the Board. During the Fund's fiscal year ended 2015, the Governance and
Nominating Committee of AGHIF met three times; of ANMIF, three times; of ACMIF,
three times.

   The function of the Independent Directors Committee is to consider and take
action on matters that the Committee or the Board believes should be addressed
in executive session of the Independent Directors, such as review and approval
of the Advisory and Shareholder Inquiry Agency Agreements. During each Fund's
fiscal year ended in 2015, the Independent Directors Committee of each Fund met
six times. The Independent Directors meet in executive session without
representation of management present at every Board meeting. In the fiscal year
ended in 2015, the approval of the Advisory and Shareholder Inquiry Agency
Agreements of each Fund was considered at the November 3, 2015 meetings of the
Independent Directors Committee.

   The Board has adopted a process for stockholders to send communications to
the Board. To communicate with the Board or an individual Director of a Fund, a
stockholder must send a written communication to the Fund's principal office at
the address listed in the Notice of Joint Annual Meeting of Stockholders
accompanying this Proxy Statement, addressed to the Board or the individual
Director. All stockholder communications received in accordance with this
process will be forwarded to the Board or the individual Director to whom or to
which the communication is addressed.

   Board Compensation. None of the Funds pays any fees to, or reimburses
expenses of, any Director during a time when the Director is considered an
"interested person" of the Fund. Information concerning the aggregate
compensation paid by the Funds to the Directors during each Fund's fiscal year
ended 2015; the aggregate compensation paid to the Directors during calendar
year 2015 by all of the investment companies overseen by the Director within
the AB Fund Complex; the total number of investment companies in the AB Fund
Complex for which each Director serves as a director or trustee; and the number
of investment portfolios for which each Director serves as a director or
trustee, is set forth below. Neither the Funds nor any other investment company
in the AB Fund Complex provides compensation in the form of pension or
retirement benefits to any of its directors or trustees.

                                      13





                                                                             NUMBER OF
                                                             NUMBER OF      INVESTMENT
                                                             INVESTMENT     PORTFOLIOS
                                                          COMPANIES IN THE  WITHIN THE
                                                              AB FUND         AB FUND
                                            COMPENSATION      COMPLEX,       COMPLEX,
                                              FROM THE     INCLUDING THE   INCLUDING THE
                         COMPENSATION          AB FUND      FUNDS, AS TO   FUNDS, AS TO
                           FROM THE           COMPLEX,       WHICH THE       WHICH THE
                         FUNDS DURING       INCLUDING THE  DIRECTOR IS A   DIRECTOR IS A
                         THEIR FISCAL YEARS FUNDS, DURING   DIRECTOR OR     DIRECTOR OR
   NAME OF DIRECTOR       ENDED 2015            2015          TRUSTEE         TRUSTEE
------------------------ ------------------ ------------- ---------------- -------------
                                                            
Independent Directors
John H. Dobkin           $5,527    AGHIF      $285,000           29             110
                         $3,434    ANMIF
                         $3,434    ACMIF
Michael J. Downey        $5,527    AGHIF      $285,000           29             110
                         $3,434    ANMIF
                         $3,434    ACMIF
William H. Foulk, Jr.    $5,527    AGHIF      $285,000           29             110
                         $3,434    ANMIF
                         $3,434    ACMIF
D. James Guzy            $5,527    AGHIF      $285,000           29             110
                         $3,434    ANMIF
                         $3,434    ACMIF
Nancy P. Jacklin         $5,753    AGHIF      $303,000           29             110
                         $3,660    ANMIF
                         $3,660    ACMIF
Garry L. Moody           $6,259    AGHIF      $320,000           29             110
                         $3,874    ANMIF
                         $3,874    ACMIF
Marshall C. Turner, Jr.  $9,603    AGHIF      $480,000           29             110
                         $5,883    ANMIF
                         $5,883    ACMIF
Earl D. Weiner           $5,677    AGHIF      $285,000           29             110
                         $3,434    ANMIF
                         $3,434    ACMIF


   THE BOARD UNANIMOUSLY RECOMMENDS THAT THE STOCKHOLDERS VOTE FOR EACH OF THE
NOMINEES FOR DIRECTOR IN PROPOSAL ONE. FOR EACH FUND, APPROVAL OF PROPOSAL ONE
REQUIRES THE AFFIRMATIVE VOTE OF A MAJORITY OF THE VOTES ENTITLED TO BE CAST.

                     PROXY VOTING AND STOCKHOLDER MEETING

   All properly executed and timely received proxies will be voted at the
Meeting in accordance with the instructions marked thereon or as otherwise
provided therein. Accordingly, unless instructions to the contrary are marked
on the proxies, the votes will be cast for the election of the nominees as
Directors for each Fund. If

                                      14



no specification is made on a properly executed proxy, it will be voted for the
matters specified on the Proxy Card in the manner recommended by the Board. Any
stockholder may revoke that stockholder's proxy at any time prior to exercise
thereof by (i) giving written notice to the Secretary of the Funds at 1345
Avenue of the Americas, New York, New York 10105, (ii) signing and delivering
to the Secretary another proxy of a later date, or (iii) voting in person at
the Meeting.

   Properly executed proxies may be returned with instructions to abstain from
voting or to withhold authority to vote (an "abstention") or may represent a
broker "non-vote" (which is a proxy from a broker or nominee indicating that
the broker or nominee has not received instructions from the beneficial owner
or other person entitled to vote shares on a particular matter with respect to
which the broker or nominee does not have discretionary power to vote). For
each Fund, the election of the nominees as Director in Proposal One requires
the affirmative vote of a majority of the votes entitled to be cast. Any
abstention or broker non-vote will be considered present for purposes of
determining the existence of a quorum but will have the effect of a vote
against Proposal One. If any proposal, other than Proposal One, properly comes
before the Meeting, shares represented by proxies will be voted on all such
proposals in the discretion of the person or persons holding the proxies. The
Funds have not received notice of, and are not otherwise aware of, any other
matter to be presented at the Meeting.

   For each Fund, a quorum for the Meeting will consist of the presence in
person or by proxy of the holders of a majority of the total outstanding shares
of common stock, and preferred stock, as applicable, of the Fund. In the event
that (i) a quorum is not present at the Meeting for a Fund; or (ii) a quorum is
present but sufficient votes in favor of the position recommended by the Board
for Proposal One (as described in the Proxy Statement) have not been timely
received, the Chairman of the Meeting may authorize, or the persons named as
proxies may propose and vote for, one or more adjournments of the Meeting up to
120 days after the Record Date for that Fund, with no other notice than an
announcement at the Meeting, in order to permit further solicitation of
proxies. If a proposal to adjourn the Meeting is submitted to stockholders,
shares represented by proxies indicating a vote contrary to the position
recommended by the Board will be voted against adjournment of the Meeting.

   The Meeting is scheduled as a joint meeting of the stockholders of the
Funds, because the stockholders of all the Funds are to consider and vote on
the election of Directors. Stockholders of each Fund will vote separately on
the election of Directors for that Fund and on any other matter that may
properly come before the Meeting for such Fund. As described above, Preferred
Stockholders will have equal voting rights with the holders of the common stock
of ANMIF and ACMIF, respectively, and will vote together with the holders of
the common stock on any proposal that may be properly presented at the Meeting
applicable to their respective Funds, except that the Preferred Stockholders of
each of ANMIF and ACMIF, voting separately as a class,

                                      15



have the right to elect two Class One Preferred Directors of their respective
Fund. An unfavorable vote by the stockholders of one Fund will not affect the
vote on the election of Directors or on any other matter by the stockholders of
another Fund.

   Each Fund has engaged Computershare Fund Services (the "Proxy Solicitor"),
to assist in soliciting proxies for the Meeting. The Proxy Solicitor will
receive a total fee of approximately $6,000 for its services, to be divided
equally among the Funds ($2,000 per Fund).

OTHER INFORMATION

OFFICERS OF THE FUNDS
---------------------

   Certain information concerning the Funds' officers is set forth below. Each
officer is elected annually by the Board and serves a one-year term until his
or her successor is duly elected and qualifies.



NAME, ADDRESS*                         POSITION(S) (MONTH AND YEAR            PRINCIPAL OCCUPATION DURING
AND AGE                                YEAR FIRST ELECTED)                    PAST 5 YEARS (OR LONGER)
-------------------------------------  -------------------------------------  -----------------------------
                                                                        
Robert M. Keith                        President and Chief Executive          See biography above.
55                                     Officer, all Funds (9/08)

Philip L. Kirstein                     Senior Vice President and Independent  Senior Vice President and
70                                     Compliance Officer, all Funds (10/04)  Independent Compliance
                                                                              Officer of the funds in the
                                                                              AB Fund Complex, with
                                                                              which he has been
                                                                              associated since 2004. Prior
                                                                              thereto, he was Of Counsel
                                                                              to Kirkpatrick & Lockhart,
                                                                              LLP from October 2003-
                                                                              October 2004, and General
                                                                              Counsel of Merrill Lynch
                                                                              Investment Managers, L.P.
                                                                              since prior to March 2003.

Robert (Guy) B. Davidson III           Senior Vice President,                 Senior Vice President of the
54                                     ANMIF (4/02)                           Adviser**, with which he
                                       ACMIF (4/02)                           has been associated since
                                                                              prior to 2011.

Douglas J. Peebles                     Senior Vice President,                 Senior Vice President of the
50                                     ANMIF (6/04)                           Adviser**, with which he
                                       ACMIF (6/04)                           has been associated since
                                                                              prior to 2011.

Fred S. Cohen                          Vice President,                        Senior Vice President of the
57                                     ACMIF (10/05)                          Adviser**, with which he
                                       ANMIF (10/05)                          has been associated since
                                                                              prior to 2011.

Paul J. DeNoon                         Vice President,                        Senior Vice President of the
53                                     AGHIF (4/94)                           Adviser**, with which he
                                                                              has been associated since
                                                                              prior to 2011.


                                      16





NAME, ADDRESS*                         POSITION(S) (MONTH AND YEAR            PRINCIPAL OCCUPATION DURING
AND AGE                                YEAR FIRST ELECTED)                    PAST 5 YEARS (OR LONGER)
-------------------------------------  -------------------------------------  --------------------------------
                                                                        
Terrance T. Hults                      Vice President,                        Senior Vice President of the
49                                     ANMIF (12/01)                          Adviser**, with which he
                                       ACMIF (12/01)                          has been associated since
                                                                              prior to 2011.

Matthew Norton                         Vice President                         Vice President of the
33                                     ANMIF (2/16)                           Adviser**, with which he
                                       ACMIF (2/16)                           has been associated since
                                                                              prior to 2011.

Marco G. Santamaria                    Vice President,                        Senior Vice President of the
50                                     AGHIF (9/10)                           Adviser**, with which he
                                                                              has been associated since
                                                                              prior to 2011.

Joseph J. Mantineo                     Treasurer and Chief Financial          Senior Vice President of
56                                     Officer, all Funds (8/06)              AllianceBernstein Investor
                                                                              Services, Inc. ("ABIS")**,
                                                                              with which he has been
                                                                              associated since prior to 2011.

Phyllis J. Clarke                      Controller,                            Vice President of ABIS**,
55                                     ANMIF (5/09)                           with which she has been
                                       ACMIF (5/09)                           associated since prior to 2011.

Stephen Woetzel                        Controller,                            Vice President of ABIS**,
44                                     AGHIF (5/09)                           with which he has been
                                                                              associated since prior to 2011.

Vincent S. Noto                        Chief Compliance Officer,              Senior Vice President since
51                                     all Funds (1/14)                       2015 and Mutual Fund Chief
                                                                              Compliance Officer of the
                                                                              Adviser** since 2014. Prior
                                                                              thereto, he was Vice President
                                                                              and Director of Mutual Fund
                                                                              Compliance of the Adviser**
                                                                              since prior to 2011.

Emilie D. Wrapp                        Secretary,                             Senior Vice President,
60                                     all Funds (10/05)                      Assistant General Counsel and
                                                                              Assistant Secretary of ABI**,
                                                                              with which she has been
                                                                              associated since prior to 2011.

--------
*  The address for the Funds' officers is 1345 Avenue of the Americas, New
   York, New York 10105.
** An affiliate of each of the Funds.

STOCK OWNERSHIP
---------------

   The outstanding voting shares of AGHIF as of the Record Date consisted of
86,229,677 shares of common stock. The outstanding voting securities of ANMIF
as of the Record Date consisted of 28,744,936 shares of common stock, 3,685
shares of Auction Preferred Shares, Series M, Series W, Series TH and Series T,
and 5,644 shares of Variable Rate MuniFund Term Preferred Shares. The
outstanding voting shares of ACMIF as of the Record Date consisted of 8,554,668

                                      17



shares of common stock, 1,195 shares of Auction Preferred Shares, Series M and
Series T, and 1,605 shares of Variable Rate MuniFund Term Preferred Shares.

   As of February 3, 2016, the Directors and officers of each Fund, both
individually and as a group, owned less than 1% of the shares of any Fund.
During each Fund's most recently completed fiscal year, the Fund's Directors as
a group did not engage in the purchase or sale of more than 1% of any class of
securities of the Adviser or of any of its parents or subsidiaries.

AUDIT COMMITTEE REPORT
----------------------

   The following Audit Committee Report was adopted by the Audit Committee for
each Fund.

   The Audit Committee operates pursuant to a written charter, a copy of which
may be found on the Adviser's website at www.abglobal.com (under "Menu," click
on "Americas," then "Individual Investors," then "US (US Citizens)," then
"Investments," then "Closed-End Funds," then the name of a Fund (e.g.,
"AllianceBernstein Global High Income Fund"), then "Closed-End Funds Audit
Committee Charter"). The purposes of the Audit Committee are to (1) assist the
Board in its oversight of the accounting and financial reporting policies and
practices of the Fund, including (i) the quality and integrity of the Fund's
financial statements and the independent audit thereof; (ii) the Fund's
compliance with legal and regulatory requirements, particularly those that
relate to the Fund's accounting, financial reporting, internal controls over
financial reporting, and independent audits; (iii) the retention, independence,
qualifications and performance of the independent registered public accounting
firm; (iv) meeting with representatives of the internal audit department of the
Adviser regarding such department's activities relating to the Fund; and
(v) the Fund's compliance with applicable laws by receiving reports from
counsel who believe they have credible evidence of a material violation of law
by the Fund or by someone owing a fiduciary or other duty to the Fund; and
(2) to prepare this report. As set forth in the Audit Committee Charter,
management of the Fund is responsible for the preparation, presentation and
integrity of the Fund's financial statements, the Fund's accounting and
financial reporting principles and policies and internal control over financial
reporting and other procedures that provide for compliance with accounting
standards and applicable laws and regulations. The independent registered
public accounting firm is responsible for auditing the Fund's financial
statements and expressing an opinion as to their conformity with U.S. generally
accepted accounting principles.

   In the performance of its oversight function, the Audit Committee has
considered and discussed the audited financial statements with management and
the independent registered public accounting firm of the Fund. The Audit
Committee has also discussed with the independent registered public accounting
firm the matters required to be discussed by Statement on Auditing Standards
No. 114, Auditors Communication with those Charged with Governance, and other
professional

                                      18



standards, as currently in effect. The Audit Committee has also considered
whether the provision of any non-audit services not pre-approved by the Audit
Committee provided by the Fund's independent registered public accounting firm
to the Adviser and to any entity controlling, controlled by or under common
control with the Adviser that provides ongoing services to the Fund is
compatible with maintaining the independent registered public accounting firm's
independence. Finally, the Audit Committee has received the written disclosures
and the letter from the independent registered public accounting firm required
by Public Company Accounting Oversight Board Rule 3526, Communication with
Audit Committees Concerning Independence, as currently in effect, and has
discussed the independent registered public accounting firm's independence with
such firm.

   The members of the Fund's Audit Committee are not full-time employees of the
Fund and are not performing the functions of auditors or accountants. As such,
it is not the duty or responsibility of the Audit Committee or its members to
conduct "field work" or other types of auditing or accounting reviews or
procedures or to set auditor independence standards. Members of the Audit
Committee necessarily rely on the information provided to them by management
and the independent registered public accounting firm. Accordingly, the Audit
Committee's considerations and discussions referred to above do not assure that
the audit of the Fund's financial statements has been carried out in accordance
with generally accepted auditing standards, that the financial statements are
presented in accordance with U.S. generally accepted accounting principles or
that the Fund's independent registered public accounting firm is in fact
"independent".

   Based upon the reports and discussions described in this report, and subject
to the limitations on the role and responsibilities of the Audit Committee
referred to above and in the Audit Committee Charter, the Audit Committee
recommended to the Board that the audited financial statements of the Fund be
included in the Fund's annual report to stockholders for the most recent fiscal
year.

Submitted by the Audit Committee of each Fund's Board of Directors:

 John H. Dobkin                         Nancy P. Jacklin
 Michael J. Downey                      Garry L. Moody
 William H. Foulk, Jr.                  Marshall C. Turner, Jr.
 D. James Guzy                          Earl D. Weiner

APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS BY THE BOARD
-----------------------------------------------------------------------

   The Audit Committee is responsible for the appointment, compensation,
retention and oversight of the work of the Funds' independent registered public
accounting firm. In addition, on the dates specified below, the Board approved
the selection of the Funds' independent registered public accounting firm as
required by, and in accordance with, the 1940 Act. At meetings held on
February 4, 2015

                                      19



(AGHIF) and November 4, 2015 (ANMIF and ACMIF), the Board approved by the vote,
cast in person, of a majority of the Directors of each Fund, including a
majority of the Directors who are not "interested persons" of each Fund, the
selection of Ernst & Young LLP as the independent registered public accounting
firm to audit the accounts of each Fund for the fiscal year ending, as
applicable, March 31, 2016 (AGHIF) and October 31, 2016 (ANMIF and ACMIF).

   Ernst & Young LLP has audited the accounts of AGHIF, ANMIF and ACMIF since
the respective dates of the commencement of each of the Fund's operations, and
has represented that it does not have any direct financial interest or any
material indirect financial interest in any of the Funds. Representatives of
Ernst & Young LLP are expected to attend the Meeting, to have the opportunity
to make a statement and to respond to appropriate questions from the
stockholders.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM'S FEES
----------------------------------------------------

   The following table sets forth the aggregate fees billed by the independent
registered public accounting firm for each Fund's last two fiscal years for
professional services rendered for: (i) the audit of the Fund's annual
financial statements included in the Fund's annual report to stockholders;
(ii) assurance and related services that are reasonably related to the
performance of the audit of the Fund's financial statements and are not
reported under (i), which include advice and education on accounting and
auditing issues, quarterly press release reviews and preferred stock
maintenance testing (for those Funds that issue preferred stock); (iii) tax
compliance, tax advice and tax return preparation; and (iv) aggregate non-audit
services provided to the Fund, the Fund's Adviser and entities that control,
are controlled by or under common control with the Adviser that provide ongoing
services to the Fund ("Service Affiliates"). No other services were provided by
the independent registered public accounting firm to any Fund during this
period.



                                                                                ALL FEES FOR
                                                                                 NON-AUDIT
                                                                      ALL OTHER   SERVICES
                                                                      FEES FOR  PROVIDED TO
                                                                      SERVICES   THE FUND,
                                                                      PROVIDED  THE ADVISER
                                                   AUDIT               TO THE   AND SERVICE
                                     AUDIT FEES RELATED FEES TAX FEES   FUND    AFFILIATES*
                                     ---------- ------------ -------- --------- ------------
                                                              
AllianceBernstein Global        2014  $ 57,500     $8,000    $22,062     $0       $323,592
  High Income Fund, Inc.        2015  $145,923     $8,000    $35,140     $0       $499,693

AllianceBernstein National      2014  $ 39,988     $8,000    $13,467     $0       $432,122
  Municipal Income Fund, Inc.   2015  $ 41,200     $8,000    $17,685     $0       $443,760

Alliance California Municipal   2014  $ 39,988     $8,000    $13,467     $0       $432,122
  Income Fund, Inc.             2015  $ 41,200     $8,000    $17,685     $0       $443,760

--------
*  The fees vary because they are presented based on each Fund's last two
   fiscal years and reflect fees for non-audit services for different periods.

                                      20



   Beginning with audit and non-audit service contracts entered into on or
after May 6, 2003, the Funds' Audit Committee policies and procedures require
the pre-approval of all audit and non-audit services provided to a Fund by the
Fund's independent registered public accounting firm. A Fund's Audit Committee
policies and procedures also require pre-approval of all audit and non-audit
services provided to the Adviser and any Service Affiliates to the extent that
these services are directly related to the operations or financial reporting of
the Fund. Accordingly, all of the amounts in the table for Audit Fees,
Audit-Related Fees and Tax Fees for 2015 are for services pre-approved by each
Fund's Audit Committee. The amounts of the Fees for Non-Audit Services provided
to the Fund, the Adviser and Service Affiliates in the table for each Fund that
were subject to pre-approval by the Audit Committee for 2015 were AGHIF,
$43,140 (comprising $8,000 of audit related fees and $35,140 of tax fees);
ANMIF, $25,685 (comprising $8,000 of audit related fees and $17,685 of tax
fees); and ACMIF, $25,685 (comprising $8,000 of audit related fees and $17,685
of tax fees). The Audit Committee has considered whether the provision, to the
Adviser and/or any Service Affiliate by the Funds' independent registered
public accounting firm, of any non-audit services that were not pre-approved by
the Audit Committee is compatible with maintaining the independent registered
public accounting firm's independence.

  INFORMATION AS TO THE INVESTMENT ADVISER AND THE ADMINISTRATOR OF THE FUNDS

   Each Fund's investment adviser is AllianceBernstein L.P., 1345 Avenue of the
Americas, New York, New York 10105. The Adviser also functions as the
administrator to the Funds.

            SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

   None of the Funds is aware of an untimely filing of a statement of initial
beneficial ownership interest by any person subject to Section 16 under the
Securities Exchange Act of 1934 during the Fund's fiscal year ended 2015.

                                      21



                                 OTHER MATTERS

   Management of each Fund does not know of any matters properly to be
presented at the Meeting other than those mentioned in this Proxy Statement. If
any other matters properly come before the Meeting, the shares represented by
proxies will be voted with respect thereto in the discretion of the person or
persons voting the proxies. As of February 3, 2016, the following shareholders
held more than 5% of the specified Fund's shares:



                                                                   NUMBER
 FUND           SHAREHOLDER (ADDRESS)            CLASS OF SHARES  OF SHARES PERCENTAGE
 ---   ----------------------------------------- ---------------- --------- ----------
                                                                
ANMIF  First Trust Portfolios L.P., First Trust  common stock     2,927,689    10.19%
       Advisors L.P. and The Charger
       Corporation (120 East Liberty Drive,
       Suite 400, Wheaton, Illinois 60187)

ANMIF  UBS AG on behalf of UBS Securities        auction rate         1,049    28.47%
       LLC and UBS Financial Services Inc.       preferred stock
       (Bahnhofstrasse 45, P.O. Box CH-
       8049, Zurich, Switzerland)

ANMIF  Bank of America Corp. (Bank of            auction rate         1,770    48.03%
       America Corporate Center, 100 North       preferred stock
       Tryon Street, Charlotte, North Carolina
       28255), Bank of America N.A. (101
       South Tryon Street, Charlotte, North
       Carolina 28255) and Blue Ridge
       Investments, L.L.C. (214 North Tryon
       Street, Charlotte, North Carolina 28255)

ANMIF  Bank of America Corp. (Bank of            variable rate        5,644   100.00%
       America Corporate Center, 100 North       munifund term
       Tryon Street, Charlotte, North            preferred stock
       Carolina 28255) and Bank of America
       Corp. Preferred Funding Corp. (214
       North Tryon Street, Charlotte, North
       Carolina 28255)

ACMIF  First Trust Portfolios L.P., First Trust  common stock     1,668,617    19.51%
       Advisors L.P. and The Charger
       Corporation (120 East Liberty Drive,
       Suite 400, Wheaton, Illinois 60187)

ACMIF  UBS AG on behalf of UBS Securities        auction rate           351    29.37%
       LLC and UBS Financial Services Inc.       preferred stock
       (Bahnhofstrasse 45, P.O. Box CH-
       8049, Zurich, Switzerland)

ACMIF  Bank of America Corp. (Bank of            auction rate           834    69.79%
       America Corporate Center, 100 North       preferred stock
       Tryon Street, Charlotte, North Carolina
       28255), Bank of America N.A. (101
       South Tryon Street, Charlotte, North
       Carolina 28255) and Blue Ridge
       Investments, L.L.C. (214 North Tryon
       Street, Charlotte, North Carolina 28255)


                                      22





                                                                  NUMBER
 FUND           SHAREHOLDER (ADDRESS)           CLASS OF SHARES  OF SHARES PERCENTAGE
 ---   ---------------------------------------- ---------------- --------- ----------
                                                               
ACMIF  Bank of America Corp. (Bank of           variable rate      1,605     100.00%
       America Corporate Center, 100 North      munifund term
       Tryon Street, Charlotte, North Carolina  preferred stock
       28255) and Bank of America Corp.
       Preferred Funding Corp. (214 North
       Tryon Street, Charlotte, North Carolina
       28255)


      SUBMISSION OF PROPOSALS FOR THE NEXT ANNUAL MEETING OF STOCKHOLDERS

   Proposals of stockholders intended to be presented at the next annual
meeting of stockholders of a Fund must be received by the Fund by October 25,
2016 for inclusion in the Fund's proxy statement and proxy card relating to
that meeting. The submission by a stockholder of a proposal for inclusion in
the proxy statement does not guarantee that it will be included. In addition,
stockholder proposals are subject to certain requirements under the federal
securities laws and the Maryland General Corporation Law and must be submitted
in accordance with each Fund's Bylaws. To be presented at the 2017 Annual
Meeting of Stockholders, a stockholder proposal that is not otherwise
includable in the Proxy Statement for the 2017 Annual Meeting must be delivered
by a stockholder of record to the Fund no sooner than September 25, 2016 and no
later than October 25, 2016.

   The persons named as proxies for the 2017 Annual Meeting of Stockholders
will, regarding the proxies in effect at the meeting, have discretionary
authority to vote on any matter presented by a stockholder for action at that
meeting unless the Fund receives notice of the matter no sooner than
September 25, 2016 and no later than October 25, 2016. If a Fund receives such
timely notice, these persons will not have this authority except as provided in
the applicable rules of the Securities and Exchange Commission.

                            REPORTS TO STOCKHOLDERS

   Each Fund will furnish each person to whom this Proxy Statement is delivered
with a copy of its latest annual report to stockholders and its subsequent
semi-annual report to stockholders, if any, upon request and without charge. To
request a copy, please call AllianceBernstein Investments, Inc. at
(800) 227-4618 or contact Cathleen Crandall at AllianceBernstein L.P., 1345
Avenue of the Americas, New York, New York 10105.

                                By Order of the Boards of Directors,

                                Emilie D. Wrapp
                                Secretary

February 22, 2016
New York, New York

                                      23





                    TABLE OF CONTENTS                   PAGE
                    ----------------------------------- ----
                                                     
                    Introduction.......................   1
                    Proposal One: Election of
                     Directors.........................   2
                    Proxy Voting and Stockholder
                     Meeting...........................  14
                    Information as to the Investment
                     Adviser and the Administrator of
                     the Funds.........................  21
                    Section 16(a) Beneficial Ownership
                     Reporting Compliance..............  21
                    Other Matters......................  22
                    Submission of Proposals for the
                     Next Annual Meeting of
                     Stockholders......................  23
                    Reports to Stockholders............  23



ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.
ALLIANCEBERNSTEIN NATIONAL MUNICIPAL INCOME FUND, INC.
ALLIANCE CALIFORNIA MUNICIPAL INCOME FUND, INC.

--------------------------------------------------------------------------------

[A/B]
[LOGO]

--------------------------------------------------------------------------------
NOTICE OF JOINT ANNUAL MEETING
OF STOCKHOLDERS AND
PROXY STATEMENT

FEBRUARY 22, 2016



                                   PROXY CARD
                                   ----------


                     EVERY STOCKHOLDER'S VOTE IS IMPORTANT


                                                       EASY VOTING OPTIONS:

                                                      VOTE ON THE INTERNET
                                                           Log on to:
                                                      www.proxy-direct.com
                                                      --------------------
                                                      or scan the QR code
                                               Follow the on-screen instructions
                                                       available 24 hours


                                                          VOTE BY PHONE
                                                      Call 1-800-337-3503
                                                Follow the recorded instructions
                                                       available 24 hours


                                                          VOTE BY MAIL
                                             Vote, sign and date this Proxy Card
                                               and return in the postage-paid
                                                          envelope


                                                         VOTE IN PERSON
                                                   Attend Stockholder Meeting
                                                  1345 Avenue of the Americas
                                                           41st Floor
                                                       New York, NY 10105
                                                       on March 31, 2016


                  Please detach at perforation before mailing.



PROXY           ALLIANCEBERNSTEIN GLOBAL HIGH INCOME FUND, INC.            PROXY
                      JOINT ANNUAL MEETING OF STOCKHOLDERS
                          TO BE HELD ON MARCH 31, 2016

COMMON STOCK
THIS  PROXY  IS  SOLICITED  ON BEHALF OF THE BOARD OF DIRECTORS OF THE FUND. The
undersigned  stockholder  of AllianceBernstein Global High Income Fund, Inc.(the
"Fund"),  a  Maryland corporation, hereby appoints Nancy Hay and Carol Rappa, or
either  of them, as proxies for the undersigned, with full power of substitution
in  each of them, to attend the Joint Annual Meeting of Stockholders of the Fund
(the  "Meeting")  to  be held on Thursday, March 31, 2016, at 1:00 p.m., Eastern
Time, at  the  offices of the Fund, 1345 Avenue of the Americas, 41st Floor, New
York,  New  York  10105, and any postponement or adjournment thereof, to cast on
behalf  of the undersigned all votes that the undersigned is entitled to cast at
the Meeting and otherwise to represent the undersigned with all powers possessed
by the undersigned if personally present at such Meeting.

THE  UNDERSIGNED  HEREBY  ACKNOWLEDGES  RECEIPT  OF  THE  NOTICE OF JOINT ANNUAL
MEETING  OF  STOCKHOLDERS AND ACCOMPANYING PROXY STATEMENT AND REVOKES ANY PROXY
HERETOFORE GIVEN WITH RESPECT TO THE MEETING. THE SHARES REPRESENTED HEREBY WILL
BE  VOTED AS INDICATED OR FOR THE PROPOSAL IF NO CHOICE IS INDICATED. THE SHARES
REPRESENTED  HEREBY  WILL  BE VOTED IN THE DISCRETION OF THE PROXY HOLDER ON ANY
OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING.




                                   VOTE VIA THE INTERNET: www.proxy-direct.com
                                   VOTE VIA THE TELEPHONE:  1-800-337-3503

                                    ----------                   ----------
                                   |          |                  |         |
                                    ----------                    ---------
                                   Note:  Please  sign  exactly  as your name(s)
                                   appear(s)  on  this  card.  When  signing  as
                                   attorney,  executor,  administrator, trustee,
                                   guardian  or as custodian for a minor, please
                                   sign  your  name  and give your full title as
                                   such.  If signing on behalf of a corporation,
                                   please  sign the full corporate name and your
                                   name  and  indicate  your title. If you are a
                                   partner  signing  for  a  partnership, please
                                   sign  the  partnership  name,  your  name and
                                   indicate your title. Joint owners should each
                                   sign  these  instructions.  Please sign, date
                                   and return.


                                   ---------------------------------------------
                                   Signature and Title, if applicable


                                   ---------------------------------------------
                                   Signature (if held jointly)


                                   ---------------------------------------------
                                   Date                        AGH_27495_020816








                     EVERY STOCKHOLDER'S VOTE IS IMPORTANT

     Important Notice Regarding the Availability of Proxy Materials for the
                AllianceBernstein Global High Income Fund, Inc.
       Joint Annual Meeting of Stockholders to Be Held on March 31, 2016.

     The Proxy Statement and Proxy Card for this meeting are available at:
                         https://www.proxy-direct.com/ALL-27495
                         --------------------------------------



                  IF YOU VOTE ON THE INTERNET OR BY TELEPHONE,
                      YOU NEED NOT RETURN THIS PROXY CARD







                  Please detach at perforation before mailing.



PLEASE MARK A BOX BELOW IN BLUE OR BLACK INK AS FOLLOWS. EXAMPLE: (black box)

THE BOARD OF DIRECTORS OF THE FUND RECOMMENDS A VOTE "FOR" THE PROPOSAL.


                                                                                 
                                                                        FOR  WITHHOLD  FOR ALL
1. Election of three Class One Directors:                               ALL    ALL      EXCEPT

  01. Michael J. Downey 02. Nancy P. Jacklin 03. Robert M. Keith        [  ]   [  ]     [  ]


To  withhold  your  vote  for  any nominee(s), mark the "For All Except" box and
write the nominee's number on the line provided below.


--------------------------------------------------------------------------------

2. To transact such other business as may properly come before the Meeting or
   any postponement or adjournment thereof.




         WE URGE YOU TO SIGN, DATE AND MAIL THE ENCLOSED PROXY PROMPTLY
                                AGH_27495_020816