4/A//SEC Filing
ALLIANCE CAPITAL MANAGEMENT L P 4/A
Accession 0001005477-04-004577
CIK 0001109448operating
Filed
Dec 21, 7:00 PM ET
Accepted
Dec 22, 7:36 PM ET
Size
29.3 KB
Accession
0001005477-04-004577
Insider Transaction Report
Form 4/AAmended
FINAXA ET AL
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes) - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total
Holdings
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
MONY LIFE INSURANCE CO OF AMERICA
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes) - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total
Holdings
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
CASTRIES HENRI DE
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes)
Holdings
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
MONY HOLDINGS LLC
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes) - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total
Holdings
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
COLLOCH FRANCOISE
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes) - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total
Holdings
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
MONY LIFE INSURANCE CO
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes) - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total
Holdings
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
BEBEAR CLAUDE
10% OwnerOther
Transactions
- Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+2,545,808$102,035,985→ 7,765,204 total(indirect: See notes) - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+4,389,192$175,918,815→ 4,389,192 total - Other
Units of Limited Partnership Interest
2004-12-07$40.08/sh+1,225,000$49,098,000→ 1,225,000 total
Holdings
- 40,880,637(indirect: See notes)
Units of Limited Partnership Interest
- 66,220,822(indirect: See notes)
Units of Limited Partnership Interest
- 32,699,154(indirect: See notes)
Units of Limited Partnership Interest
Footnotes (12)
- [F1]These units ("Capital Units") of limited partnership interest in Alliance Capital Management L.P. ("Capital") are directly owned by ACMC, Inc. ("ACMC"), an indirect wholly-owned subsidiary of AXA Financial, Inc. ("AXA Financial").
- [F10]These Capital Units are directly owned by AXA Financial.
- [F11]These Capital Units are directly owned by MONY Life Insurance Company ("MONY Life"), which is wholly owned by MONY Holdings, LLC, a wholly-owned subsidiary of AXA Financial.
- [F12]These Capital Units are directly owned by MONY Life Insurance Company of America ("MLOA"), which is wholly owned by MONY Life.
- [F2]These Capital Units are directly owned by ECMC, LLC ("ECMC"), an indirect wholly-owned subsidiary of AXA Financial.
- [F3]These Capital Units are directly owned by AXA Equitable Life Insurance Company (f/k/a The Equitable Life Assurance Society of the United States) ("AXA Equitable"), an indirect wholly-owned subsidiary of AXA Financial.
- [F4]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 October 31, 2004, the Mutuelles AXA, as a group, directly and indirectly (through Finaxa) owned 20.54% of the issued ordinary shares (representing 32.66% 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.
- [F5]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.
- [F6]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 December 21, 2004, ACMC beneficially owned directly 722,178 Holding Units, and ECMC beneficially owned directly 722,178 Holding Units. Equitable Holdings, LLC wholly owns Alliance Capital Management Corporation, the general partner of both Capital and Holding. As of December 21, 2004, Holding owned 80,473,756 Capital Units. For more information on the Reporting Persons' holdings of Holding Units, see their separate Form 4 filings with respect to Holding Units.
- [F7]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.
- [F8]AXA Financial entered into a purchase agreement with SCB Inc. (f/k/a 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.
- [F9]On December 7, 2004, SCB Partners Inc., a wholly owned subsidiary of 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. The purchase price for the Capital Units which acquisition is being reported on this Form 4 is $40.077 per Capital Unit, which is, as provided in the Purchase Agreement, 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. The settlement of the sale by SCB Partners Inc. of 8,160,000 Capital Units in the aggregate to AXA Financial (which contributed 4,389,192 Capital Units to MONY Life and 1,225,000 Capital Units to MLOA on December 21, 2004) and AXA Equitable took place on December 21, 2004.
Issuer
ALLIANCE CAPITAL MANAGEMENT L P
CIK 0001109448
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001109448
Filing Metadata
- Form type
- 4/A
- Filed
- Dec 21, 7:00 PM ET
- Accepted
- Dec 22, 7:36 PM ET
- Size
- 29.3 KB