-----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, JGPjoRWU+9BVNiH+jCmL61bEvqkLo+7GOQFQQX/qIhPU8MLOczAO4PYjq9abaICI p0oJIRmE263ASW3Wp2GbUg== 0001005477-07-000905.txt : 20070213 0001005477-07-000905.hdr.sgml : 20070213 20070212182443 ACCESSION NUMBER: 0001005477-07-000905 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070208 FILED AS OF DATE: 20070212 DATE AS OF CHANGE: 20070212 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DUVERNE DENIS CENTRAL INDEX KEY: 0001234324 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605084 MAIL ADDRESS: STREET 1: C/O ALLIANCE CAPITAL STREET 2: 1345 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10105 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 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605083 MAIL ADDRESS: STREET 1: 1740 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CASTRIES HENRI DE CENTRAL INDEX KEY: 0001266416 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605085 MAIL ADDRESS: STREET 1: 25 AVENUE MATIGNON CITY: PARIS STATE: I0 ZIP: 75008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BEBEAR CLAUDE CENTRAL INDEX KEY: 0001266417 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605086 MAIL ADDRESS: STREET 1: 25 AVENUE MATIGNON CITY: PARIS STATE: I0 ZIP: 75008 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ALLIANCEBERNSTEIN 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 AVENUE 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 L P DATE OF NAME CHANGE: 20000316 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AXA AMERICA HOLDINGS, INC. CENTRAL INDEX KEY: 0001333986 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605079 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 011-0033 140 7546 22 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OUDINOT PARTICIPATIONS CENTRAL INDEX KEY: 0001333987 STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605080 BUSINESS ADDRESS: STREET 1: 39, RUE DU COLISEE CITY: PARIS STATE: I0 ZIP: 75008 BUSINESS PHONE: 011-0033 140 7573 89 MAIL ADDRESS: STREET 1: 39, RUE DU COLISEE CITY: PARIS STATE: I0 ZIP: 75008 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MONY LIFE INSURANCE CO CENTRAL INDEX KEY: 0001209935 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605082 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: MAIL STOP 11-18 CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: MAIL STOP 11-18 CITY: NEW YORK STATE: NY ZIP: 10104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MONY LIFE INSURANCE CO OF AMERICA CENTRAL INDEX KEY: 0000835357 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-29961 FILM NUMBER: 07605081 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: MAIL STOP 11-18 CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: MAIL STOP 11-18 CITY: NEW YORK STATE: NY ZIP: 10104 FORMER NAME: FORMER CONFORMED NAME: MONY LIFE INSURANCE COMPANY OF AMERICA DATE OF NAME CHANGE: 19981002 4 1 edgar123.xml FORM 4 X0202 4 2007-02-08 0 0001109448 ALLIANCEBERNSTEIN L.P. NONE 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. 0001234324 DUVERNE DENIS 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 0 1 Filed by mult. reporting pers. 0001209935 MONY LIFE INSURANCE CO 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0000835357 MONY LIFE INSURANCE CO OF AMERICA 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 0 1 Filed by mult. reporting pers. 0001333987 OUDINOT PARTICIPATIONS 39, RUE DU COLISEE PARIS I0 75008 FRANCE 0 0 1 1 Filed by mult. reporting pers. 0001333986 AXA AMERICA HOLDINGS, INC. 1290 AVENUE OF THE AMERICAS NEW YORK NY 10104 0 0 1 1 Filed by mult. reporting pers. Units of Limited Partnership Interest 2007-02-08 4 J 0 8160000 A 40860754 D Units of Limited Partnership Interest 66943000 D Units of Limited Partnership Interest 41602815 D Units of Limited Partnership Interest 8265204 D Units of Limited Partnership Interest 4389192 D Units of Limited Partnership Interest 1225000 D These units ("AB Units") of limited partnership interest in AllianceBernstein L.P. (f/k/a Alliance Capital Management L.P.)("AllianceBernstein") are directly owned by ACMC, Inc. ("ACMC"), an indirect wholly-owned subsidiary of AXA Financial, Inc. ("AXA Financial"). These AB Units are directly owned by ECMC, LLC ("ECMC"), an indirect wholly-owned subsidiary of AXA Financial. These AB Units are directly owned by AXA Equitable Life Insurance Company ("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 February 28, 2006, the Mutuelles AXA, as a group, directly and indirectly owned approximately 14.30% of the issued ordinary shares (representing approximately 23.29% of the voting power) of AXA. The Mutuelles AXA and AXA expressly declare that the filing of this Form 4 shall not be construed as an admission that either 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 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 AB Units reported in this Form 4, the Reporting Persons beneficially own units ("Holding Units") representing assignments of beneficial ownership of limited partnership interests in AllianceBernstein Holding L.P. (f/k/a Alliance Capital Management Holding L.P.) ("Holding") as follows. As of February 12, 2007, ACMC beneficially owned directly 722,178 Holding Units, ECMC beneficially owned directly 722,178 Holding Units and AXA Equitable did not beneficially own directly any Holding Units. Equitable Holdings, LLC wholly owns AllianceBernstein Corporation (f/k/a Alliance Capital Management Corporation), the general partner of both AllianceBernstein and Holding. As of February 12, 2007, Holding owned 85,928,354 AB Units. For more information on the Reporting Persons' holdings of Holding Units, see their separate Form 4 filings with respect to Holding Units. The AB Units are highly illiquid, and the ability of a holder of AB Units to exchange them in the future for Holding Units if it so desires is substantially limited. In general, transfers of AB Units will be allowed only with the written consent of both AXA Equitable and the general partner of AllianceBernstein. AXA Equitable and the general partner of AllianceBernstein 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 AllianceBernstein's, 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 AllianceBernstein's acquisition of substantially all of the assets and liabilities of SCB (the "Acquisition"), to cause AXA Financial (or its designee) to purchase AB Units received by SCB as part of consideration for the Acquisition (in the aggregate, such AB 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 AB Units paid to SCB as part of the Equity Consideration per year and subject to deferral under certain circumstances. On February 8, 2007, SCB and SCB Partners, Inc. delivered a notice to AXA Financial stating that it was exercising its right to sell 8,160,000 AB Units to AXA Financial (or its designee) under the Purchase Agreement. As provided in the Purchase Agreement, the purchase price for each such AB 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 February 23, 2007, the fifth trading day following the February 8, 2007exercise date. While the purchase price will not be determined until February 15, 2007, 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 8, 2007, of SCB's notice of exercise of its right to sell. These AB Units are directly owned by AXA Financial. These AB Units are directly owned by MONY Life Insurance Company, which is wholly owned by MONY Holdings, LLC, a wholly-owned subsidiary of AXA Financial. These AB Units are directly owned by MONY Life Insurance Company of America, 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) 2007-02-12 EX-99 2 attachment_a.txt ATTACHMENT A ADDITIONAL REPORTING PERSONS AND SIGNATURES COMPANY / ADDRESS AXA America Holdings, Inc. 1290 Avenue of the Americas New York, New York 10104 Oudinot Participations 39, rue du Colisee 75008 Paris, France Claude Bebear,Henri de Castries, and Denis 25, avenue Matignon Duverne (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 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-----