ALLIANCEBERNSTEIN HOLDING L.P. — Director's Dealing 2012

May 17, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLIANCEBERNSTEIN HOLDING L.P. (AB)
CIK: 0000825313
Period of Report: 2012-05-15

Reporting Person: SLUTSKY LORIE A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-15	units rep. assignments of beneficial owner. of lp interests	A	4116	$14.58	Acquired	12291	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-15	Holding Unit Option (right to buy)	$14.58	A	16349	Acquired	2022-05-15	Holding Units (16349)	Direct

Footnotes

F1: Units representing assignments of beneficial ownership of limited partnership interests in AllianceBernstein Holding L.P. ("Holding Units").

F2: Reporting Person was awarded 4,116 restricted Holding Units under the AllianceBernstein 2010 Long Term Incentive Plan, as amended. Restrictions lapse on all 4,116 Holding Units on May 15, 2015.

F3: The option vests in equal increments on each of May 15, 2013, 2014 and 2015.