AllianceBernstein Holding (AB) 8-K Results of Operations and Financial Condition

Exhibit 99.03

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[GRAPHIC]
[LOGO]	www.alliancecapital.com
	January 27, 2005

FOURTH QUARTER 2004 REVIEW

Gerald M. Lieberman

President & Chief Operating Officer

There is no guarantee that any forecasts or opinions in this material will be realized. Information should not be construed as investment advice.

Introduction

The SEC adopted Regulation FD in October 2000.  In light of Regulation FD, Management will be limited in responding to inquiries from investors or analysts in a non-public forum such as this one.

Forward-Looking Statements

Certain statements provided by Alliance Capital and Alliance Holding in this presentation are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements.  The most significant of such factors include, but are not limited to, the following: the performance of financial markets, the investment performance of Alliance Capital’s sponsored investment products and separately managed accounts, general economic conditions, future acquisitions, competitive conditions, and government regulations, including changes in tax rates.  The forward-looking statements in this presentation include statements regarding expected levels of general and administrative expenses.  General and administrative expenses, including occupancy costs, legal fees (net of partially offsetting insurance recoveries), compliance with the Sarbanes-Oxley Act of 2002, and various other expenses, fluctuate from period to period due to changes in business needs and other factors.

Alliance Capital and Alliance Holding caution readers to carefully consider such forward-looking statements.  Further, such forward-looking statements speak only as of the date on which such statements are made; Alliance Capital and Alliance Holding undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements. For further information regarding these forward-looking statements and the factors that could cause actual results to differ, please refer to the Risk Factors section in Part I of Form 10-K for the year ended December 31, 2003. Any or all of the forward-looking statements that we make in Form 10-K, this presentation or any other public statements we issue may turn out to be wrong. It is important to remember that other factors besides those listed in the Risk Factors section of Form 10-K could also adversely affect our business, operating results or financial condition.

[LOGO]

1

2004 Market Performance

Fourth Quarter Tailwind

[CHART]

2

Alliance Capital Relative Investment Performance

•Overall, both U.S. and non-U.S. relative equity returns were strong for the year

•Across the board, competitive one-year performance numbers in Growth services

•Strong performance in Large-Cap Growth, Dynamic Growth, Mid-Cap Growth, Small Cap Growth, International Large Cap Growth and Emerging Market Growth equity services

•Most non-U.S. Value equity services performed extraordinarily well in ‘04

•Regent managed account offerings continued to deliver exceptional relative returns

•Long-term equity performance was generally competitive

3

Alliance Capital Fourth Quarter Revenues

(In $ millions, except AUM)

	4Q04		4Q03		% chg			Comments
Ending AUM ($bn)	$	539	$	477	12.9	%
Average AUM ($bn)	$	509	$	458	11.3	%	•	Market appreciation and
								positive net asset flows
Revenues
Advisory Fees	$	593	$	547	8.3	%
Distribution	110		115		-3.8
Institutional Research Svcs.	79		69		14.5
Other	44		38		14.3
Total	$	826	$	769	7.4	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

4

Alliance Capital Fourth Quarter Advisory Fees

(In $ millions, except AUM)

	4Q04		4Q03		% chg			Comments
Advisory Fees
Base Fees	$	489	$	460	6.1	%	•	Higher average AUM,
								partly offset by fee reductions in U.S. Retail long-term open-end mutual funds
Transaction Charges	26		30		-10.7		•	Lower trading volume
Performance Fees	78		57		36.4		•	Higher hedge fund fees
								from strong investment performance, primarily Global Value
Total	$	593	$	547	8.3	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

5

Alliance Capital Fourth Quarter Revenues

(In $ millions, except AUM)

	4Q04		4Q03		% chg
Ending AUM ($bn)	$	539	$	477	12.9	%
Average AUM ($bn)	$	509	$	458	11.3	%
Revenues
Advisory Fees	$	593	$	547	8.3	%
Distribution	110		115		-3.8
Institutional Research Svcs.	79		69		14.5
Other	44		38		14.3
Total	$	826	$	769	7.4	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

6

Alliance Capital Fourth Quarter Net Distribution Activity

(In $ millions, except AUM)

	4Q04		4Q03		}	% chg			Comments
Distribution Revenues	$	110	$	115		-3.8	%
								•	Distribution Revenues significantly offset by Distribution Plan Payments
Distribution Expenses
Distribution Plan Payments	93		95			-1.1
Amort of Def Sales Comm	39		51			-23.4		•	Decrease due to decline
									in B-share sales
	132		146			-8.9
Net Distribution Expense	$	22	$	31		-27.8	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

7

Alliance Capital Fourth Quarter Revenues

(In $ millions, except AUM)

	4Q04		4Q03		% chg			Comments
Ending AUM ($bn)	$	539	$	477	12.9	%
Average AUM ($bn)	$	509	$	458	11.3	%
Revenues
Advisory Fees	$	593	$	547	8.3	%
Distribution	110		115		-3.8
Institutional Research Svcs.	79		69		14.5		•	Higher volume and market
								share partially offset by lower pricing
Other	44		38		14.3
Total	$	826	$	769	7.4	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

8

Alliance Capital Fourth Quarter Other Revenues

(In $ millions, except AUM)

	4Q04		4Q03		% chg			Comments
Other Revenues
Shareholder Servicing Fees	$	19	$	21	-6.2	%	•	Fewer accounts and lower
								fee rates
Investment Gains & Losses	8		6		15.8		•	Gains on investments for
								deferred compensation plans net of $6 million of FIN 46 consolidation losses
Dividend & Interest, net	13		5		n/m		•	FIN 46 consolidation,
								higher investment dividends and net brokerage interest
Other, net	4		6		-39.0
Total	$	44	$	38	14.3	%

NOTE: Percentages are calculated using underlying numbers.

9

Alliance Capital Fourth Quarter Expenses & Net Income

(In $ millions)

	4Q04			4Q03			% chg
Employee Comp. & Benefits	$	288		$	270		6.6	%
Promotion & Servicing	174			191			-9.2
General & Administrative	109			95			15.5
Interest	5			6			-19.8
Amortization of Intangibles	5			5			—
	581			567			2.4
Charge for Mutual Fund Matters and Legal Proceedings	—			140			-100.0
	581			707			-17.9
Income Before Taxes	245			62			n/m
Income Taxes	12			8			41.7
Net Income	$	233		$	54		n/m
Pre-Tax Margin (1)	29.7		%	8.1		%

(1) Pre-tax income as a percentage of revenues.  NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

10

Alliance Capital Fourth Quarter Compensation & Benefits

(In $ millions)

	4Q04		4Q03		% chg		Comments
Base Compensation	$	84	$	79	6.7	%	•	Merit increases, headcount and mix
Incentive Compensation	123		120		2.6
Commissions	59		50		17.0		•	Higher business volume in Institutional Research Services, Private Client and Institutional Investment Management
Fringes & Other	22		21		3.8
Total	$	288	$	270	6.6	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

11

Alliance Capital Fourth Quarter Expenses & Net Income

(In $ millions)

	4Q04			4Q03			% chg
Employee Comp. & Benefits	$	288		$	270		6.6	%
Promotion & Servicing	174			191			-9.2		•	Lower DSC from decline in
										B-share sales
General & Administrative	109			95			15.5
Interest	5			6			-19.8
Amortization of Intangibles	5			5			—
	581			567			2.4
Charge for Mutual Fund Matters and Legal Proceedings	—			140			-100.0
	581			707			-17.9
Income Before Taxes	245			62			n/m
Income Taxes	12			8			41.7
Net Income	$	233		$	54		n/m
Pre-Tax Margin (1)	29.7		%	8.1		%

(1) Pre-tax income as a percentage of revenues.

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

12

Alliance Capital Fourth Quarter G&A Expenses

(In $ millions)

	4Q04		4Q03		% chg		Comments
General & Administrative
Office & Related	$	47	$	38	24.9	%	•	Higher rent for new space and
								accelerated rent for vacated facilities
Technology	29		25		16.5		•	Software write downs
Professional Fees	12		15		-20.4		•	Lower legal offset by higher SOX 404
Portfolio Services	11		9		30.1		•	Higher sub-advisory fees
Minority Interest	-2		—		n/m		•	FIN 46 consolidation
Other	12		8		48.7		•	Write off of obsolete software and leaseholds
	$	109	$	95	15.5	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

13

Alliance Holding Financial Results

(In $ millions, except per Unit Amounts)

	4Q04		4Q03		% chg	3Q04		% chg
Equity in Earnings	$	73	$	16	n/m	$	48	53.2	%
Income Taxes	7		6		9.7	6		15.0
Net Income	$	66	$	10	n/m	$	42	58.6
Additional Equity in Earnings	1		—		n/m	—		n/m
Net Income - Diluted	$	67	$	10	n/m	$	42	59.1
Diluted Net Income Per Unit	$	0.82	$	0.13	n/m	$	0.52	57.7
Distributions Per Unit	$	0.82	$	—	n/m	$	0.52	57.7	%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

14

Growth in Non-U.S. Assets

$477 Billion at		$539 Billion at
December 31, 2003		December 31, 2004
	By Service
[CHART]	Non-U.S.	[CHART]
	up 42%
	By Client Domicile
[CHART]	Non-U.S.	[CHART]
	up 27%

Assets are categorized by country domicile of client accounts.

15

Assets Under Management by Investment Orientation

as of December 31, 2004

SERVICE	AUM
•Value Equity	$	193
•Fixed Income	193
•Growth Equity	123
•Index / Structured	30
TOTAL	$	539

[CHART]

16

Changes in Assets Under Management by Investment Orientation

Three Months Ended December 31, 2004

(In $ millions)

	Value Equity			Growth Equity			Fixed Income			Passive			Total
Beginning of Period	$	167,485		$	113,403		$	181,439		$	27,132		$	489,459
Long-Term Flows
Sales/New accounts	7,032			4,884			12,200			196			24,312
Redemptions/Terminations	(2,386		)	(5,662		)	(3,567		)	(263		)	(11,878		)
Cash flow	292			(1,777		)	(1,408		)	(294		)	(3,187		)
Unreinvested dividends	(2		)	(2		)	(265		)	—			(269		)
Net long-term inflows/(outflows)	4,936			(2,557		)	6,960			(361		)	8,978
Cash Management, net	—			—			(195		)	—			(195		)
Market appreciation	20,178			12,421			5,160			2,763			40,522
End of Period	$	192,599		$	123,267		$	193,364		$	29,534		$	538,764
% change from beg. of period	15.0		%	8.7		%	6.6		%	8.9		%	10.1		%
% total (end of period)	35.7		%	22.9		%	35.9		%	5.5		%	100.0		%

17

Changes In Assets Under Management By Investment Orientation

Twelve Months Ended December 31, 2004

(In $ millions)

	Value Equity			Growth Equity			Fixed Income			Passive			Total
Beginning of Period	$	147,768		$	124,391		$	176,614		$	28,494		$	477,267
Long-Term Flows
Sales/New accounts	25,309			16,736			24,480			866			67,391
Redemptions/Terminations	(8,946		)	(23,709		)	(17,101		)	(1,917		)	(51,673		)
Cash flow	5			(7,647		)	2,696			(1,414		)	(6,360		)
Unreinvested dividends	(2		)	(2		)	(1,030		)	—			(1,034		)
Net long-term inflows/(outflows)	16,366			(14,622		)	9,045			(2,465		)	8,324
Cash Management, net	—			—			(1,987		)	—			(1,987		)
Market appreciation	28,465			13,498			9,692			3,505			55,160
End of Period	$	192,599		$	123,267		$	193,364		$	29,534		$	538,764
% change from beg. of period	30.3		%	-0.9		%	9.5		%	3.6		%	12.9		%
% total (end of period)	35.7		%	22.9		%	35.9		%	5.5		%	100.0		%

18

Institutional Investment Management – Fourth Quarter Highlights

			Ended December 31, 2004
		(in $ billions)	3 Months			12 Months
•	New net Fixed Income flows of	Beginning AUM	$	278		$	268
	nearly $7 billion from AXA	Net Long-Term Flows	8			8
	affiliates
		Appreciation	25			35
•	Continued strong inflows into
	Global & Blend Services offset by	Ending AUM	$	311		$	311
	continued attrition in U.S. Growth
	Equity services	% Change	12.1		%	16.2		%
		% Total	57.8		%	57.8		%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

19

Retail Asset Management – Fourth Quarter Highlights

			Ended December 31, 2004
		(in $ billions)	3 Months			12 Months
•	New leadership team in place	Beginning AUM	$	153		$	156
•	Market share in U.S. Retail funds	Net Long-Term Flows	0			-4
	remains depressed
		Cash Management, Net	0			-2
•	Regent SMA sales strong
		Appreciation	11			14
•	Launched Wealth Strategies services in non-U.S.
	markets following success in U.S. markets	Ending AUM	$	164		$	164
		% Change	7.0		%	4.9		%
•	Slowly improving inflows into equity funds	% Total	30.3		%	30.3		%
	by non-U.S. clients
•	Sale of cash management services

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

20

Private Client Asset Management – Fourth Quarter Highlights

					Ended December 31, 2004
				(in $ billions)	3 Months			12 Months
•	Net flows slowed to $452 million due to increased attrition			Beginning AUM	$	59		$	53
•	Expansion continues			Net Long-Term Flows	0			5
		•	Financial Advisors total 193 (+17%)	Appreciation	5			6
				Ending AUM	$	64		$	64
		•	3 new offices opened in 2004:
			Boston, Tampa &	% Change	8.3		%	19.3		%
			Philadelphia (4Q)	% Total	11.9		%	11.9		%

NOTE: Percentages are calculated using revenues and expenses rounded to the nearest thousand

21

Institutional Research Services – Fourth Quarter Highlights

•Double-digit revenue growth

•      Increased market share and market volume more than offset lower pricing in U.S. and London

•A record year in revenues

•Sanford C. Bernstein remains a leader for quality research in major investor polls

22

[LOGO]

23

Market Environment

					Annualized		Cumulative
	4Q04		1Yr		3 Yr		3 Yr
S&P 500	9.2	%	10.9	%	3.6	%	11.2	%
MSCI EAFE	15.3	%	20.2	%	11.9	%	40.1	%
MSCI WORLD	11.9	%	14.7	%	7.0	%	22.3	%
Russell 1000 Growth	9.2	%	6.3	%	-0.2	%	-0.5	%
Russell 1000 Value	10.4	%	16.5	%	8.6	%	28.0	%
Lehman Aggregate Bond	1.0	%	4.3	%	6.2	%	19.8	%

Returns through December 31, 2004

24

Relative Performance – Institutional Value Equity (Before Fees) (1)

Institutional Equity Composites vs. Benchmarks

	U.S. Strategic Value(2)	U.S. Diversified Value(2)	Bernstein International Value(3)	Global Value(4)	Emerging Markets Value(5)
4Q04	-0.9	-0.7	-0.2	+0.4	+7.9
1yr	-2.4	-1.4	+6.6	+5.2	+14.1
3yr	-0.7	+1.3	+8.6	+6.7	+16.5
5yr	+ 3.6	+4.2	+9.2	+11.4	+9.7
10yr	+0.2	—	—	—	—

NOTE:  The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented before investment management fees.  Please see page 28 for after fee results.

(2) vs. Russell 1000 Value (3) vs. MSCI EAFE (Cap, UH) and MSCI World (4) vs. MSCI World (Cap, UH) (5) vs. MSCI Emerging Markets.  Composite and benchmark data through 12/31/04. Performance is preliminary.

25

Relative Performance – Institutional Growth Equity (Before Fees) (1)

Institutional Equity Composites vs. Benchmarks

	Large Cap Growth(2)	Dynamic Growth(3)	Mid Cap Growth(4)	Small Cap Growth(5)	Intl Lg Cap Growth(6)	Global Research Growth(6)	Emerging Market Growth(7)
4Q04	+0.6	+3.3	+5.4	-0.6	-0.6	-0.7	+1.0
1yr	+1.5	+9.1	+4.5	+1.6	+1.5	0.0	+4.5
3yr	-1.7	+4.7	+ 6.5	+1.2	+1.4	+1.7	+4.2
5yr	+1.1	+5.1	+8.0	+9.2	+4.5	+5.0	+1.5
10yr	+2.5	+2.7	—	+8.9	+4.1	+6.9	+5.4

NOTE:  The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented before investment management fees. Please see page 29 for after fee results. (2) vs. Russell 1000 Growth (3) vs. Russell 3000 Growth (4) vs. Russell Mid Cap Growth (5) vs. Russell 2000 Growth (6) vs. MSCI EAFE Growth (net) (7) vs. MSCI Emerging Markets Gross.  Composite and benchmark data through 12/31/04. Performance is preliminary.

26

Relative Performance – Institutional Fixed Income (Before Fees) (1)

Institutional Fixed Income Composites vs. Benchmarks

	Core Plus(2)	Core Mortgage(3)	Corp Bonds(4)	High Yield(5)	Global(6)	Emerging Market(7)
4Q04	+0.4	-0.1	+0.2	+0.1	+0.7	+0.6
1yr	+0.5	+0.6	+0.7	-2.0	+1.0	+0.1
3yr	-0.1	+1.1	+0.7	-3.4	+0.8	+4.7
5yr	0.0	+0.7	+0.7	-1.3	+0.4	+5.2
10yr	+0.6	+0.5	+0.6	+1.4	+0.5	+4.8

NOTE:  The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented before investment management fees. Please see page 30 for after fee results. (2) vs. Lehman US Aggregate Unhedged (3) vs. Lehman Fixed Rate Mortgage Backed Securities Unhedged (4) vs. Custom Corporate Index (5) vs. Custom High Yield Index (6) vs. JPM Global Bond Unhedged (7) vs. JPM EMBI Global (4/1/04-Pres)/JPM EMBI Plus (SI to 3/31/04). Composite and benchmark data through 12/31/04. Performance is preliminary.

27

Relative Performance – Institutional Value Equity (After Fees) (1)

Institutional Equity Composites vs. Benchmarks

	U.S. Strategic Value(2)	U.S. Diversified Value(2)	Bernstein International Value(3)	Global Value(4)	Emerging Markets Value(5)
4Q04	-1.0	-0.8	-0.5	+0.1	+7.5
1yr	-2.9	-1.9	+5.6	+4.2	+12.4
3yr	-1.1	+0.8	+7.6	+5.8	+14.8
5yr	+ 3.1	+3.8	+8.3	+10.5	+8.3
10yr	-0.3	—	—	—	—

NOTE:  The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees.

(2) vs. Russell 1000 Value (3) vs. MSCI EAFE (Cap, UH) (4) vs. MSCI World (Cap, UH) (5) vs. MSCI Emerging Markets
Composite and benchmark data through 12/31/04. Performance is preliminary.

28

Relative Performance – Institutional Growth Equity (After Fees) (1)

Institutional Equity Composites vs. Benchmarks

	Large Cap Growth(2)	Dynamic Growth(3)	Mid Cap Growth (4)	Small Cap Growth(5)	Intl Lg Cap Growth(6)	Global Research Growth(6)	Emerging Market Growth(7)
4Q04	+0.5	+3.2	+5.3	-0.8	-0.7	-0.9	+0.9
1yr	+1.2	+8.6	+4.2	+0.7	+1.1	-1.1	+4.1
3yr	-2.0	+4.2	+ 6.1	+0.3	+1.1	+0.5	+3.7
5yr	+0.7	+4.5	+7.6	+8.3	+4.1	+3.6	+0.9
10yr	+1.9	+1.7	—	+7.8	+3.5	+5.0	+4.5

NOTE:  The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees. (2) vs. Russell 1000 Growth (3) vs. Russell 3000 Growth (4) vs. Russell Mid Cap Growth (5) vs. Russell 2000 Growth (6) vs. MSCI EAFE Growth (net) (7) vs. MSCI Emerging Markets Gross.  Composite and benchmark data through 12/31/04. Performance is preliminary.

29

Relative Performance – Institutional Fixed Income (After Fees) (1)

Institutional Fixed Income Composites vs. Benchmarks

	Core Plus(2)	Core Mortgage(3)	Corp Bonds(4)	High Yield(5)	Global(6)	Emerging Market(7)
4Q04	+0.3	-0.2	+0.2	0.0	+0.6	+0.4
1yr	+0.2	+0.3	+0.5	-2.3	+0.8	-0.7
3yr	-0.3	+0.8	+0.5	-3.7	+0.3	+3.9
5yr	-0.2	+0.4	+0.6	-1.7	-0.1	+4.4
10yr	+0.3	+0.1	+0.4	+0.8	0.0	+4.1

NOTE:  The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees. (2) vs. Lehman US Aggregate Unhedged(3) vs. Lehman Fixed Rate Mortgage Backed Securities Unhedged(4) vs. Custom Corporate Index (5) vs. Custom High Yield Index (6) vs. JPM Global Bond Unhedged(7) vs. JPM EMBI Global (4/1/04-Pres)/JPM EMBI Plus (SI to 3/31/04).

Composite and benchmark data through 12/31/04. Performance is preliminary.

30

Relative Performance – Retail Value Equity (After Fees) (1)

Retail Mutual Funds vs. Lipper Averages

	Large Cap Value(2)	Growth & Income(3)	Small Cap Value(4)	Intl Value(5)	Global Value(6)	Balanced(7)
4Q04	+0.2	-0.3	-0.7	-1.2	-0.6	0.0
1yr	+1.4	0.0	-0.2	+2.9	+0.9	+2.2
3yr	+3.5	-2.0	+3.3	+5.4	+0.3	+2.2
5yr	—	+0.5	—	—	—	+4.7
10yr	—	+2.3	—	—	—	+2.4

NOTE:    The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees. (2) vs. Large Cap Value average; if compared to Multi Cap Value average, YTD would be -1.08, 1 yr would be -1.08, and 3 yr would be 1.35 (3) vs. Large Cap Value average (4) vs. Mid Cap Value average (5) vs. International Multi Value average (6) vs. Global Multi Value average (7) vs. Balanced average

Source: Alliance Capital and Lipper

Mutual fund performance and Lipper data through 12/31/04.

31

Relative Performance – Retail Growth Equity (After Fees) (1)

Retail Mutual Funds vs. Lipper Averages

	Large Cap Growth(2)	Growth Multi Cap(3)	Mid Cap Growth(4)	Small Cap Growth(5)	Global Growth Research(6)	Regent Core Equity(7)
4Q04	+0.4	+0.5	+6.1	-0.2	-1.0	+0.8
1yr	+1.0	+4.3	+6.4	+3.3	-0.5	+8.8
3yr	-3.0	+1.6	+6.6	+0.9	—	+5.0
5yr	-3.1	+0.1	+1.7	+0.1	—	+3.0
10yr	+1.3	-2.1	+0.1	-0.9	—	+3.0

NOTE: The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees (2) vs. Large Cap Growth average. Formerly named Premier Growth (3) vs. Multi Cap Growth average (4) vs. Mid Cap Growth average (5) vs. Small Cap Growth average. Formerly named Quasar (6) vs. Global Multi Growth Equity average. Formerly named Global Growth Trends (7) vs. S&P 500; represents Regent separately managed account service. Net performance is inclusive of the investment management fee only. It does not include the total service fee typically associated with a traditional wrap account that may range from 2.0 - 3.0%.

Source: Alliance Capital, Lipper, and S&P

Mutual fund performance and Lipper data through 12/31/04.

32

Relative Performance – Retail Fixed Income (After Fees) (1)

Retail Fixed Income Funds vs. Lipper Averages

	Corporate Bond(2)	Americas Gov’t Income(3)	Emerging Market Debt(4)	High Yield(5)	Bernstein Short Duration Plus(6)	ACMGI- American Income - OS(7)
4Q04	+1.2	-2.7	-0.8	+0.1	0.0	+1.8
1yr	+3.0	-1.8	-1.3	-1.7	-0.1	+2.9
3yr	+0.3	-0.1	+4.4	-1.4	+0.1	+4.1
5yr	+0.2	+2.4	+2.0	-2.3	+0.1	+2.6
10yr	+1.0	+5.6	+1.7	—	0.0	+3.1

NOTE: The information in this table is provided solely for use in connection with this presentation, and is not directed toward existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees. (2) vs. Corporate Debt Funds BBB-Rated average (3) vs. Global Income Funds average (4) vs. Emerging Markets Debt average (5) vs. High Current Yield average (6) vs. Short Investment Grade Debt average (7) vs. Global Bond US Dollar average

Source: Alliance Capital and Lipper

Composite and benchmark data through 12/31/04. Performance is preliminary.

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Absolute Performance – Private Client (After Fees) (1)

	4Q04	1 Yr	3 Yr	5 Yr
All Balanced Accounts(2)	+7.3	+9.9	+7.2	+6.1
Global Balanced Benchmark(3)	+6.9	+9.3	+6.3	+1.6

NOTE: The information in this table is provided solely for use in connection with this presentation, and is not directed towards existing or potential investment advisory clients of Alliance Capital.

(1) Investment performance of composites is presented after investment management fees. (2) All Balanced Accounts include those accounts with any combination of equity and fixed income in any percentage mix. (3) Custom benchmark: 42% S&P 500, 15% MSCI EAFE, 3% MSCI Emerging Markets, 40% Lipper Intermediate Municipal Debt Fund Average

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Fourth Quarter Revenues – by Distribution Channel

(In $ millions)

	4Q04		4Q03		% chg
Institutional Inv. Mgmt	$	207	$	184	12.7	%
Retail	311		332		-6.4
Private Client	204		166		22.8
Institutional Research Svcs.	79		69		14.5
Other	25		18		38.5
Total	$	826	$	769	7.4	%

35

Annualized Fee Base

By Channel and
Investment Orientation	12/31/04 vs. 12/31/03
(In $ millions)
	$2,133 mm            $1,959 mm

[CHART]

(1) Annualized Fee Base is defined as period end AUM times contractual annual fee rates; assumes no change in AUM or fee rates for one year.

36

Trends in Headcount

[CHART]

37

Alliance Capital (The Operating Partnership)

Consolidated Balance Sheet

(In $ thousands, Unaudited)

	12/31/04		12/31/03
Assets
Cash and investments	$	1,253,690	$	624,729
Cash and securities, segregated	1,489,041		1,285,801
Receivables, net	2,194,226		2,290,075
Goodwill, net	2,876,657		2,876,657
Intangible assets, net	326,025		346,725
Deferred sales commissions, net	254,456		387,218
Other	385,235		360,464
Total Assets	$	8,779,330	$	8,171,669
Liabilities and Partners’ Capital
Liabilites:
Payables	$	3,576,395	$	3,141,579
Accounts payable and accrued expenses	270,264		524,703
Accrued compensation and benefits	326,219		311,075
Debt	407,517		405,327
Other	10,237		10,516
Total Liabilities	4,590,632		4,393,200
Partners’ Capital	4,188,698		3,778,469
Total Liabilities and Partners’ Capital	$	8,779,330	$	8,171,669

38

Alliance Capital (The Operating Partnership)

Consolidated Cash Flow

(In $ thousands, Unaudited)

	12/31/04			12/31/03
Cash Flows From Operating Activities:
Net income	$	710,150		$	329,808
Non-cash items:
Amortization and depreciation:
Amortization of deferred sales commissions	177,355			208,565
Amortization of deferred compensation	101,561			116,357
Other depreciation and amortization	74,878			77,583
Other, net	7,860			(13,057		)
Changes in assets and liabilities	(103,640		)	38,700
Net cash provided by operating activities	968,164			757,956
Cash Flows From Investing Activities:
Purchases of investments, net	(27,407		)	(62,607		)
Proceeds from sale of investments	38,046			36,514
Additions to furniture, equipment and leaseholds, net	(57,313		)	(29,154		)
Net cash used in investing actvities	(46,674		)	(55,247		)
Cash Flows From Financing Activities:
Decrease in debt, net	(92		)	(22,077		)
Distributions to partners	(382,982		)	(566,598		)
Other	7,526			(43,785		)
Net cash used in financing activities	(375,548		)	(632,460		)
Effect of exchange rate change on cash	12,723			14,851
Net increase in cash and cash equivalents	558,665			85,100
Cash and cash equivalents at the beginning of period	502,858			417,758
Cash and cash equivalents at the end of period	$	1,061,523		$	502,858

39

FIN 46 IMPACT

(In $ millions, unaudited)

	Pre FIN 46		FIN 46 Effect			Consolidated
Revenues
Base Fee	$	592	$	1		$	593
Distribution	110		—			110
Performance Fee	79		—			79
Other
Investment Gains & Losses	14		(6		)	8
Dividend & Interest, net	10		3			13
Other	23		—			23
	828		(2		)	826
Expenses
Employee Comp & Benefits	288		—			288
Promotion & Servicing	174					174
General and Administrative	—
Minority Interest	1		(3		)	(2		)
Other G&A	110		1			111
Other	10					10
	583		(2		)	581
Income Before Taxes	245		—			245
Taxes	12		—			12
Net Income	$	233	$	—		$	233

40

Changes in Assets Under Management by Channel

Three Months Ended December 31, 2004

(In $ millions)

	Institutional Inv Mgmt			Retail			Private Client			Total
Beginning of Period	$	277,539		$	152,855		$	59,065		$	489,459
Long-Term Flows
Sales/New accounts	16,241			6,248			1,823			24,312
Redemptions/Terminations	(4,841		)	(5,950		)	(1,087		)	(11,878		)
Cash flow	(2,910		)	(61		)	(216		)	(3,187		)
Unreinvested dividends	—			(201		)	(68		)	(269		)
Net long-term inflows	8,490			36			452			8,978
Cash management, net	—			(211		)	16			(195		)
Market appreciation	25,229			10,872			4,421			40,522
End of Period	$	311,258		$	163,552		$	63,954		$	538,764
% change from beg. of period	12.1		%	7.0		%	8.3		%	10.1		%
% total (end of period)	57.8		%	30.3		%	11.9		%	100.0		%

41

Changes In Assets Under Management By Channel

Twelve Months Ended December 31, 2004

(In $ millions)

	Institutional Inv Mgmt			Retail			Private Client			Total
Beginning of Period	$	267,796		$	155,878		$	53,593		$	477,267
Long-Term Flows
Sales/New accounts	35,524			23,435			8,432			67,391
Redemptions/Terminations	(22,908		)	(25,798		)	(2,967		)	(51,673		)
Cash flow	(4,899		)	(866		)	(595		)	(6,360		)
Unreinvested dividends	(1		)	(816		)	(217		)	(1,034		)
Net long-term inflows/(outflows)	7,716			(4,045		)	4,653			8,324
Cash management, net	(2		)	(1,982		)	(3		)	(1,987		)
Market appreciation	35,748			13,701			5,711			55,160
End of Period	$	311,258		$	163,552		$	63,954		$	538,764
% change from beg. of period	16.2		%	4.9		%	19.3		%	12.9		%
% total (end of period)	57.8		%	30.3		%	11.9		%	100.0		%

42

Reclassification Summary of Assets Under Management as of 12/31/2004

	Current Methodology								Previous Methodology (*)								Difference
	Institutional		Retail		Private		Total		Institutional		Retail		Private		Total		Institutional			Retail			Private			Total
By Investment Orientation
Growth Equity
US	$	39,600	$	33,436	$	7,022	$	80,058	$	43,767	$	35,896	$	7,379	$	87,042	$	(4,167	)	$	(2,460	)	$	(357	)	$	(6,984	)
Global & Int’l	24,394		14,814		4,001		43,209		27,151		11,422		3,920		42,493		(2,757		)	3,392			81			716
	63,994		48,250		11,023		123,267		70,918		47,318		11,299		129,535		(6,924		)	932			(276		)	(6,268		)
Value Equity
US	51,006		32,113		22,411		105,530		60,919		30,776		29,954		121,649		(9,913		)	1,337			(7,543		)	(16,119		)
Global & Int’l	68,595		8,600		9,874		87,069		57,942		10,402		7,524		75,868		10,653			(1,802		)	2,350			11,201
	119,601		40,713		32,285		192,599		118,861		41,178		37,478		197,517		740			(465		)	(5,193		)	(4,918		)
Fixed Income
US	77,314		45,418		20,465		143,197		60,860		46,852		12,556		120,268		16,454			(1,434		)	7,909			22,929
Global & Int’l	26,166		23,926		75		50,167		38,637		20,606		233		59,476		(12,471		)	3,320			(158		)	(9,309		)
	103,480		69,344		20,540		193,364		99,497		67,458		12,789		179,744		3,983			1,886			7,751			13,620
Index and Enhanced Index
US	19,297		4,203		106		23,606		18,629		4,931		101		23,661		668			(728		)	5			(55		)
Global & Int’l	4,886		1,042		—		5,928		5,553		229		—		5,782		(667		)	813			—			146
	24,183		5,245		106		29,534		24,182		5,160		101		29,443		1			85			5			91
Total
US	187,217		115,170		50,004		352,391		184,175		118,455		49,990		352,620		3,042			(3,285		)	14			(229		)
Global & Int’l	124,041		48,382		13,950		186,373		129,283		42,659		11,677		183,619		(5,242		)	5,723			2,273			2,754
	$	311,258	$	163,552	$	63,954	$	538,764	$	313,458	$	161,114	$	61,667	$	536,239	$	(2,200	)	$	2,438		$	2,287		$	2,525

Summary of Reclassifications

•              Mark to market of affiliated insurance company assets

•              Realignment of assets by channel to match client servicing and marketing responsibility

•              Disaggregation of balanced accounts into their equity and fixed income components

•              Realignment of assets to conform to new definitions for global and international mandates

(*) Presented in accordance with the methodology used to present AUM prior to 12/31/04

43

Alliance Capital Investment Management Services

Alliance Capital provides diversified investment management and related services globally to a broad range of clients:

1.Retail Services consists of investment management products and services distributed to individual investors through financial intermediaries, such as brokers and financial planners by means of:

•mutual funds sponsored by Alliance Capital and consolidated joint venture companies,

•mutual fund sub-advisory relationships resulting from the efforts of the mutual fund marketing department, and

•managed account products;

2.Institutional Investment Management Services consists of investment management services to unaffiliated parties such as corporate and public employee pension funds, endowment funds, domestic and foreign institutions and governments, and affiliates such as AXA and its insurance company subsidiaries by means of:

•separate accounts,

•mutual fund shares sold exclusively to institutional investors and high net worth individuals,

•sub-advisory relationships resulting from the efforts of the institutional marketing department,

•structured products, and

•group trusts;

3.Private Client Services consists of investment management services provided to high net worth individuals, trusts and estates, charitable foundations, partnerships, private and family corporations and other entities by means of:

•separate accounts,

•hedge funds and

•certain other vehicles; and

4.Institutional Research Services provided to institutional clients by means of:

•in-depth research,

•portfolio strategy,

•trading and

•brokerage-related services.

44