Equitable Holdings, Inc. — Director's Dealing 2009

Apr 1, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALLIANCEBERNSTEIN L.P. (NONE)
CIK: 0001109448
Period of Report: 2009-03-30

Reporting Person: ACMC INC (10% Owner, Filed by mult. reporting pers.)
Reporting Person: AXA (10% Owner, Filed by mult. reporting pers.)
Reporting Person: AXA EQUITABLE LIFE INSURANCE CO (10% Owner, Filed by mult. reporting pers.)
Reporting Person: AXA FINANCIAL (BERMUDA) LTD. (10% Owner, Filed by mult. reporting pers.)
Reporting Person: AXA AMERICA HOLDINGS, INC. (10% Owner, Filed by mult. reporting pers.)
Reporting Person: AXA America Corporate Solutions, Inc. (10% Owner, Filed by mult. reporting pers.)
Reporting Person: Coliseum Reinsurance Co (10% Owner, Filed by mult. reporting pers.)
Reporting Person: MONY LIFE INSURANCE CO (10% Owner, Filed by mult. reporting pers.)
Reporting Person: MONY LIFE INSURANCE CO OF AMERICA (10% Owner, Filed by mult. reporting pers.)
Reporting Person: AXA-IM Rose Inc (10% Owner, Filed by mult. reporting pers.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-03-30	Units of Limited Partnership Interest	J	8160000	—	Disposed	0	Direct
2009-03-30	Units of Limited Partnership Interest	J	8160000	—	Acquired	8160000	Direct
2009-03-30	Units of Limited Partnership Interest	J	8160000	—	Disposed	0	Direct
2009-03-30	Units of Limited Partnership Interest	J	8160000	—	Acquired	8160000	Direct
2009-03-30	Units of Limited Partnership Interest	S	41934582	$14.308	Disposed	15276937	Direct
2009-03-30	Units of Limited Partnership Interest	P	41934582	$14.308	Acquired	41934582	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Units of Limited Partnership Interest	66220822	Direct
Units of Limited Partnership Interest	29100290	Direct
Units of Limited Partnership Interest	6841642	Direct
Units of Limited Partnership Interest	2587472	Direct

Footnotes

F1: On March 30, 2009, these units of limited partnership interest ("AB Units") in AllianceBernstein L.P. ("AllianceBernstein") were contributed by AXA America Holdings, Inc. ("AXA America") to AXA America Corporate Solutions, Inc. ("AXA Corporate Solutions"), a wholly-owned subsidiary of AXA America. Upon receipt of these AB Units, AXA Corporate Solutions immediately contributed these AB Units to Coliseum Reinsurance Co ("Coliseum Reinsurance"), a wholly-owned subsidiary of AXA Corporate Solutions.

F2: Not applicable.

F3: These AB Units are directly owned by AXA America.

F4: AXA indirectly owns all of the common stock of (i) AXA America Holdings, Inc. ("AXA America"), a holding company for a group of insurance and related financial services companies, including AXA Financial and its subsidiaries ("AXA Financial") and AXA Corporate Solutions and its wholly owned subsidiary, Coliseum Reinsurance and (ii) AXA IM Rose Inc. ("AXA IM Rose"), a holding company for a group of asset management companies. As of December 31, 2008, AXA Assurances I.A.R.D. Mutuelle and AXA Assurances Vie Mutuelle (collectively, the "Mutuelles AXA"), directly and indirectly owned approximately 14.29% of the issued ordinary shares (representing approximately 23.10% 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.

F5: AXA has deposited its shares of common stock ("Common Stock") of AXA Financial 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. By reason of the voting trust and their relationship with AXA and the Mutuelles AXA, 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 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. ("Holding") as follows. As of March 30, 2009, ACMC, Inc. ("ACMC") beneficially owned directly 722,178 Holding Units and AXA Equitable Life Insurance Company ("AXA Equitable") beneficially owned directly 722,178 Holding Units. Equitable Holdings, LLC wholly owns AllianceBernstein Corporation, the general partner of both AllianceBernstein and Holding. As of March 30, 2009, Holding owned 91,956,176 AB 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 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.

F8: These AB Units are directly owned by AXA Corporate Solutions.

F9: These AB Units are directly owned by Coliseum Reinsurance.

F10: These AB Units are directly owned by ACMC.

F11: These AB Units are directly owned by AXA Equitable.

F12: These AB Units are directly owned by AXA Financial (Bermuda), Ltd ("AXA Bermuda").

F13: On March 30, 2009, AXA IM Rose purchased 41,934,582 AB Units from AXA Bermuda. The purchase price of each AB Unit was $14.308 per AB Unit.

F14: These AB Units are directly owned by AXA IM Rose.

F15: These AB Units are directly owned by MONY Life Insurance Company.

F16: These AB Units are directly owned by MONY Life Insurance Company of America.

F17: The transfers of AB Units to Coliseum Reinsurance and AXA IM Rose, as more fully described above, are internal transfers within the consolidated AXA Group for capital management purposes that do not change the aggregate holdings of AB Units by AXA and its affiliates ("AXA Group"). Coliseum Reinsurance and AXA IM Rose intend to hold their AB Units for passive investment purposes as part of the AXA Group's overall strategic holding in AllianceBernstein.