8-K 1 e6925.txt CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2005 AXA FINANCIAL, INC. ------------------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Delaware 1-11166 13-3623351 ------------------------------------------------------------------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 1290 Avenue of the Americas New York, New York 10104 ------------------------------------------------- ------------------------- (Address of principal executive offices) (Zip Code) (212) 554-1234 ---------------------------------- (Registrant's telephone number, including area code) None ------------------------------------------------------------------------- (Former name or address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): / / Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) / / Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) / / Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) / / Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On January 27, 2005, AXA, the Registrant's parent company, issued a press release announcing its consolidated revenues for the year ended December 31, 2004, prepared in accordance with accounting principles generally accepted in France ("French GAAP"). Set forth in Exhibit 99.1 is the AXA press release. Included within AXA's revenues for the year ended December 31, 2004 set forth in the AXA press release is the contribution of the Registrant and its consolidated subsidiaries, presented in accordance with French GAAP. The AXA press release includes "Gross Revenues" for United States Life & Savings operations, which is a reference to the Registrant's Financial Advisory/Insurance segment. "Gross Revenues" is not a measure calculated and presented in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"). Set forth in Exhibit 99.2 is a reconciliation of the Registrant's contribution to AXA's United States Life & Savings Gross Revenues for the year ended December 31, 2004 prepared in accordance with French GAAP to the premiums of the Registrant and its consolidated subsidiaries prepared in accordance U.S. GAAP for the same period. In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AXA FINANCIAL, INC. Date: January 28, 2005 By: /s/ Alvin H. Fenichel --------------------- Name: Alvin H. Fenichel Title: Senior Vice President and Controller -2- EXHIBIT INDEX EXHIBIT NUMBER EXHIBIT DESCRIPTION 99.1 Press Release, dated January 27, 2005, of AXA. 99.2 Reconciliation of AXA US Life & Savings Contribution to AXA French GAAP Gross Revenues with Consolidated AXA Financial, Inc. Premiums under US GAAP.