-----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, LTnzqGgrQ60cmozX1lot0tLDOie/S/9PItu3q9J53K+XutLJo9TRVycijYMea+Ii hDVVBZ/ivPh9PLisXjjdUg== 0001005477-04-004461.txt : 20041209 0001005477-04-004461.hdr.sgml : 20041209 20041209162136 ACCESSION NUMBER: 0001005477-04-004461 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041207 FILED AS OF DATE: 20041209 DATE AS OF CHANGE: 20041209 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: 001-09818 FILM NUMBER: 041193624 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: 001-09818 FILM NUMBER: 041193626 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: 001-09818 FILM NUMBER: 041193627 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 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: 001-09818 FILM NUMBER: 041193629 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: 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: 001-09818 FILM NUMBER: 041193630 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 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: 001-09818 FILM NUMBER: 041193631 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: 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: 001-09818 FILM NUMBER: 041193633 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 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCE CAPITAL MANAGEMENT HOLDING LP CENTRAL INDEX KEY: 0000825313 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 133434400 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 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 FORMER COMPANY: FORMER CONFORMED NAME: ALLIANCE CAPITAL MANAGEMENT LP DATE OF NAME CHANGE: 19961231 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: 001-09818 FILM NUMBER: 041193628 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 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: 001-09818 FILM NUMBER: 041193623 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: 001-09818 FILM NUMBER: 041193632 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 4 1 edgar123.xml FORM 4 X0202 4 2004-12-07 0 0000825313 ALLIANCE CAPITAL MANAGEMENT HOLDING LP AC 0000003798 ACMC INC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0001257148 AXA FINANCIAL SERVICES LLC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0000888002 AXA FINANCIAL INC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0000842885 ECMC LLC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0001257149 EQUITABLE HOLDINGS LLC 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0000727920 AXA EQUITABLE LIFE INSURANCE CO 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0000898427 AXA 25 AVENUE MATIGNON PARIS I0 75008 FRANCE 0 0 0 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 0 1 Filed by mult.reporting pers. 0000898482 AXA ASSURANCES VIE MUTUELLE ET AL 26, RUE DROUOT PARIS I0 75009 FRANCE 0 0 0 1 Filed by mult. reporting pers. 0000898483 AXA COURTAGE ASSURANCE MUTUELLE 26, RUE DROUOT PARIS I0 75009 FRANCE 0 0 0 1 Filed by mult. reporting pers. Units 722178 D Units 722178 D Units Representing Assignments of Beneficial Ownership of Limited Partnership Interests. These securities are directly owned by ACMC, Inc. ("ACMC"), an indirect wholly-owned subsidiary of AXA Financial, Inc. ("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 November 2004, the Mutuelles AXA, as a Group, directly and indirectly (through Finaxa) owned approximately 20.5% of the issued ordinary shares (representing approximately 32.7% 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 indirect beneficial owner of such Common Stock, but during the term of the voting trust, the AXA Voting Trustees will exercise all voting rights wth 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 units ("Holding Units") representing assignments of beneficial ownership of limited partnership interests in Alliance Capital Management Holding L.P. ("Holding") reported in this Form 4, the Reporting Persons beneficially own units ("Capital Units") of limited partnership interest in Alliance Capital Management L.P. ("Capital") as follows. As of December 7, 2004, AXA Financial beneficially owned directly 32,699,154 Capital Units, ACMC beneficially owned directly 66,220,822 Capital Units, ECMC, LLC beneficially owned directly 40,880,637 Capital Units and AXA Equitable Life Insurance Company (f/k/a The Equitable Life Assurance Society of the United States) ("AXA Equitable") beneficially owned directly 5,219,396 Capital Units, and Alliance Capital Management Corporation, a wholly-owned subsidiary of AXA Equitable, owned a 1% general partnership interest in Capital and 100,000 units of general partnership interest in H olding. 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 December 7 , 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 such Capital 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 14, 2004, the fifth trading day following the December 7, 2004 exercise date. While the purchase price will not be determined until December 14, 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 December 7, 2004, of SCB's notice of exercise of its right to sell. For more information on the Reporting Persons' holdings of Capital Units, see their separate Form 4 filings with respect to Capital 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. These securities are directly owned by ECMC, LLC, an indirect wholly-owned subsidiary of 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) 2004-12-09 Kevin R. Byrne (See Attachment A) 2004-12-09 -----END PRIVACY-ENHANCED MESSAGE-----