-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I1WMNRwoljiCekoWuNcBJEAxnJa4eRXTlrfpivOxE3FyJi79fcOk0nsylPyMQma2 ySxaxCDe+Lgka0lKBBxjQA== 0001005477-08-006960.txt : 20081223 0001005477-08-006960.hdr.sgml : 20081223 20081223160457 ACCESSION NUMBER: 0001005477-08-006960 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081219 FILED AS OF DATE: 20081223 DATE AS OF CHANGE: 20081223 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA ASSURANCES VIE MUTUELLE ET AL CENTRAL INDEX KEY: 0000898482 STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267410 BUSINESS ADDRESS: STREET 1: LA GRANDE ARCHE PARDI NORD STREET 2: 92044 CITY: PARIS LA DEFENSE FRA STATE: I3 MAIL ADDRESS: STREET 1: 26 RUE DROUOT CITY: PARIS STATE: I0 ZIP: 75009 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA ASSURANCES I A R D MUTUELLE ET AL CENTRAL INDEX KEY: 0000941620 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267411 BUSINESS ADDRESS: STREET 1: LA GRANDE ARCHE STREET 2: PARDI NORD CITY: 92044 PARIS LA DEFENCE FRANCE STATE: I0 MAIL ADDRESS: STREET 1: 26 RUE DROUOT CITY: PARIS STATE: I0 ZIP: 75009 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA CENTRAL INDEX KEY: 0000898427 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267412 BUSINESS ADDRESS: STREET 1: 25 AVE MATIGNON CITY: PARIS FRANCE STATE: I0 BUSINESS PHONE: 2125544489 MAIL ADDRESS: STREET 1: 135 WEST 50TH ST 3RD ST STREET 2: 135 WEST 50TH ST 3RD ST CITY: NEW YORK STATE: NY ZIP: 10020 FORMER NAME: FORMER CONFORMED NAME: AXA UAP DATE OF NAME CHANGE: 19970904 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN L.P. CENTRAL INDEX KEY: 0001109448 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 134064930 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE CAPITAL MANAGEMENT L P DATE OF NAME CHANGE: 20000316 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ACMC INC CENTRAL INDEX KEY: 0000003798 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267415 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: ALLIANCE CAPITAL MANAGEMENT CORP DATE OF NAME CHANGE: 19920929 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA EQUITABLE LIFE INSURANCE CO CENTRAL INDEX KEY: 0000727920 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267409 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: AXA-EQUITABLE LIFE INSURANCE CO DATE OF NAME CHANGE: 20040928 FORMER NAME: FORMER CONFORMED NAME: EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /NY/ DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA FINANCIAL INC CENTRAL INDEX KEY: 0000888002 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267414 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: EQUITABLE COMPANIES INC DATE OF NAME CHANGE: 19950721 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA EQUITABLE FINANCIAL SERVICES LLC CENTRAL INDEX KEY: 0001257148 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267408 BUSINESS ADDRESS: STREET 1: 1290 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 212-554-1234 MAIL ADDRESS: STREET 1: 1290 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: AXA FINANCIAL SERVICES LLC DATE OF NAME CHANGE: 20030728 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EQUITABLE HOLDINGS LLC CENTRAL INDEX KEY: 0001257149 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267413 BUSINESS ADDRESS: STREET 1: 1290 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA FINANCIAL (BERMUDA) LTD. CENTRAL INDEX KEY: 0001450152 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1208 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 081267416 BUSINESS ADDRESS: STREET 1: C/O MARSH MANAGEMENT SERVICES (BERMUDA) STREET 2: VICTORIA HALL, 11 VICTORIA STREET CITY: HAMILTON STATE: D0 ZIP: HM11 BUSINESS PHONE: 441-292-4402 MAIL ADDRESS: STREET 1: C/O MARSH MANAGEMENT SERVICES (BERMUDA) STREET 2: VICTORIA HALL, 11 VICTORIA STREET CITY: HAMILTON STATE: D0 ZIP: HM11 FORMER NAME: FORMER CONFORMED NAME: AXA Financial (Bermuda) Ltd. DATE OF NAME CHANGE: 20081118 4 1 edgar123.xml FORM 4 X0303 4 2008-12-19 0 0001109448 ALLIANCEBERNSTEIN L.P. NONE 0000003798 ACMC INC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0000888002 AXA FINANCIAL INC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0001257149 EQUITABLE HOLDINGS LLC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0000898427 AXA 25 AVENUE MATIGNON PARIS I0 75008 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0000941620 AXA ASSURANCES I A R D MUTUELLE ET AL 26, RUE DROUOT PARIS I0 75009 FRANCE 0 0 1 1 Filed by mult.reporting pers. 0000898482 AXA ASSURANCES VIE MUTUELLE ET AL 26, RUE DROUOT PARIS I0 75009 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0000727920 AXA EQUITABLE LIFE INSURANCE CO 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0001257148 AXA EQUITABLE FINANCIAL SERVICES LLC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0001450152 AXA FINANCIAL (BERMUDA) LTD. C/O 1290 AVENUE OF AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. Units of Limited Partnership Interest 2008-12-19 4 J 0 8160000 A 8160000 D Units of Limited Partnership Interest 66220822 D Units of Limited Partnership Interest 49264877 D Units of Limited Partnership Interest 40861854 D Units of Limited Partnership Interest 4389192 I See Notes Units of Limited Partnership Interest 1225000 I See Notes These units of limited partnership interest ("AB Units") in AllianceBernstein L.P. ("AllianceBernstein") are directly owned by ACMC, Inc. ("ACMC"), an indirect wholly-owned subsidiary of AXA Financial, Inc. ("AXA Financial"). These AB Units are directly owned by AXA Equitable Life Insurance Company ("AXA Equitable"), an indirect wholly-owned subsidiary of AXA Financial. These AB Units are directly owned by AXA Financial (Bermuda) Ltd., an indirect wholly-owned subsidiary of AXA Financial. AXA indirectly owns all of the common stock (the "Common Stock") of AXA Financial, which is the direct and indirect beneficial owner of the securities covered by this Form 4. As of December 31, 2007, AXA Assurances I.A.R.D. Mutuelle and AXA Assurances Vie Mutuelle (collectively, the "Mutuelles AXA"), directly and indirectly owned approximately 14.48% of the issued ordinary shares (representing approximately 20.84% of the voting power) of AXA. The Mutuelles AXA and AXA expressly declare that the filing of this Form 4 shall not be construed as an admission that either of them is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this Form 4. AXA has deposited its shares of Common Stock into a voting trust. AXA will remain the indirect beneficial owner of such Common Stock, but during the term of the voting trust, the AXA Voting Trustees will exercise all voting rights with respect to the Common Stock. Accordingly, the AXA Voting Trustees may be deemed to beneficially own the securities covered by this Form 4. The AXA Voting Trustees expressly declare that the filing of this Form 4 shall not be construed as an admission that any of them is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this Form 4. In addition to the AB Units reported in this Form 4, the Reporting Persons beneficially own units representing assignments of beneficial ownership of limited partnership interests ("Holding Units") in AllianceBernstein Holding L.P. ("Holding") as follows. As of December 19, 2008, ACMC beneficially owned directly 722,178 Holding Units and AXA Equitable beneficially owned directly 722,178 Holding Units. Equitable Holdings, LLC wholly owns AllianceBernstein Corporation, the general partner of both AllianceBernstein and Holding. As of December 19, 2008, Holding owned 87,601,715 AB Units. For more information on the Reporting Persons' holdings of Holding Units, see their separate Form 4 filings with respect to Holding Units. The AB Units are highly illiquid, and the ability of a holder of AB Units to exchange them in the future for Holding Units if it so desires is substantially limited. In general, transfers of AB Units will be allowed only with the written consent of both AXA Equitable and the general partner of AllianceBernstein. AXA Equitable and the general partner of AllianceBernstein have stated that they intend to refuse to consent to any transfer that is not described in the safe harbors set forth in the United States Treasury regulations. AXA Financial entered into a purchase agreement with SCB Inc. (f/k/a Sanford C. Bernstein Inc.)("SCB") and AllianceBernstein, dated as of June 20, 2000 (the "Purchase Agreement"), pursuant to which it granted SCB the right, beginning on the second anniversary of the closing of AllianceBernstein's acquisition of substantially all of the assets and liabilities of SCB (the "Acquisition"), to cause AXA Financial (or its designee) to purchase AB Units received by SCB as part of consideration for the Acquisition (in the aggregate, such AB Units are referred to herein as the "Equity Consideration"). This right is exercisable no more than once annually during each of the eight years following the second anniversary of the closing of the Acquisition (October 2, 2000), in an amount not to exceed 20% of the AB Units paid to SCB as part of the Equity Consideration per year and subject to deferral under certain circumstances. On December 19, 2008, SCB and SCB Partners Inc. delivered a notice to AXA Financial stating that it was exercising its right to sell 8,160,000 AB Units to AXA Financial (or its designee) under the Purchase Agreement. As provided in the Purchase Agreement, the purchase price for each such AB Unit will be the average of the closing prices of a Holding Unit as quoted on the New York Stock Exchange composite tape for the ten trading days ending on December 29, 2008, the fifth trading day following the December 19, 2008 exercise date. While the purchase price will not be determined until December 29, 2008, and the settlement date will be subsequent to that date, the Reporting Persons are filing this form to report AXA Financial's receipt, on December 19, 2008, of SCB's notice of exercise of its right to sell. It is expected that these AB Units will be directly owned by AXA Financial or other AXA Financial designee upon settlement of the transaction described in footnotes (8) and (9) that is the subject of this Form 4. These AB Units are directly owned by MONY Life Insurance Company, which is wholly owned by AXA Equitable Financial Services, LLC, a wholly-owned subsidiary of AXA Financial. These AB Units are directly owned by MONY Life Insurance Company of America, which is wholly owned by MONY Life. This is one of two Forms 4 reporting the transaction filed today by multiple reporting persons. See Attachment A filed as an Exhibit hereto for a complete list of Reporting Persons filing these two Forms 4 today. Alvin H. Fenichel (See Attachment A) 2008-12-23 Kevin R. Byrne (See Attachment A) 2008-12-23 EX-99 2 attachmenta.txt ATTACHMENT A ADDITIONAL REPORTING PERSONS AND SIGNATURES COMPANY / ADDRESS AXA ASSURANCES I.A.R.D. MUTUELLE 26, rue Drouot 75009 Paris, France AXA ASSURANCES VIE MUTUELLE 26, rue Drouot 75009 Paris, France are Reporting Persons through their interest in the following entity: AXA 25, avenue Matignon 75008 Paris, France is a Reporting Person through its interest in AXA Financial, Inc. SIGNED ON BEHALF OF THE ABOVE ENTITIES (collectively, the "Mutuelles AXA, and AXA") By: /s/Alvin H. Fenichel ---------------------------------- Alvin H. Fenichel, Attorney-in-Fact COMPANY / ADDRESS AXA FINANCIAL, INC. 1290 Avenue of the Americas New York, New York 10104 AXA EQUITABLE FINANCIAL SERVICES, LLC 1290 Avenue of the Americas New York, New York 10104 AXA EQUITABLE LIFE INSURANCE COMPANY 1290 Avenue of the Americas New York, New York 10104 SIGNED ON BEHALF OF THE ABOVE ENTITIES By: /s/ Alvin H. Fenichel ------------------------------- Alvin H. Fenichel, Senior Vice President and Chief Accounting Officer EQUITABLE HOLDINGS, LLC 1290 Avenue of the Americas New York, New York 10104 By: /s/ Alvin H. Fenichel ------------------------------- Alvin H. Fenichel, Authorized Signatory AXA Financial (Bermuda) Ltd. C/O 1290 Avenue of the Americas New York, New York 10104 By: /s/ Kevin R. Byrne ------------------------------- Kevin R. Byrne, President ACMC, INC. 1290 Avenue of the Americas New York, New York 10104 By: /s/Kevin R. Byrne ------------------------------- Kevin R. Byrne, Senior Vice President and Chief Financial Officer Since no more than ten reporting persons may join in a single electronic Form 4 submission, a separate Form 4 is being filed today on behalf of the following reporting persons: COMPANY / ADDRESS AXA America Holdings, Inc. 1290 Avenue of the Americas New York, New York 10104 Oudinot Participations 26, rue du Colisee 75008 Paris, France VOTING TRUSTEES / ADDRESS Henri de Castries, Christopher Condron and Denis 25, avenue Matignon Duverne (collectively, the "AXA Voting 75008 Paris, France Trustees") pursuant to the Amended and Restated Voting Trust Agreement dated as of May 12, 2002, with AXA. MONY LIFE INSURANCE COMPANY 1290 Avenue of the Americas New York, New York 10104 MONY LIFE INSURANCE COMPANY OF AMERICA 1290 Avenue of the Americas New York, New York 10104 -----END PRIVACY-ENHANCED MESSAGE-----