Alliance All-Market Advantage Fund, Inc. Announces Terms of Rights Offering.

NEW YORK--(BUSINESS WIRE)--June 11, 1999--

Alliance All-Market Advantage Fund, Inc. (NYSE:AMO) recently announced its intention to conduct a non-transferable rights offering, and today announced terms of the offering. The offering will be made only by means of a prospectus.

The purpose of the offering is to increase the assets of the Fund available for investment, thereby allowing the Fund to more fully take advantage of available investment opportunities, reduce the relative significance of certain large positions in its portfolio and improve the portfolio's tax efficiency.

Pursuant to the offering, the Fund will issue to stockholders of record on the record date one non-transferable right for each share of common stock held. Three rights will entitle the holder to purchase one share of common stock at the subscription price. Record date stockholders who receive less than three rights will be entitled to purchase one share.

The subscription price will not be determined until the date of the expiration of the offer (the "Expiration Date") and will equal 95% of the lower of (1) the average of the last reported sales prices of a share of the Fund's common stock on the New York Stock Exchange on the Expiration Date and on the four preceding business days and (2) the net asset value per share as of the close of trading on the Expiration Date.

Stockholders of record who fully exercise all rights issued to them will be entitled to subscribe for additional shares at the subscription price pursuant to an over-subscription privilege. If sufficient shares are not available to honor all of these requests, the Fund may, in the discretion of the Board of Directors, issue additional shares (in an amount up to 25% of the shares that were available in the primary offering). Regardless of whether the Fund issues these additional shares, to the extent that shares are not available to honor all requests, the available shares will be allocated pro rata among those who over-subscribed based on the number of rights issued to them by the Fund on the record date.

The record date for the rights offering will be June 21, 1999, or such later date on which the Fund's registration statement becomes effective. The proposed subscription period is currently anticipated to expire on July 16, 1999. The Fund expects that the subscription forms, together with the prospectus, will be mailed to record date stockholders promptly following the record date. Stockholders who hold their shares in bank or broker name will receive the rights offering materials from their bank or broker. PaineWebber Incorporated has been selected as the Dealer-Manager for the offering.

A definitive announcement of the commencement of the offering, the record date and the formula for determining the subscription price will be made through a prospectus as well as through the public media. Stockholders should be sensitive to these subsequent announcements. Stockholders who have questions regarding the rights offering should contact the Information Agent for the offering, Shareholder Communications Corporation, at 800-645-8640.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The above shall not constitute an offer to sell nor the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

The Fund is a non-diversified, closed-end, U.S.-registered management investment company managed by Alliance Capital Management L.P. As of June 4, 1999, the Fund's total net assets were $115.9 million.