-----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, WHBQKP7lTN6VFDt8bjK9egAaZokVtVgMREG7TFIKg2Z6I1pP7esJjeohJph/2dV8 TleXKukjSu306YNrn1a3qQ== 0001005477-04-000963.txt : 20040224 0001005477-04-000963.hdr.sgml : 20040224 20040224152210 ACCESSION NUMBER: 0001005477-04-000963 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040220 FILED AS OF DATE: 20040224 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ECMC LLC CENTRAL INDEX KEY: 0000842885 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 04624763 BUSINESS ADDRESS: STREET 1: 1290 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 MAIL ADDRESS: STREET 1: 1290 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: EQUITABLE CAPITAL MANAGEMENT CORP DATE OF NAME CHANGE: 19881118 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: 04624766 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: 04624768 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: 04624769 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: 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: 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: 04624770 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: EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /NY/ 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: 04624761 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 787 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 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: 04624764 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 COURTAGE ASSURANCE MUTUELLE CENTRAL INDEX KEY: 0000898483 STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 04624767 BUSINESS ADDRESS: STREET 1: 24 RUE LOUIS LE GRANDE STREET 2: 75002 CITY: PARIS FRANCE STATE: I3 ZIP: 10020 BUSINESS PHONE: 2126418234 MAIL ADDRESS: STREET 1: 26 NUE DROUOT CITY: PARIS STATE: I0 ZIP: 75009 FORMER NAME: FORMER CONFORMED NAME: UNI EUROPE ASSURANCE MUTUELLE DATE OF NAME CHANGE: 19930715 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA 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: 04624765 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 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: 04624762 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 4 1 edgar123.xml FORM 4 X0201 4 2004-02-20 0 0001109448 ALLIANCE CAPITAL MANAGEMENT L P NONE 0000003798 ACMC INC 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 0 0 1 1 Filed by mult. reporting pers. 0000941620 AXA ASSURANCES I A R D MUTUELLE ET AL 370, RUE SAINT HONORE PARIS I0 75001 FRANCE 0 0 1 1 Filed by mult.reporting pers. 0000898483 AXA COURTAGE ASSURANCE MUTUELLE 26, RUE LOUIS-LE-GRAND PARIS I0 75002 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0000898482 AXA ASSURANCES VIE MUTUELLE ET AL 370, RUE SAINT HONORE PARIS I0 75001 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0001257148 AXA FINANCIAL SERVICES LLC 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. 0000842885 ECMC LLC 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. 0000727920 EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /NY/ 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. Units of Limited Partnership Interest 66220822 D Units of Limited Partnership Interest 2004-02-20 4 J 0 8160000 A 40880227 D Units of Limited Partnership Interest 5219396 D Units of Limited Partnership Interest 32699154 D These securities are directly owned by ACMC, Inc. ("ACMC"), an indirect wholly-owned subsidiary of AXA Financial, Inc. ("AXA Financial"). Reflects 32,720,227 units ("Capital Units") of limited partnership interest in Alliance Capital Management L.P. ("Capital") currently directly owned by ECMC, LLC ("ECMC"), an indirect wholly-owned subsidiary of AXA Financial, as well as an additional 8,160,000 Capital Units that ECMC will be expected to own directly upon settlement of the transaction described in footnotes (8) and (9) that is the subject of this Form 4. These securities are directly owned by The Equitable Life Assurance Society of the United States ("Equitable Life"), an indirect wholly-owned subsidiary of AXA Financial. AXA 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 February 28, 2003, the Mutuelles AXA, as a group, directly and indirectly (through Finaxa) owned approximately 20.5% of the issued ordinary shares (representing approximately 33.1% 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 February 20, 2004, ACMC beneficially owned directly 722,178 Holding Units, ECMC beneficially owned directly 722,178 Holding Units and Equitable Life did not beneficially own directly any Holding Units. Equitable Holdings, LLC wholly owns Alliance Capital Management Corporation, the general partner of both Capital and Holding. As of February 20, 2004, Holding owned 79,197,959 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 Equitable Life and the general partner of Capital. Equitable Life 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 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 February 20, 2004, 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. As provided in the Purchase Agreement, the purchase price for each of the Capital Units whose acquisition is being reported in this Form 4 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 February 27, 2004, the fifth trading day following the February 20, 2004 exercise date. While the purchase price will not be determined until February 27, 2004, and the settlement date will be subsequent to that date, the Reporting Persons are filing this form to report AXA Financial's receipt, on February 20, 2004, of SCB's notice of exercise of its right to sell. These Capital Units are directly owned by AXA Financial. 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) 2004-02-24 Kevin R. Byrne (See Attachment A) 2004-02-24 -----END PRIVACY-ENHANCED MESSAGE-----