UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-5189
THE SPAIN FUND, INC.
(Exact name of registrant as specified in charter)
1345 Avenue of the Americas, New York, New York 10105
(Address of principal executive offices) (Zip code)
Mark R. Manley
Alliance Capital Management L.P.
1345 Avenue of the Americas
New York, New York 10105
(Name and address of agent for service)
Registrant's telephone number, including area code: (800) 221-5672
Date of fiscal year end: November 30, 2005
Date of reporting period: May 31, 2005
ITEM 1. REPORTS TO STOCKHOLDERS.
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SEMI-ANNUAL REPORT
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[LOGO] ALLIANCEBERNSTEIN (R)
Investment Research and Management
The Spain Fund
Closed-End
Semi-Annual Report
May 31, 2005
Investment Products Offered
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o Are Not FDIC Insured
o May Lose Value
o Are Not Bank Guaranteed
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You may obtain a description of the Fund's proxy voting policies and
procedures, and information regarding how the Fund voted proxies relating to
portfolio securities during the most recent 12-month period ended June 30,
without charge. Simply visit AllianceBernstein's web site at
www.alliancebernstein.com, or go to the Securities and Exchange Commission's
(the "Commission") web site at www.sec.gov, or call AllianceBernstein at (800)
227-4618.
The Fund files its complete schedule of portfolio holdings with the Commission
for the first and third quarters of each fiscal year on Form N-Q. The Fund's
Forms N-Q are available on the Commission's web site at www.sec.gov. The Fund's
Forms N-Q may also be reviewed and copied at the Commission's Public Reference
Room in Washington, DC; information on the operation of the Public Reference
Room may be obtained by calling (800) SEC-0330
AllianceBernstein Investment Research and Management, Inc. is an affiliate of
Alliance Capital Management L.P., the manager of the funds, and is a member of
the NASD.
July 21, 2005
Semi-Annual Report
This report provides management's discussion of fund performance for The Spain
Fund (the "Fund") for the semi-annual reporting period ended May 31, 2005. The
Fund is a closed-end fund that trades under the New York Stock Exchange Symbol
"SNF".
Investment Objectives and Policies
The Fund is a closed-end fund that seeks long-term capital appreciation through
investment primarily in the equity securities of Spanish companies. For more
information regarding the Fund's risks, please see "A Word About Risk" on page
3 and "Note F--Risks Involved in Investing in the Fund" of the Notes to
Financial Statements on page 15.
Investment Results
The table on page 4 shows the Fund's performance compared to its benchmarks,
the Madrid General Index and the IBEX 35 Index, for the six- and 12-month
periods ended May 31, 2005.
The Fund underperformed both the Madrid General Index and the Ibex 35 Index for
the six-month period ended May 31, 2005 due to an overweight position in
energy, basic industries and materials, and media, and an underweight position
in real estate. Overweight positions in the construction, technology and energy
transmission sectors, along with a TV broadcast company, contributed positively
to the Fund's performance, whereas consumer-related stocks had a negative
contribution, especially Inditex, an apparel company. The main difference in
the Fund's performance versus its benchmarks was soaring prices in
small-capitalization stocks, driven by merger and acquisition (M&A) activity.
During the 12-month period ended May 31, 2005, the Fund underperformed both
Spanish indices as a result of overweight positions in the basic industries and
materials, energy, publishing and printing, and transportation sectors. Over
this period, contribution from construction and energy transmission stocks was
significant, along with technology and leisure stocks.
Market Review and Investment Strategy
During the six-month period ended May 31, 2005, the Spanish stock market
continued to perform positively, as it did in 2004, backed by strong economic
growth in Spain. The Spanish economy continued to grow at a faster rate than
the European average, driven by private consumption and construction activity
which benefited from low interest rates. In this context, the Fund's portfolio
managers (the "managers") increased the Fund's exposure to construction stocks.
During this period, both construction stocks and the real estate sector were
the best performing sectors in the market, ignoring concerns about a
"real-estate bubble".
The performance of consumer stocks relative to private consumption was more
diverse. In other words, the performance of stocks that comprise the consumer
sector has not been consistent; therefore the sector has not reflected the
strength of consumption in Spain. For example, an airport retailer performed
strongly, while an apparel company underperformed the market.
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THE SPAIN FUND o 1
The managers also increased the Fund's exposure to media stocks given the
strength of the advertising market. This strategy positively benefited TV
companies, but did not benefit publishing and printing as much. An overweight
position in energy and basic industries and materials was maintained to benefit
from higher raw material prices on a global basis, although performance has not
responded as well. Only energy transmission stocks, in which the Fund keeps an
overweight position, delivered positive performance. The Fund has also
maintained an underweight position in financial and telecommunication stocks
which underperformed.
During the six-month period ended May 31, 2005, the small-capitalization market
remained even stronger, driven by a strong global supply of liquidity and
increased M&A activity. As a result, the Madrid General Index continued to keep
a positive performance gap with the Ibex 35 Index. In order to benefit from
this trend, the managers increased the Fund's exposure to stocks with good
fundamentals that could be subject to M&A activity.
During the 12-month period ended May 31, 2005, the Spanish stock market
performed positively and outperformed the main European indices, benefiting
from the strength of the Spanish economy and the positive contribution of Latin
America. The Fund's managers had anticipated the strengthening of the global
economy, and as a result, had maintained the Fund's overweighted positions in
energy, basic industries and materials and growth stocks, and an underweighted
position in defensive sectors, such as electricity, motorways and tobacco.
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2 o THE SPAIN FUND
Historical Performance
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HISTORICAL PERFORMANCE
An Important Note About the Value of Historical Performance
The performance shown on the following page represents past performance and
does not guarantee future results. Current performance may be lower or higher
than the performance information shown. Returns are annualized for periods
longer than one year. All fees and expenses related to the operation of the
Fund have been deducted. Performance assumes reinvestment of distributions and
does not account for taxes.
The Spain Fund Shareholder Information
Daily market prices for the Fund's shares are published in the New York Stock
Exchange Composite Transaction section of The Wall Street Journal under the
designation SpainFd. The daily net asset value of the Fund's shares are
available from the Fund's Transfer Agent by calling (800) 219-4218. The Fund
also distributes its daily net asset value to various financial publications or
independent organizations such as Lipper Inc. and Morningstar, Inc. The Fund's
NYSE trading symbol is "SNF". Weekly comparative net asset value (NAV) and
market price information about the Fund is published each Monday in The Wall
Street Journal, each Sunday in The New York Times and each Saturday in Barron's
and in other newspapers in a table called "Closed End Funds". For additional
shareholder information regarding this Fund, please see page 23.
Benchmark Disclosure
Neither the unmanaged Madrid General Index nor the unmanaged IBEX 35 Index
reflects fees and expenses associated with the active management of a mutual
fund portfolio. The Madrid General Index measures the performance of a selected
number of continuous market stocks. The IBEX 35 Index is the official index of
the Spanish Continuous Market and is composed of the 35 most liquid stocks
traded on the Continuous Market. The indices' returns are expressed in U.S.
dollars. An investor cannot invest directly in an index, and its results are
not indicative of the performance for any specific investment, including the
Fund.
A Word About Risk
Investment in The Spain Fund includes risks not associated with funds that
invest primarily in U.S. issues. Substantially all of the Fund's assets may be
invested in Spanish securities and are subject to greater risk than would a
fund with a more diversified portfolio. Foreign markets can be more volatile
than the U.S. market due to increased risks of adverse issuer, political,
regulatory, market or economic developments. In addition, because the Fund will
invest in foreign currency denominated securities, fluctuations in the value of
the Fund's investments may be magnified by changes in foreign exchange rates.
Although the Fund expects to invest primarily in listed securities of
established companies, it may invest up to 25% of its total assets in unlisted
securities of Spanish companies which are not readily marketable, and which may
involve a high degree of business and financial risk that can result in
substantial losses. Because of the absence of a trading market for these types
of investments, the Fund may not be able to realize their value upon sale. In
general, Spanish securities markets are less liquid and more volatile than the
major securities markets in the U.S. Issuers of securities in Spain are not
subject to the same degree of regulation as are U.S. issuers with respect to
such matters as insider trading rules, tender offer regulation, shareholder
proxy requirements and the timely disclosure of information. Spanish
accounting, auditing and financial reporting standards are not equivalent to
U.S. standards and less information is available to investors in Spanish
securities than to investors in U.S. securities. The Spanish securities
industry is subject to less governmental regulation than the securities
industry in the U.S.
Shares of closed-end investment companies that invest primarily in equity
securities, in particular foreign countries or geographical areas, frequently
trade at a discount from net asset value. This characteristic of shares of
closed-end funds is a risk separate and distinct from the risk that the Fund's
net asset value will decrease. It should be noted, however, that in some cases,
shares of closed-end funds may trade at a premium. The Fund cannot predict
whether its shares will trade at, above or below net asset value.
(Historical Performance continued on next page)
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THE SPAIN FUND o 3
Historical Performance
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HISTORICAL PERFORMANCE
(continued from previous page)
Returns
THE FUND VS. ITS BENCHMARKS -------------------------
PERIODS ENDED MAY 31, 2005 6 Months 12 Months
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The Spain Fund (NAV) 1.77% 19.44%
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Madrid General Index 4.72% 26.74%
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IBEX 35 Index 2.32% 23.41%
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The Fund's Market Price per share on May 31, 2005 was $11.80. For additional
Financial Highlights, please see page 19.
See Historical Performance and Benchmark disclosures on page 3.
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4 o THE SPAIN FUND
Portfolio Summary and Ten Largest Holdings
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PORTFOLIO SUMMARY
May 31, 2005 (unaudited)
PORTFOLIO STATISTICS
Net Assets ($mil): $85.9
SECTOR BREAKDOWN*
27.9% Financial Services
27.2% Utilities
20.7% Consumer Services
7.4% Energy [PIE CHART OMITTED]
7.0% Capital Goods
4.0% Technology
3.5% Consumer Staples
2.3% Basic Industry
TEN LARGEST HOLDINGS
May 31, 2005 (unaudited)
Percent of
Company U.S. $ Value Net Assets
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Telefonica, SA $ 11,862,359 13.8%
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Banco Bilbao Vizcaya Argentaria, SA 9,518,081 11.1
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Banco Santander Central Hispano, SA 7,868,684 9.2
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Repsol-YPF, SA 6,178,508 7.2
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Industria de Diseno Textil, SA (Inditex) 5,410,466 6.3
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Endesa, SA 3,799,842 4.4
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Banco Popular Espanol, SA 3,378,168 3.9
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Indra Sistemas, SA 3,345,104 3.9
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Unidad Editorial, SA Series A 3,043,569 3.5
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Grupo Ferrovial, SA 2,984,788 3.5
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$ 57,389,569 66.8%
* All data are as of May 31, 2005. The Fund's sector breakdown is expressed as
a percentage of total investments and may vary over time.
Please note: The sector classifications presented herein are based on the
sector categorization methology of the Adviser.
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THE SPAIN FUND o 5
Portfolio of Investments
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PORTFOLIO OF INVESTMENTS
May 31, 2005 (unaudited)
Company Shares U.S. $ Value
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COMMON STOCKS & OTHER INVESTMENTS-97.5%
Financial Services-27.2%
Banking-Money Center-20.2%
Banco Bilbao Vizcaya Argentaria, SA(a) 607,000 $ 9,518,081
Banco Santander Central Hispano, SA 688,819 7,868,684
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17,386,765
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Banking-Regional-3.9%
Banco Popular Espanol, SA 56,706 3,378,168
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Insurance-3.1%
Corporacion Mapfre, SA 180,508 2,630,527
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23,395,460
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Utilities-26.5%
Electric & Gas-12.7%
Enagas 125,000 1,989,415
Endesa, SA 174,593 3,799,842
Gas Natural SDG, SA 95,000 2,662,928
Red Electrica de Espana 99,106 2,455,525
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10,907,710
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Telephone-13.8%
Telefonica, SA 707,530 11,862,359
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22,770,069
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Consumer Services-20.2%
Airlines-1.1%
Iberia Lineas Aereas de Espana, SA 297,242 939,593
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Apparel-6.3%
Industria de Diseno Textil, SA (Inditex) 190,875 5,410,466
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Broadcasting & Cable-6.3%
Gestevision Telecinco, SA 84,894 1,968,427
Promotora de Informaciones (Prisa), SA 132,000 2,585,716
Sogecable, SA(b) 22,504 821,534
Rights, expiring 7/6/05(b) 22,504 9,416
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5,385,093
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Cellular Communications-1.6%
Telefonica Moviles, SA 126,028 1,374,631
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Printing & Publishing-4.9%
Telefonica Publicidad e Informacion, SA 140,000 1,180,959
Unidad Editorial, SA Series A(c) 687,039 3,043,569
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4,224,528
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17,334,311
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6 o THE SPAIN FUND
Portfolio of Investments
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Company Shares U.S. $ Value
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Energy-7.2%
International-7.2%
Repsol-YPF, SA 247,070 $ 6,178,508
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Capital Goods-6.8%
Engineering & Construction-6.8%
ACS, Actividades de Construccion y
Servicios, SA 108,000 2,869,431
Grupo Ferrovial, SA 48,500 2,984,788
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5,854,219
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Technology-3.9%
Computer Services-3.9%
Indra Sistemas, SA 183,035 3,345,104
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Consumer Staples-3.4%
Beverages-2.0%
Baron de Ley, SA(b) 35,000 1,679,701
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Tobacco-1.4%
Altadis, SA 30,000 1,229,847
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2,909,548
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Basic Industry-2.3%
Mining & Metals-2.3%
Acerinox, SA 136,000 1,962,720
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Total Investments-97.5%
(cost $46,344,980) 83,749,939
Other assets less liabilities-2.5% 2,186,243
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Net Assets-100% $ 85,936,182
=============
(a) Security represents investment in an affiliate.
(b) Non-income producing security.
(c) Restricted and illiquid security, valued at fair value.
See notes to financial statements.
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THE SPAIN FUND o 7
Statement of Assets & Liabilities
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STATEMENT OF ASSETS & LIABILITIES
May 31, 2005 (unaudited)
ASSETS
Investments in securities, at value (cost $46,344,980) $ 83,749,939
Cash 12,011
Foreign cash, at value (cost $2,518,771) 2,388,443
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Total assets 86,150,393
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LIABILITIES
Management fee payable 61,333
Accrued expenses 152,878
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Total liabilities 214,211
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Net Assets $ 85,936,182
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COMPOSITION OF NET ASSETS
Capital stock, at par $ 87,146
Additional paid-in capital 56,556,220
Accumulated net realized loss on investment and foreign
currency transactions (7,981,815)
Net unrealized appreciation of investments and foreign
currency denominated assets and liabilities 37,274,631
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$ 85,936,182
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NET ASSET VALUE PER SHARE
(based on 8,714,577 shares outstanding) $ 9.86
=======
See notes to financial statements.
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8 o THE SPAIN FUND
Statement of Operations
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STATEMENT OF OPERATIONS
Six Months Ended May 31, 2005 (unaudited)
INVESTMENT INCOME
Dividends--unaffiliated issuers (net of
foreign taxes withheld of $151,301) $ 857,374
Dividends--affiliated issuer (net of
foreign taxes withheld of $29,798) 168,854
Interest 6,155 $ 1,032,383
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EXPENSES
Management fee 362,789
Legal 136,457
Custodian 84,769
Printing 55,247
Directors' fees and expenses 51,640
Audit 38,428
Transfer agency 32,766
Registration 11,810
Miscellaneous 5,828
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Total expenses 779,734
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Net investment income 252,649
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REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENT AND FOREIGN CURRENCY
TRANSACTIONS
Net realized gain on:
Investment transactions 4,605,041
Foreign currency transactions 24,540
Net change in unrealized
appreciation/depreciation of:
Investments (2,506,924)
Foreign currency denominated assets
and liabilities (205,316)
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Net gain on investment and foreign
currency transactions 1,917,341
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NET INCREASE IN NET ASSETS FROM
OPERATIONS $ 2,169,990
============
See notes to financial statements.
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THE SPAIN FUND o 9
Statement of Changes in Net Assets
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STATEMENT OF CHANGES IN NET ASSETS
Six Months Ended Year Ended
May 31, 2005 November 30,
(unaudited) 2004
============== ==============
INCREASE (DECREASE) IN NET ASSETS
FROM OPERATIONS
Net investment income $ 252,649 $ 324,990
Net realized gain on investment and
foreign currency transactions 4,629,581 8,982,749
Net change in unrealized
appreciation/depreciation of
investments and foreign currency
denominated assets and liabilities (2,712,240) 12,815,595
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Net increase in net assets from
operations 2,169,990 22,123,334
DIVIDENDS AND DISTRIBUTIONS TO
SHAREHOLDERS FROM:
Net investment income (252,649) (324,990)
Net realized gain on investment
and foreign currency transactions (3,967,988) (7,180,577)
CAPITAL STOCK TRANSACTIONS
Net increase 187,969 363,771
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Total increase (decrease) (1,862,678) 14,981,538
NET ASSETS
Beginning of period 87,798,860 72,817,322
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End of period (including accumulated
net investment income/(loss) of
$0 and $0, respectively) $ 85,936,182 $ 87,798,860
============== ==============
See notes to financial statements.
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10 o THE SPAIN FUND
Notes to Financial Statements
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NOTES TO FINANCIAL STATEMENTS
May 31, 2005 (unaudited)
NOTE A
Significant Accounting Policies
The Spain Fund, Inc. (the "Fund") was incorporated in the state of Maryland on
June 30, 1987 as a non-diversified, closed-end management investment company.
The financial statements have been prepared in conformity with U.S. generally
accepted accounting principles, which require management to make certain
estimates and assumptions that affect the reported amounts of assets and
liabilities in the financial statements and amounts of income and expenses
during the reporting period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Fund.
1. Security Valuation
Portfolio securities are valued at their current market value determined on the
basis of market quotations or, if market quotations are not readily available
or are deemed unreliable, at "fair value" as determined in accordance with
procedures established by and under the general supervision of the Fund's Board
of Directors.
In general, the market value of securities which are readily available and
deemed reliable are determined as follows. Securities listed on a national
securities exchange or on a foreign securities exchange are valued at the last
sale price at the close of the exchange or foreign securities exchange. If
there has been no sale on such day, the securities are valued at the mean of
the closing bid and asked prices on such day. Securities listed on more than
one exchange are valued by reference to the principal exchange on which the
securities are traded; securities not listed on an exchange but traded on The
NASDAQ Stock Market, Inc. ("NASDAQ") are valued in accordance with the NASDAQ
Official Closing Price; listed put or call options are valued at the last sale
price. If there has been no sale on that day, such securities will be valued at
the closing bid prices on that day; open futures contracts and options thereon
are valued using the closing settlement price or, in the absence of such a
price, the most recent quoted bid price. If there are no quotations available
for the day of valuation, the last available closing settlement price is used;
securities traded in the over-the-counter market, ("OTC") (but excluding
securities traded on NASDAQ) are valued at the mean of the current bid and
asked prices as reported by the National Quotation Bureau or other comparable
sources; U.S. Government securities and other debt instruments having 60 days
or less remaining until maturity are valued at amortized cost if their original
maturity was 60 days or less; or by amortizing their fair value as of the 61st
day prior to maturity if their original term to maturity exceeded 60 days;
fixed-income securities, including mortgage backed and asset backed securities,
may be valued on the basis of prices provided by a pricing service or at a
price obtained from one or more of the major broker/dealers. In cases where
broker/dealer quotes are obtained, Alliance Capital Management, L.P. (the
"Investment Manager") may establish procedures whereby changes in market yields
or spreads are used to adjust, on a daily basis, a recently obtained quoted
_______________________________________________________________________________
THE SPAIN FUND o 11
Notes to Financial Statements
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price on a security; and OTC and other derivatives are valued on the basis of a
quoted bid price or spread from a major broker/dealer in such security.
Securities for which market quotations are not readily available (including
restricted securities) or are deemed unreliable are valued at fair value.
Factors considered in making this determination may include, but are not
limited to, information obtained by contacting the issuer, analysts, analysis
of the issuer's financial statements or other available documents. In addition,
the Fund may use fair value pricing for securities primarily traded in non-U.S.
markets because most foreign markets close well before the Fund values its
securities at 4:00 p.m., Eastern Time. The earlier close of these foreign
markets gives rise to the possibility that significant events, including broad
market moves, may have occurred in the interim and may materially affect the
value of those securities. To account for this, the Fund may frequently value
many of its foreign equity securities using fair value prices based on third
party vendor modeling tools to the extent available.
2. Currency Translation
Assets and liabilities denominated in foreign currencies and commitments under
forward exchange currency contracts are translated into U.S. dollars at the
mean of the quoted bid and asked prices of such currencies against the U.S.
dollar. Purchases and sales of portfolio securities are translated into U.S.
dollars at the rates of exchange prevailing when such securities were acquired
or sold. Income and expenses are translated into U.S. dollars at rates of
exchange prevailing when accrued.
Net realized gain or loss on foreign currency transactions represents foreign
exchange gains and losses from sales and maturities of foreign fixed income
investments, foreign currency exchange contracts, holding of foreign
currencies, currency gains or losses realized between the trade and settlement
dates on foreign investment transactions, and the difference between the
amounts of dividends, interest and foreign withholding taxes recorded on the
Fund's books and the U.S. dollar equivalent amounts actually received or paid.
Net unrealized currency gains and losses from valuing foreign currency
denominated assets and liabilities at period end exchange rates are reflected
as a component of net unrealized appreciation and depreciation of investments
and foreign currency denominated assets and liabilities.
The exchange rate for the Euro at May 31, 2005 was .81 EUR to U.S. $1.00.
3. Taxes
It is the Fund's policy to meet the requirements of the U.S. Internal Revenue
Code applicable to regulated investment companies and to distribute all of its
investment company taxable income and net realized gains, if any, to
shareholders. Therefore, no provisions for federal income or excise taxes are
required.
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12 o THE SPAIN FUND
Notes to Financial Statements
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The Fund may be subject to taxes imposed by countries in which it invests. Such
taxes are generally based on income and/or capital gains earned or repatriated.
Taxes are accrued and applied to net investment income, net realized gains and
net unrealized appreciation/depreciation as such income and/or gains are
earned. Withholding taxes on foreign interest and dividends have been provided
for in accordance with the Spanish tax rates.
4. Investment Income and Investment Transactions
Dividend income is recorded on the ex-dividend date or as soon as the Fund is
informed of the dividend. Interest income is accrued daily. Investment
transactions are accounted for on the date securities are purchased or sold.
Realized gains and losses from security and currency transactions are
calculated on the identified cost basis.
5. Dividends and Distributions
Dividends and distributions to shareholders, if any, are recorded on the
ex-dividend date. Income dividends and capital gain distributions are
determined in accordance with federal tax regulations and may differ from those
determined in accordance with U.S. generally accepted accounting principles. To
the extent these differences are permanent, such amounts are reclassified
within the capital accounts based on their federal tax treatment; temporary
differences, do not require such reclassification.
NOTE B
Management Fee and Other Transactions with Affiliates
Under the terms of the Investment Management and Administration Agreement, the
Fund pays the Investment Manager an annual rate of 0.85% on the first $50
million, 0.75% on the next $50 million, and 0.65% in excess of $100 million, of
the Fund's average weekly net assets. Such fee is accrued daily and paid
monthly.
Brokerage commissions paid on investment transactions for the six months ended
May 31, 2005 amounted to $28,266, of which $1,791 was paid to Banco Bilbao
Vizcaya Argentaria.
Banco Bilbao Vizcaya Argentaria, serves as subcustodian of the Fund. Fees paid
to the subcustodian are payable by the custodian from its fee. For the six
months ended May 31, 2005, the Fund earned $6,093 of interest income on cash
balances maintained at the subcustodian. According to information filed with
the Securities and Exchange Commission, Banco Bilbao-Vizcaya, S.A. owns
approximately 17.5% of the outstanding shares of common stock of the Fund and
is therefore an "affiliated person" as defined under the Investment Company Act
of 1940. A director of the Fund is a director of Banco Bilbao Vizcaya
Argentaria, an affiliate of the Sub-Adviser.
_______________________________________________________________________________
THE SPAIN FUND o 13
Notes to Financial Statements
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Under the terms of a Shareholder Inquiry Agency Agreement with Alliance Global
Investor Services, Inc. (AGIS), an affiliate of the Investment Manager, the
Fund reimburses AGIS for costs relating to servicing phone inquiries for the
Fund. The Fund reimbursed AGIS $220 during the six months ended May 31, 2005.
NOTE C
Investment Transactions
Purchases and sales of investment securities (excluding short-term investments)
for the six months ended May 31, 2005, were as follows:
Purchases Sales
============== ==============
Investment securities (excluding
U.S. government securities) $ 6,561,728 $ 10,285,233
U.S. government securities -0- -0-
The cost of investments for federal income tax purposes was substantially the
same as the cost for financial reporting purposes. Accordingly, gross
unrealized appreciation and unrealized depreciation (excluding foreign currency
transactions) are as follows:
Gross unrealized appreciation $ 37,452,638
Gross unrealized depreciation (47,679)
--------------
Net unrealized appreciation $ 37,404,959
==============
Forward Exchange Currency Contracts
The Fund may enter into forward exchange currency contracts in order to hedge
its exposure to changes in foreign currency exchange rates on its foreign
portfolio holdings, to hedge certain firm purchase and sales commitments
denominated in foreign currencies and for investment purposes. A forward
exchange currency contract is a commitment to purchase or sell a foreign
currency on a future date at a negotiated forward rate. The gain or loss
arising from the difference between the original contract and the closing of
such contract would be included in net realized gain or loss on foreign
currency transactions.
Fluctuations in the value of open forward exchange currency contracts are
recorded for financial reporting purposes as net unrealized appreciation or
depreciation by the Fund.
The Fund's custodian will place and maintain cash not available for investment
or other liquid assets in a separate account of the Fund having a value at
least equal to the aggregate amount of the Fund's commitments under forward
exchange currency contracts entered into with respect to position hedges.
_______________________________________________________________________________
14 o THE SPAIN FUND
Notes to Financial Statements
-------------------------------------------------------------------------------
Risks may arise from the potential inability of the counterparty to meet the
terms of a contract and from unanticipated movements in the value of a foreign
currency relative to the U.S. dollar. The face or contract amount, in U.S.
dollars reflects the total exposure the Fund has in that particular currency
contract.
NOTE D
Capital Stock
There are 100,000,000 shares of $.01 par value common stock authorized. At May
31, 2005, 8,714,577 shares were outstanding. During the six months ended May
31, 2005, the Fund issued 15,895 shares, in connection with the Fund's dividend
reinvestment plan.
NOTE E
Restricted Security
Date Acquired Cost
============== ==============
Unidad Editorial, SA Series A 9/30/92 $ 871,944
The security shown above is restricted as to sale and has been valued at fair
value in accordance with the policy described in Note A.
The value of this security at May 31, 2005 was $3,043,569 representing 3.5% of
net assets.
NOTE F
Risks Involved in Investing in the Fund
Concentration of Risk--Investing in securities of foreign companies involves
special risks which include the possibility of future political and economic
developments which could adversely affect the value of such securities.
Moreover, securities of many foreign companies and their markets may be less
liquid and their prices more volatile than those of United States companies.
Investment in the Fund's shares requires consideration of certain factors that
are not typically associated with investments in U.S. equity securities such as
currency fluctuations, potential price volatility, lower liquidity and
concentration of the Spanish equities market and limitations on the
concentration of investment in the equity of securities of companies in certain
industry sectors. The possibility of political and economic instability of
government supervision and regulation of the market may further affect the
Fund's investments.
Indemnification Risk--In the ordinary course of business, the Fund enters into
contracts that contain a variety of indemnifications. The Fund's maximum
exposure under these arrangements is unknown. However, the Fund has not had
prior claims or losses pursuant to these indemnification provisions and expects
the risk of loss thereunder to be remote.
_______________________________________________________________________________
THE SPAIN FUND o 15
Notes to Financial Statements
-------------------------------------------------------------------------------
NOTE G
Distributions to Shareholders
The tax character of distributions to be paid for the year ending November 30,
2005 will be determined at the end of the current fiscal year. Based on the
operations of the Fund as of the semi-annual date, and its distribution policy,
the Fund may have a non-taxable distribution at year end. At this time, the
amount of this non-taxable distribution is not estimable. The tax character of
distributions paid during the fiscal years ended November 30, 2004 and November
30, 2003 were as follows:
2004 2003
============== ==============
Distributions paid from:
Ordinary income $ 7,505,567 $ 438,342
-------------- --------------
Total taxable distributions 7,505,567 438,342
Tax return of capital 0 5,032,175
-------------- --------------
Total distributions paid $ 7,505,567 $ 5,470,517
============== ==============
As of November 30, 2004, the components of accumulated earnings/(deficit) on a
tax basis were as follows:
Accumulated capital and other losses $ (8,044,505)(a)
Unrealized appreciation/(depreciation) 39,387,968(b)
--------------
Total accumulated earnings/(deficit) $ 31,343,463
==============
(a) On November 30, 2004, the Fund had a net capital loss carryforward of
$8,044,505, of which $7,221,114 expires in the year 2010 and $823,391 expires
in the year 2011. The Fund utilized capital loss carryforwards of $8,215,600.
Future realized gains offset by the loss carryforwards are not required to be
distributed to shareholders. However, under the Fund's distribution policy,
such gains may be distributed to shareholders in the year the gains are
realized. Any such gains distributed may be taxable to shareholders.
(b) The difference between book-basis and tax-basis unrealized
appreciation/(depreciation) is attributable primarily to the tax deferral of
losses on wash sales.
NOTE H
Legal Proceedings
As has been previously reported, the staff of the U.S. Securities and Exchange
Commission ("SEC") and the Office of the New York Attorney General ("NYAG")
have been investigating practices in the mutual fund industry identified as
"market timing" and "late trading" of mutual fund shares. Certain other
regulatory authorities have also been conducting investigations into these
practices within the industry and have requested that the Investment Manager
provide information to them. The Investment Manager has been cooperating and
will continue to cooperate with all of these authorities. The shares of the
Fund are not redeemable by the Fund, but are traded on an exchange at prices
established by the market. Accordingly, the Fund and its shareholders are not
subject to the market timing and late trading practices that are the subject of
the investigations mentioned above or the lawsuits described below. Please see
below for a description of the agreements reached by the Investment Manager and
the SEC and NYAG in connection with the investigations mentioned above.
_______________________________________________________________________________
16 o THE SPAIN FUND
Notes to Financial Statements
-------------------------------------------------------------------------------
Numerous lawsuits have been filed against the Investment Manager and certain
other defendants in which plaintiffs make claims purportedly based on or
related to the same practices that are the subject of the SEC and NYAG
investigations referred to above. Some of these lawsuits name the Fund as a
party. The lawsuits are now pending in the United States District Court for the
District of Maryland pursuant to a ruling by the Judicial Panel on
Multidistrict Litigation transferring and centralizing all of the mutual fund
cases involving market and late trading in the District of Maryland. Management
of the Investment Manager believes that these private lawsuits are not likely
to have a material adverse effect on the results of operations or financial
condition of the Fund.
On December 18, 2003, the Investment Manager confirmed that it had reached
terms with the SEC and the NYAG for the resolution of regulatory claims
relating to the practice of "market timing" mutual fund shares in some of the
AllianceBernstein Mutual Funds. The agreement with the SEC is reflected in an
Order of the Commission ("SEC Order"). The agreement with the NYAG is
memorialized in an Assurance of Discontinuance dated September 1, 2004 ("NYAG
Order"). Among the key provisions of these agreements are the following:
(i) The Investment Manager agreed to establish a $250 million fund (the
"Reimbursement Fund") to compensate mutual fund shareholders for the adverse
effects of market timing attributable to market timing relationships described
in the SEC Order. According to the SEC Order, the Reimbursement Fund is to be
paid, in order of priority, to fund investors based on (i) their aliquot share
of losses suffered by the fund due to market timing, and (ii) a proportionate
share of advisory fees paid by such fund during the period of such market
timing;
(ii) The Investment Manager agreed to reduce the advisory fees it receives
from some of the AllianceBernstein long-term, open-end retail funds, until
December 31, 2008; and
(iii) The Investment Manager agreed to implement changes to its governance and
compliance procedures. Additionally, the SEC Order and the NYAG Order
contemplate that the Investment Manager's registered investment company
clients, including the Fund, will introduce governance and compliance changes.
The shares of the Fund are not redeemable by the Fund, but are traded on an
exchange at prices established by the market. Accordingly, the Fund and its
shareholders are not subject to the market timing practices described in the
SEC Order and are not expected to participate in the Reimbursement Fund. Since
the Fund is a closed-end fund, it will not have its investment management fee
reduced pursuant to the terms of the agreements mentioned above.
The Investment Manager and approximately twelve other investment management
firms were publicly mentioned in connection with the settlement by the SEC of
charges that an unaffiliated broker/dealer violated federal securities laws
relating to its receipt of compensation for selling specific mutual funds and
the dis-
_______________________________________________________________________________
THE SPAIN FUND o 17
Notes to Financial Statements
-------------------------------------------------------------------------------
closure of such compensation. The SEC indicated publicly that, among other
things, it was considering enforcement action in connection with mutual funds'
disclosure of such arrangements and in connection with the practice of
considering mutual fund sales in the direction of brokerage commissions from
fund portfolio transactions. The SEC issued subpoenas to the Investment
Manager, and the NASD issued requests for information in connection with this
matter and the Investment Manager provided documents and other information to
the SEC and NASD and cooperated fully with the investigations. On June 8, 2005
the NASD announced that it had reached a settlement with AllianceBernstein
Investment Research and Management, Inc., a wholly owned subsidiary of the
Investment Manager and the distributor of the open-end mutual funds sponsored
by the Investment Manager, in connection with this matter. Management of the
Investment Manager expects that the settlement has resolved both regulatory
inquiries described above.
On June 22, 2004, a purported class action complaint entitled Aucoin, et al. v.
Alliance Capital Management L.P., et al. ("Aucoin Complaint") was filed against
the Investment Manager, Alliance Capital Management Holding L.P., Alliance
Capital Management Corporation, AXA Financial, Inc., AllianceBernstein
Investment Research & Management, Inc., certain current and former directors of
the AllianceBernstein Mutual Funds, and unnamed Doe defendants. The Aucoin
Complaint names certain of the AllianceBernstein mutual funds as nominal
defendants. The Fund was not named as a nominal defendant in the Aucoin
Complaint. The Aucoin Complaint was filed in the United States District Court
for the Southern District of New York by an alleged shareholder of an
AllianceBernstein mutual fund. The Aucoin Complaint alleges, among other
things, (i) that certain of the defendants improperly authorized the payment of
excessive commissions and other fees from fund assets to broker-dealers in
exchange for preferential marketing services, (ii) that certain of the
defendants misrepresented and omitted from registration statements and other
reports material facts concerning such payments, and (iii) that certain
defendants caused such conduct as control persons of other defendants. The
Aucoin Complaint asserts claims for violation of Sections 34(b), 36(b) and
48(a) of the Investment Company Act, Sections 206 and 215 of the Advisers Act,
breach of common law fiduciary duties, and aiding and abetting breaches of
common law fiduciary duties. Plaintiffs seek an unspecified amount of
compensatory damages and punitive damages, rescission of their contracts with
the Investment Manager, including recovery of all fees paid to the Investment
Manager pursuant to such contracts, an accounting of all fund-related fees,
commissions and soft dollar payments, and restitution of all unlawfully or
discriminatorily obtained fees and expenses.
Since June 22, 2004, numerous additional lawsuits making factual allegations
substantially similar to those in the Aucoin Complaint were filed against the
Investment Manager and certain other defendants, and others may be filed.
The Investment Manager believes that these matters are not likely to have a
material adverse effect on the Fund or the Investment Manager's ability to
perform advisory services relating to the Fund.
_______________________________________________________________________________
18 o THE SPAIN FUND
Financial Highlights
-------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
Selected Data For A Share Of Capital Stock Outstanding Throughout Each Period
Six Months
Ended
May 31, Year Ended November 30,
2005 ---------------------------------------------------------------
(unaudited) 2004 2003 2002 2001 2000
----------- ----------- ----------- ----------- ----------- -----------
Net asset value,
beginning of period $10.09 $8.41 $6.81 $8.39 $10.30 $16.45
INCOME FROM INVESTMENT
OPERATIONS
Net investment income (loss) .03(a) .04(a)(b) .01(a) (.03)(a) (.03)(a) (.13)
Net realized and unrealized
gain (loss) on investment and
foreign currency transactions .23 2.51 2.22 (.79) (.75) (1.76)
Net increase (decrease) in net
asset value from operations .26 2.55 2.23 (.82) (.78) (1.89)
LESS: DIVIDENDS AND
DISTRIBUTIONS
Dividends from net
investment income (.03) (.04) (.05) -0- (.02) -0-
Distributions from net realized
gain on investment and foreign
currency transactions (.46) (.83) -0- -0- (.48) (4.26)
Tax return of capital -0- -0- (.58) (.76) (.63) -0-
Total dividends and distributions (.49) (.87) (.63) (.76) (1.13) (4.26)
Net asset value, end of period $9.86 $10.09 $8.41 $6.81 $8.39 $10.30
Market value, end of period $11.80 $12.50 $9.57 $6.97 $8.55 $9.625
Premium/(Discount) 19.68% 23.89% 13.79% 2.35% 1.91% (6.55)%
TOTAL RETURN
Total investment return based on(c):
Market value (1.69)% 42.04% 49.25% (9.74)% 0.49% (12.72)%
Net asset value 1.77% 30.47% 34.24% (10.13)% (7.85)% (17.67)%
RATIOS/SUPPLEMENTAL DATA
Net assets, end of period
(000's omitted) $85,936 $87,799 $72,817 $58,800 $72,001 $88,207
Ratio to average net assets of:
Expenses, net of waivers 1.73%(d) 1.95% 2.19% 2.13% 1.91% 1.96%
Expenses, before waivers 1.73%(d) 2.01% 2.19% 2.13% 1.91% 1.96%
Net investment income (loss) .56%(d) .41%(b) .11% (.48)% (.35)% (.88)%
Portfolio turnover rate 7% 27% 26% 39% 34% 29%
See footnote summary on page 20.
_______________________________________________________________________________
THE SPAIN FUND o 19
Financial Highlights
-------------------------------------------------------------------------------
(a) Based on average shares outstanding.
(b) Net of waivers by the Investment Manager.
(c) Total investment return is calculated assuming a purchase of common stock
on the opening of the first day and a sale on the closing of the last business
day of each period reported. Dividends and distributions, if any, are assumed
for purposes of this calculation, to be reinvested at prices obtained under the
Fund's Dividend Reinvestment and Cash Purchase Plan. Generally, total
investment return based on net asset value will be higher than total investment
return based on market value in periods where there is an increase in the
discount or a decrease in the premium of the market value to the net asset
value from the beginning to the end of such years. Conversely, total investment
return based on net asset value will be lower than total investment return
based on market value in periods where there is a decrease in the discount or
an increase in the premium of the market value to the net asset value from the
beginning to the end of such years. Total investment return calculated for a
period of less than one year is not annualized.
(d) Annualized
_______________________________________________________________________________
20 o THE SPAIN FUND
Board of Directors
-------------------------------------------------------------------------------
BOARD OF DIRECTORS
William H. Foulk, Jr.(1), Chairman
Daniel de Fernando Garcia
Inmaculada de Habsburgo-Lorena(1)
Antonio Eraso(1)
Ignacio Gomez-Acebo
Francisco Gomez Roldan(1)
Jose Ignacio Comenge(1)
Juan Manuel Sainz de Vicuna(1)
OFFICERS
Marc O. Mayer, President
Edward D. Baker III(2), Senior Vice President
Philip L. Kirstein, Senior Vice President and Independent Compliance Officer
Russell Brody, Vice President
Cristina Fernandez-Alepuz(2), Vice President
Mark R. Manley, Secretary
Mark D. Gersten, Treasurer and Chief Financial Officer
Vincent S. Noto, Controller
Custodian
Brown Brothers Harriman & Co.
40 Water Street
Boston, MA 02109
Legal Counsel
Seward & Kissel LLP
One Battery Park Plaza
New York, NY 10004
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
300 Madison Avenue
New York, NY10017
Dividend Paying Agent, Transfer Agent and Registrar
Equiserve Trust Company
P.O. Box 43011
Providence, RI 02840-3011
(1) Member of the Audit Committee, the Independent Directors Committee and the
Governance and Nominating Committee
(2) Mr. Baker and Ms. Fernandez-Alepuz are the persons primarily responsible
for the day-to-day management of the Fund's investment portfolio.
Notice is hereby given in accordance with Section 23(c) of the Investment
Company Act of 1940 that the Fund may purchase at market prices from time to
time shares of its common stock on the open market.
This report, including the financial statements therein is transmitted to the
shareholders of The Spain Fund for their information. This is not a prospectus,
circular or representation intended for use in the purchase of shares of the
Fund or any securities mentioned in this report.
Annual Certifications - As required, the Fund has submitted to the New York
Stock Exchange ("NYSE") the annual certification of the Fund's Chief Executive
Officer certifying that he is not aware of any violation of the NYSE's
Corporate Governance listing standards. The Fund also has included the
certifications of the Fund's Chief Executive Officer and Chief Financial
Officer required by Section 302 of the Sarbanes-Oxley Act of 2002 as exhibits
to the Fund's Form N-CSR filed with the Securities and Exchange Commission for
the annual period.
_______________________________________________________________________________
THE SPAIN FUND o 21
AllianceBernstein Family of Funds
-------------------------------------------------------------------------------
ALLIANCEBERNSTEIN FAMILY OF FUNDS
--------------------------------------------
Wealth Strategies Funds
--------------------------------------------
Balanced Wealth Strategy
Wealth Appreciation Strategy
Wealth Preservation Strategy
Tax-Managed Balanced Wealth Strategy
Tax-Managed Wealth Appreciation Strategy
Tax-Managed Wealth Preservation Strategy
--------------------------------------------
Blended Style Funds
--------------------------------------------
U.S. Large Cap Portfolio
International Portfolio
Tax-Managed International Portfolio
--------------------------------------------
Growth Funds
--------------------------------------------
Domestic
Growth Fund
Mid-Cap Growth Fund
Large Cap Growth Fund*
Small Cap Growth Portfolio
Global & International
Global Health Care Fund*
Global Research Growth Fund
Global Technology Fund*
Greater China '97 Fund
International Growth Fund*
International Research Growth Fund*
--------------------------------------------
Value Funds
--------------------------------------------
Domestic
Balanced Shares
Focused Growth & Income Fund*
Growth & Income Fund
Real Estate Investment Fund
Small/Mid Cap Value Fund*
Utility Income Fund
Value Fund
Global & International
Global Value Fund
International Value Fund
--------------------------------------------
Taxable Bond Funds
--------------------------------------------
Americas Government Income Trust
Corporate Bond Portfolio
Emerging Market Debt Fund
Global Strategic Income Trust
High Yield Fund
Multi-Market Strategy Trust
Quality Bond Portfolio
Short Duration Portfolio
U.S. Government Portfolio
--------------------------------------------
Municipal Bond Funds
--------------------------------------------
National
Insured National
Arizona
California
Insured California
Florida
Massachusetts
Michigan
Minnesota
New Jersey
New York
Ohio
Pennsylvania
Virginia
--------------------------------------------
Intermediate Municipal Bond Funds
--------------------------------------------
Intermediate California
Intermediate Diversified
Intermediate New York
--------------------------------------------
Closed-End Funds
--------------------------------------------
All-Market Advantage Fund
ACM Income Fund
ACM Government Opportunity Fund
ACM Managed Dollar Income Fund
ACM Managed Income Fund
ACM Municipal Securities Income Fund
California Municipal Income Fund
National Municipal Income Fund
New York Municipal Income Fund
The Spain Fund
World Dollar Government Fund
World Dollar Government Fund II
We also offer Exchange Reserves,** which serves as the money market fund
exchange vehicle for the AllianceBernstein mutual funds.
For more complete information on any AllianceBernstein mutual fund, including
investment objectives and policies, sales charges, expenses, risks and other
matters of importance to prospective investors, visit our web site at
www.alliancebernstein.com or call us at (800) 227-4618 for a current
prospectus. You should read the prospectus carefully before you invest.
* Prior to December 15, 2004, these Funds were named as follows: Global Health
Care Fund was Health Care Fund; Large Cap Growth Fund was Premier Growth Fund;
Global Technology Fund was Technology Fund; and Focused Growth & Income Fund
was Disciplined Value Fund. Prior to February 1, 2005, Small/Mid Cap Value Fund
was named Small Cap Value Fund. Prior to May 16, 2005, International Growth
Fund was named Worldwide Privatization Fund and International Research Growth
Fund was named International Premier Growth Fund. On June 24, 2005, All-Asia
Investment Fund merged into International Research Growth Fund. On July 8,
2005, New Europe Fund merged into International Research Growth Fund.
** An investment in the Fund is not a deposit in a bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other government
agency. Although the Fund seeks to preserve the value of your investment at
$1.00 per share, it is possible to lose money by investing in the Fund.
_______________________________________________________________________________
22 o THE SPAIN FUND
Summary of General Information
-------------------------------------------------------------------------------
SUMMARY OF GENERAL INFORMATION
Shareholder Information
Daily market prices for the Fund's shares are published in the New York Stock
Exchange Composite Transaction section of The Wall Street Journal under the
designation SpainFd. The daily net asset value of the Fund's shares are
available from the Fund's Transfer Agent by calling (800) 219-4218. The Fund
also distributes its daily net asset value to various financial publications or
independent organizations such as Lipper Inc. and Morningstar, Inc. The Fund's
NYSE trading symbol is "SNF". Weekly comparative net asset value (NAV) and
market price information about the Fund is published each Monday in The Wall
Street Journal, each Sunday in The New York Times and each Saturday in Barron's
and other newspapers in a table called "Closed End Funds".
Dividend Reinvestment and Cash Purchase Plan
A Dividend Reinvestment Plan is available to shareholders in the Fund, which
provides automatic reinvestment of dividends and capital gain distributions in
additional Fund shares. The Plan also allows you to make optional cash
investments in Fund shares through the Plan Agent. If you wish to participate
in the Plan and your shares are held in your name, simply complete and mail the
enrollment form in the brochure. If your shares are held in the name of your
brokerage firm, bank or other nominee, you should ask them whether or how you
can participate in the Plan.
For questions concerning shareholder account information, or if you would like
a brochure describing the Dividend Reinvestment Plan, please call State Street
Bank and Trust Company at (800) 219-4218.
_______________________________________________________________________________
THE SPAIN FUND o 23
NOTES
_______________________________________________________________________________
24 o THE SPAIN FUND
-------------------------------------------------------------------------------
Privacy Notice
Alliance, the AllianceBernstein Family of Funds and AllianceBernstein
Investment Research and Management, Inc. (collectively, "Alliance" or "we")
understand the importance of maintaining the confidentiality of our customers'
nonpublic personal information. In order to provide financial products and
services to our customers efficiently and accurately, we may collect nonpublic
personal information about our customers from the following sources: (1)
information we receive from account documentation, including applications or
other forms (which may include information such as a customer's name, address,
social security number, assets and income) and (2) information about our
customers' transactions with us, our affiliates and others (including
information such as a customer's account balances and account activity).
It is our policy not to disclose nonpublic personal information about our
customers (or former customers) except to our affiliates, or to others as
permitted or required by law. From time to time, Alliance may disclose
nonpublic personal information that we collect about our customers (or former
customers), as described above, to non-affiliated third party providers,
including those that perform processing or servicing functions and those that
provide marketing services for us or on our behalf pursuant to a joint
marketing agreement that requires the third party provider to adhere to
Alliance's privacy policy. We have policies and procedures to safeguard
nonpublic personal information about our customers (or former customers) which
include: (1) restricting access to such nonpublic personal information and (2)
maintaining physical, electronic and procedural safeguards that comply with
federal standards to safeguard such nonpublic personal information.
-------------------------------------------------------------------------------
THE SPAIN FUND
1345 Avenue of the Americas
New York, NY 10105
(800) 221-5672
[LOGO] ALLIANCEBERNSTEIN (R)
Investment Research and Management
SPNSR0505
ITEM 2. CODE OF ETHICS.
Not applicable when filing a semi-annual report to shareholders.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
Not applicable when filing a semi-annual report to shareholders.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Not applicable when filing a semi-annual report to shareholders.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable when filing a semi-annual report to shareholders.
ITEM 6. SCHEDULE OF INVESTMENTS.
Please see Schedule of Investments contained in the Report to Shareholders
included under Item 1 of this Form N-CSR.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable when filing a semi-annual report to shareholders.
ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
There have been no purchases of equity securities by the Fund or by affiliated
parties for the reporting period.
ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which shareholders may
recommend nominees to the Fund's Board of Directors since the Fund last
provided disclosure in response to this item.
ITEM 10. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive officer and principal financial
officer have concluded that the registrant's disclosure controls and procedures
(as defined in Rule 30a-2(c) under the Investment Company Act of 1940, as
amended) are effective at the reasonable assurance level based on their
evaluation of these controls and procedures as of a date within 90 days of the
filing date of this document.
(b) There were no significant changes in the registrant's internal controls
over financial reporting during the second fiscal quarter of the period that
could significantly affect these controls subsequent to the date of their
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.
ITEM 11. EXHIBITS.
The following exhibits are attached to this Form N-CSR:
EXHIBIT NO. DESCRIPTION OF EXHIBIT
----------- ----------------------
11 (b) (1) Certification of Principal Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
11 (b) (2) Certification of Principal Financial Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
11 (c) Certification of Principal Executive Officer and Principal
Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant): The Spain Fund, Inc.
By: /s/ Marc O. Mayer
-------------
Marc O. Mayer
President
Date: July 29, 2005
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By: /s/ Marc O. Mayer
-----------------
Marc O. Mayer
President
Date: July 29, 2005
By: /s/ Mark D. Gersten
-------------------
Mark D. Gersten
Treasurer and Chief Financial Officer
Date: July 29, 2005