-----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, QEIhDukj851G11M6ZnX0Mvl61GtXxQ0GGYzCjFBsG3PgQWNwDmSj++wM+9zU3Wva NTk0lenp/6rVRA0ygdqirw== 0001005477-04-004577.txt : 20041222 0001005477-04-004577.hdr.sgml : 20041222 20041222193634 ACCESSION NUMBER: 0001005477-04-004577 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041207 FILED AS OF DATE: 20041222 DATE AS OF CHANGE: 20041222 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCE CAPITAL MANAGEMENT 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 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 BUSINESS PHONE: 2129691000 MAIL ADDRESS: STREET 1: 1345 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MONY LIFE INSURANCE CO CENTRAL INDEX KEY: 0001209935 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222131 BUSINESS ADDRESS: STREET 1: 1740 BROADWAY CITY: NEW YORK STATE: NY ZIP: 06183 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MONY HOLDINGS LLC CENTRAL INDEX KEY: 0001176372 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222132 MAIL ADDRESS: STREET 1: 1740 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COLLOCH FRANCOISE CENTRAL INDEX KEY: 0001266415 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222133 MAIL ADDRESS: STREET 1: 25 AVENUE MATIGNON CITY: PARIS STATE: I0 ZIP: 75008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MONY LIFE INSURANCE CO OF AMERICA CENTRAL INDEX KEY: 0000835357 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222134 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2123145296 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: MONY LIFE INSURANCE COMPANY OF AMERICA DATE OF NAME CHANGE: 19981002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BEBEAR CLAUDE CENTRAL INDEX KEY: 0001266417 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222135 MAIL ADDRESS: STREET 1: 25 AVENUE MATIGNON CITY: PARIS STATE: I0 ZIP: 75008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FINAXA ET AL CENTRAL INDEX KEY: 0001023043 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222136 MAIL ADDRESS: STREET 1: 23 AVENUE METIGNON CITY: PARIS STATE: I0 ZIP: 75008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CASTRIES HENRI DE CENTRAL INDEX KEY: 0001266416 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 041222137 MAIL ADDRESS: STREET 1: 25 AVENUE MATIGNON CITY: PARIS STATE: I0 ZIP: 75008 4/A 1 edgar123.xml AMENDMENT TO FORM 4 X0202 4/A 2004-12-07 2004-12-09 0 0001109448 ALLIANCE CAPITAL MANAGEMENT L P NONE 0001023043 FINAXA ET AL 23, AVENUE MATIGNON PARIS I0 75008 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0001266417 BEBEAR CLAUDE 25, AVENUE MATIGNON PARIS I0 75008 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0001266416 CASTRIES HENRI DE 25, AVENUE MATIGNON PARIS I0 75008 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0001266415 COLLOCH FRANCOISE 25, AVENUE MATIGNON PARIS I0 75008 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0001176372 MONY HOLDINGS LLC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0000835357 MONY LIFE INSURANCE CO OF AMERICA 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. 0001209935 MONY LIFE INSURANCE CO 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. Units of Limited Partnership Interest 32699154 I See notes Units of Limited Partnership Interest 66220822 I See notes Units of Limited Partnership Interest 40880637 I See notes Units of Limited Partnership Interest 2004-12-07 4 J 0 2545808 40.08 A 7765204 I See notes Units of Limited Partnership Interest 2004-12-07 4 J 0 4389192 40.08 A 4389192 D Units of Limited Partnership Interest 2004-12-07 4 J 0 1225000 40.08 A 1225000 D These units ("Capital Units") of limited partnership interest in Alliance Capital Management L.P. ("Capital") are directly owned by ACMC, Inc. ("ACMC"), an indirect wholly-owned subsidiary of AXA Financial, Inc. ("AXA Financial"). These Capital Units are directly owned by ECMC, LLC ("ECMC"), an indirect wholly-owned subsidiary of AXA Financial. These Capital Units are directly owned by AXA Equitable Life Insurance Company (f/k/a The Equitable Life Assurance Society of the United States) ("AXA Equitable"), 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 October 31, 2004, the Mutuelles AXA, as a group, directly and indirectly (through Finaxa) owned 20.54% of the issued ordinary shares (representing 32.66% of the voting power) of AXA. The Mutuelles AXA, Finaxa and AXA 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. AXA has deposited its shares of Common Stock into a voting trust. AXA will remain the 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 Capital Units reported in this Form 4, the Reporting Persons beneficially own units ("Holding Units") representing assignments of beneficial ownership of limited partnership interests in Alliance Capital Management Holding L.P. ("Holding") as follows. As of December 21, 2004, ACMC beneficially owned directly 722,178 Holding Units, and ECMC beneficially owned directly 722,178 Holding Units. Equitable Holdings, LLC wholly owns Alliance Capital Management Corporation, the general partner of both Capital and Holding. As of December 21, 2004, Holding owned 80,473,756 Capital Units. For more information on the Reporting Persons' holdings of Holding Units, see their separate Form 4 filings with respect to Holding Units. The Capital Units are highly illiquid, and the ability of a holder of Capital Units to exchange them in the future for Holding Units if it so desires is substantially limited. In general, transfers of Capital Units will be allowed only with the written consent of both AXA Equitable and the general partner of Capital. AXA Equitable and the general partner of Capital 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 Capital, 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 Capital's acquisition of substantially all of the assets and liabilities of SCB (the "Acquisition"), to cause AXA Financial (or its designee) to purchase Capital Units received by SCB as part of consideration for the Acquisition (in the aggregate, such Capital 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 Capital Units paid to SCB as part of the Equity Consideration per year and subject to deferral under certain circumstances. On December 7, 2004, SCB Partners Inc., a wholly owned subsidiary of SCB, delivered a notice to AXA Financial stating that it was exercising its right to sell 8,160,000 Capital Units to AXA Financial (or its designee) under the Purchase Agreement. The purchase price for the Capital Units which acquisition is being reported on this Form 4 is $40.077 per Capital Unit, which is, as provided in the Purchase Agreement, 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 14, 2004, the fifth trading day following the December 7, 2004 exercise date. The settlement of the sale by SCB Partners Inc. of 8,160,000 Capital Units in the aggregate to AXA Financial (which contributed 4,389,192 Capital Units to MONY Life and 1,225,000 Capital Units to MLOA on December 21, 2004) and AXA Equitable took place on December 21, 2004. These Capital Units are directly owned by AXA Financial. These Capital Units are directly owned by MONY Life Insurance Company ("MONY Life"), which is wholly owned by MONY Holdings, LLC, a wholly-owned subsidiary of AXA Financial. These Capital Units are directly owned by MONY Life Insurance Company of America ("MLOA"), which is wholly owned by MONY Life. This is one of two Forms 4 reporting this 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) 2004-12-22 EX-99 2 attachment_a.txt ATTACHMENT A ATTACHMENT A ADDITIONAL REPORTING PERSONS AND SIGNATURES COMPANY / ADDRESS FINAXA 23, avenue Matignon (Reporting Person through its interest in AXA) 75008 Paris, France Claude Bebear, Henri de Castries, and Francoise 25, avenue Matignon Colloc'h (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. By: /s/Alvin H. Fenichel -------------------------- Alvin H. Fenichel, Attorney-in-Fact MONY HOLDINGS, LLC 1290 Avenue of the Americas is a Reporting Person through its interest New York, New York 10104 in the following entity: 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 SIGNED ON BEHALF OF THE ABOVE ENTITIES By: /s/ Alvin H. Fenichel ------------------------------- Alvin H. Fenichel, Senior Vice President and Controller 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 ASSURANCES I.A.R.D. MUTUELLE 26, rue Drouot 75009 Paris, France AXA ASSURANCES VIE MUTUELLE 26, rue Drouot 75009 Paris, France AXA COURTAGE ASSURANCE MUTUELLE 26, rue Drouot 75009 Paris, France AXA 25, avenue Matignon 75008 Paris, France AXA FINANCIAL, INC. 1290 Avenue of the Americas New York, New York 10104 AXA 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 EQUITABLE HOLDINGS, LLC 1290 Avenue of the Americas New York, New York 10104 ACMC, INC. 1290 Avenue of the Americas New York, New York 10104 ECMC, LLC 1290 Avenue of the Americas New York, New York 10104 -----END PRIVACY-ENHANCED MESSAGE-----