X0303 4 2009-12-18 0000825313 ALLIANCEBERNSTEIN HOLDING L.P. AB 0001452683 Kraus Peter S C/O ALLIANCEBERNSTEIN L.P. 1345 AVENUE OF THE AMERICAS NEW YORK NY 10105 1 1 0 0 Chairman and CEO units rep. assignments of beneficial owner. of lp interests 2009-12-18 4 F 0 280263 25.93 D 2177642 I by rabbi trust Holding Units 264147 D Units representing assignments of beneficial ownership of limited partnership interests in AllianceBernstein Holding L.P. ("Holding Units"). The employment agreement between Reporting Person, AllianceBernstein Corporation, AllianceBernstein L.P. ("AllianceBernstein") and AllianceBernstein Holding L.P., dated as of December 19, 2008 ("Kraus Employment Agreement"), stipulates that applicable taxes in respect of each vesting of an installment of restricted Holding Units will be satisfied by AllianceBernstein retaining the portion of the restricted Holding Units in such installment having a fair market value (based on the closing price of a Holding Unit on the vesting date or the trading day immediately preceding the vesting date in the event the vesting date is not a trading day) equal to the tax withholding obligations on the installment of restricted Holding Units vesting on such date. Accordingly, AllianceBernstein withhheld 280,263 Holding Units from Reporting Person's distribution based on the closing price of a Holding Unit on December 18, 2009. On December 18, 2009, 264,147 Holding Units previously owned by Reporting Person through a rabbi trust related to the restricted Holding Unit award he received under the Kraus Employment Agreement were distributed to him. /s/ Laurence E. Cranch, by pwr. att'y 2009-12-22