SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  -------------

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For the Quarter Ended March 31, 1996                Commission File No. 0-25280
- --------------------------------------------------------------------------------


               The Equitable Life Assurance Society of the United
               --------------------------------------------------
                States (Exact name of registrant as specified in
                                  its charter)


                 New York                                   13-5570651
- --------------------------------------------------------------------------------
     (State or other jurisdiction of                     (I.R.S. Employer
      incorporation or organization)                   Identification No.)


  787 Seventh Avenue, New York, New York                      10019
- --------------------------------------------------------------------------------
 (Address of principal executive offices)                   (Zip Code)


        Registrant's telephone number, including area code (212) 554-1234
- --------------------------------------------------------------------------------


                                      None
- --------------------------------------------------------------------------------
         (Former name, former address, and former fiscal year if changed
                              since last report.)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required to file such reports), and (2) been subject to such filing requirements
for the past 90 days.
                                                                Yes X     No
                                                                   ---      ---

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                                                         Shares Outstanding
              Class                                        at May 10, 1996
- --------------------------------------------------------------------------------

   Common Stock, $.01 par value                               2,000,000


                                                                    Page 1 of 30



            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                    FORM 10-Q
                      FOR THE QUARTER ENDED MARCH 31, 1996

                                TABLE OF CONTENTS


                                                                                          Page #
                                                                                          ------

PART I          FINANCIAL INFORMATION

                                                                                      
Item 1:         Unaudited Consolidated Financial Statements
                Consolidated Balance Sheets as of March 31, 1996 and December 31, 1995....  3
                Consolidated Statements of Earnings for the Three Months Ended
                 March 31, 1996 and 1995..................................................  4
                Consolidated Statements of Shareholder's Equity for the Three Months
                 Ended March 31, 1996 and 1995............................................  5
                Consolidated Statements of Cash Flows for the Three Months Ended
                 March 31, 1996 and 1995..................................................  6
                Notes to Consolidated Financial Statements................................  7

Item 2:         Management's Discussion and Analysis of Financial Condition and
                Results of Operations..................................................... 13

PART II         OTHER INFORMATION

Item 1:         Legal Proceedings......................................................... 29

Item 6:         Exhibits and Reports on Form 8-K.......................................... 29

SIGNATURES................................................................................ 30


                                       2


PART I  FINANCIAL INFORMATION
          Item 1:  Unaudited Consolidated Financial Statements.
            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                           CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)


                                                                 March 31,   December 31,
                                                                   1996          1995
                                                                -----------  -----------
                                                                       (In Millions)
                                                                               
ASSETS
Investments:
  Fixed maturities:
    Available for sale, at estimated fair value .............   $  15,869.4  $  15,899.9
  Mortgage loans on real estate .............................       3,551.3      3,638.3
  Equity real estate ........................................       3,814.4      3,916.2
  Policy loans ..............................................       2,062.9      1,976.4
  Investment in and loans to affiliates .....................         651.0        636.6
  Other equity investments ..................................         575.8        621.1
  Other invested assets .....................................         482.0        706.1
                                                                -----------  -----------
      Total investments .....................................      27,006.8     27,394.6
Cash and cash equivalents ...................................         759.2        774.7
Deferred policy acquisition costs ...........................       3,211.3      3,083.3
Amounts due from discontinued GIC Segment ...................       1,962.1      2,097.1
Other assets ................................................       2,540.9      2,713.1
Closed Block assets .........................................       8,425.0      8,612.8
Separate Accounts assets ....................................      25,989.1     24,566.6
                                                                -----------  -----------

Total Assets ................................................   $  69,894.4  $  69,242.2
                                                                ===========  ===========

LIABILITIES
Policyholders' account balances .............................   $  21,850.4  $  21,911.2
Future policy benefits and other policyholders' liabilities .       4,067.6      4,013.2
Short-term and long-term debt ...............................       2,034.3      1,899.3
Other liabilities ...........................................       2,875.2      3,379.5
Closed Block liabilities ....................................       9,303.5      9,507.2
Separate Accounts liabilities ...............................      25,938.5     24,531.0
                                                                -----------  -----------
      Total liabilities .....................................      66,069.5     65,241.4
                                                                -----------  -----------

Commitments and contingencies (Note 10)

SHAREHOLDER'S EQUITY
Common stock, $1.25 par value, 2.0 million shares
  authorized issued and outstanding .........................           2.5          2.5
Capital in excess of par value ..............................       2,913.6      2,913.6
Retained earnings ...........................................         850.0        781.6
Net unrealized investment gains .............................          93.9        338.2
Minimum pension liability ...................................         (35.1)       (35.1)
                                                                -----------  -----------
      Total shareholder's equity ............................       3,824.9      4,000.8
                                                                -----------  -----------

Total Liabilities and Shareholder's Equity ..................   $  69,894.4  $  69,242.2
                                                                ===========  ===========


                 See Notes to Consolidated Financial Statements.

                                       3


            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                       CONSOLIDATED STATEMENTS OF EARNINGS
                   THREE MONTHS ENDED MARCH 31, 1996 AND 1995
                                   (UNAUDITED)


                                                                         1996        1995
                                                                      ----------  ----------
                                                                     (In Millions, Except Per
                                                                           Share Amounts)
                                                                                   
REVENUES
Universal life and investment-type product policy fee income ......   $    212.9  $    192.5
Premiums ..........................................................        141.0       148.4
Net investment income .............................................        536.3       510.8
Investment gains (losses), net ....................................          1.2       (12.9)
Commissions, fees and other income ................................        246.2       203.2
Contribution from the Closed Block ................................         26.7        28.5
                                                                      ----------  ----------
      Total revenues ..............................................      1,164.3     1,070.5
                                                                      ----------  ----------
BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances ..............        320.4       295.7
Policyholders' benefits ...........................................        253.2       246.4
Other operating costs and expenses ................................        446.0       437.2
                                                                      ----------  ----------
      Total benefits and other deductions .........................      1,019.6       979.3
                                                                      ----------  ----------

Earnings before Federal income taxes, minority interest and
  cumulative effect of accounting change ..........................        144.7        91.2
Federal income taxes ..............................................         34.3        18.6
Minority interest in net income of consolidated subsidiaries ......         18.9        13.6
                                                                      ----------  ----------
Earnings before cumulative effect of accounting change ............         91.5        59.0
Cumulative effect of accounting change, net of Federal
  income taxes.....................................................        (23.1)     --
                                                                      ----------  ----------

Net Earnings ......................................................   $     68.4  $     59.0
                                                                      ==========  ==========



                 See Notes to Consolidated Financial Statements.

                                       4


            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                 CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
                   THREE MONTHS ENDED MARCH 31, 1996 AND 1995
                                   (UNAUDITED)


                                                                           1996        1995
                                                                        ----------  ----------
                                                                            (In Millions)
                                                                                     
Common stock, at par value, beginning of year and end of period .....   $      2.5  $      2.5
                                                                        ----------  ----------

Capital in excess of par value, beginning of year and end
 of period...........................................................      2,913.6     2,913.6
                                                                        ----------  ----------

Retained earnings, beginning of year ................................        781.6       484.0
Net earnings ........................................................         68.4        59.0
                                                                        ----------  ----------
Retained earnings, end of period ....................................        850.0       543.0
                                                                        ----------  ----------

Net unrealized investment gains (losses) beginning of year ..........        338.2      (203.0)
Change in unrealized investment (losses) gains ......................       (244.3)      124.6
                                                                        ----------  ----------
Net unrealized investment gains (losses), end of period .............         93.9       (78.4)
                                                                        ----------  ----------

Minimum pension liability, beginning of year and end of period ......        (35.1)       (2.7)
                                                                        ----------  ----------

Total Shareholder's Equity, End of Period ...........................   $  3,824.9  $  3,378.0
                                                                        ==========  ==========



                 See Notes to Consolidated Financial Statements.

                                       5


            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   THREE MONTHS ENDED MARCH 31, 1996 AND 1995
                                   (UNAUDITED)


                                                                            1996        1995
                                                                         ----------  ----------
                                                                              (In Millions)
                                                                                      
Net earnings .........................................................   $     68.4  $     59.0
  Adjustments to reconcile net earnings to net cash provided by
    operating activities:
    Interest credited to policyholders' account balances .............        318.9       295.7
    General Account policy charges ...................................       (208.0)     (191.8)
    Investment (gains) losses ........................................         (1.2)       12.9
    Change in Federal income tax payable .............................       (142.2)        7.8
    Changes in Closed Block assets and liabilities, net ..............        (15.9)      (17.6)
    Other, net .......................................................       (117.9)      (81.3)
                                                                         ----------  ----------

Net cash (used) provided by operating activities .....................        (97.9)       84.7
                                                                         ----------  ----------

Cash flows from investing activities:
  Maturities and repayments ..........................................        567.1       483.6
  Sales ..............................................................      3,105.7     1,773.9
  Return of capital from joint ventures and limited partnerships .....         24.1        16.3
  Purchases ..........................................................     (3,942.3)   (2,406.3)
  Decrease in loans to discontinued GIC Segment ......................        135.0     1,155.4
  Other, net .........................................................        272.7       (93.7)
                                                                         ----------  ----------

Net cash provided by investing activities ............................        162.3       929.2
                                                                         ----------  ----------

Cash flows from financing activities:
  Policyholders' account balances:
    Deposits .........................................................        474.1       850.9
    Withdrawals ......................................................       (655.4)     (782.0)
  Net increase in short-term financings ..............................        116.7        46.0
  Additions to long-term debt ........................................           .1          .1
  Repayments of long-term debt .......................................          (.3)       (4.8)
  Payment of obligation to fund accumulated deficit of discontinued
    GIC Segment ......................................................       --        (1,215.4)
  Other, net .........................................................        (15.1)      (10.6)
                                                                         ----------  ----------

Net cash used by financing activities ................................        (79.9)   (1,115.8)
                                                                         ----------  ----------

Change in cash and cash equivalents ..................................        (15.5)     (101.9)
Cash and cash equivalents, beginning of year .........................        774.7       693.6
                                                                         ----------  ----------

Cash and Cash Equivalents, End of Period .............................   $    759.2  $    591.7
                                                                         ==========  ==========

Supplemental cash flow information
  Interest Paid ......................................................   $     15.9  $     21.4
                                                                         ==========  ==========
  Income Taxes Refunded ..............................................   $      3.2  $   --
                                                                         ==========  ==========


                 See Notes to Consolidated Financial Statements.


                                       6


            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


 1)   BASIS OF PRESENTATION

      The  accompanying   consolidated  financial  statements  are  prepared  in
      conformity with generally accepted  accounting  principles  ("GAAP").  The
      preparation  of financial  statements  in  conformity  with GAAP  requires
      management to make estimates and assumptions (including normal,  recurring
      accruals) that affect the reported  amounts of assets and  liabilities and
      disclosure  of  contingent  assets  and  liabilities  at the  date  of the
      financial  statements  and the  reported  amounts of revenues and expenses
      during the reporting period. Such statements should be read in conjunction
      with the  consolidated  financial  statements  of the Company for the year
      ended  December 31, 1995.  The results of operations  for the three months
      ended March 31, 1996 are not  necessarily  indicative of the results to be
      expected for the full year.

      Certain  reclassifications  have been made in the  amounts  presented  for
      prior periods to conform those periods with the current presentation.

 2)   ADOPTION OF SFAS NO. 121

      Equitable Life implemented SFAS No. 121, "Accounting for the Impairment of
      Long-Lived  Assets and for  Long-Lived  Assets to be  Disposed  Of," as of
      January 1, 1996.  The  statement  requires  long-lived  assets and certain
      identifiable  intangibles  be reviewed for impairment  whenever  events or
      changes in  circumstances  indicate the carrying  value of such assets may
      not be recoverable.  Effective with SFAS No. 121's adoption, impaired real
      estate is  written  down to fair  value  with the  impairment  loss  being
      included in Investment  gains/losses,  net. Before  implementing  SFAS No.
      121, valuation allowances on real estate held for the production of income
      were computed using the forecasted cash flows of the respective properties
      discounted at a rate equal to Equitable Life's cost of funds. The adoption
      of the statement resulted in the release of existing valuation  allowances
      of $152.4 million and  recognition of impairment  losses of $144.0 million
      on real estate held and used.  Real estate which  management has committed
      to disposing of by sale or  abandonment is classified as real estate to be
      disposed  of.  Valuation  allowances  on real  estate  to be  disposed  of
      continue  to be  computed  using  the  lower of  estimated  fair  value or
      depreciated cost, net of disposition costs. Implementation of the SFAS No.
      121  impairment  requirements  relative to other  assets to be disposed of
      resulted in a charge for the cumulative  effect of an accounting change of
      $23.1 million,  net of a Federal income tax benefit of $12.4 million,  due
      to the  writedown  to fair  value of  building  improvements  relating  to
      facilities being vacated beginning in 1996.


 3)   FEDERAL INCOME TAXES

      Federal  income  taxes for interim  periods  have been  computed  using an
      estimated annual  effective tax rate. This rate is revised,  if necessary,
      at the end of each  successive  interim  period  to  reflect  the  current
      estimate of the annual effective tax rate.


                                       7


 4)   INVESTMENTS

      Investment valuation allowances and changes thereto are shown below:


                                                              Three Months Ended
                                                                  March 31,
                                                             --------------------
                                                               1996       1995
                                                             ---------  ---------
                                                                        
Balances, beginning of year ............................     $  325.3    $  284.9
SFAS No. 121 release ...................................       (152.4)      --
Additions charged to income ............................         38.5        24.9
Deductions for writedowns and asset dispositions .......        (82.0)       (9.2)
                                                             --------    --------
Balances, End of Period ................................     $  129.4    $  300.6
                                                             ========    ========

Balances, end of period:
  Mortgage loans on real estate ........................     $   85.3    $   74.2
  Equity real estate ...................................         44.1       226.4
                                                             --------    --------
Total ..................................................     $  129.4    $  300.6
                                                             ========    ========


      For the three months ended March 31, 1996 and 1995,  investment  income is
      shown net of  investment  expenses of $94.2  million  and $108.7  million,
      respectively.

      As of March 31, 1996 and December 31, 1995, fixed maturities classified as
      available for sale had amortized costs of $15,705.0  million and $15,284.0
      million, respectively. Other equity investments included equity securities
      with  carrying  values of $120.5  million and $128.4  million and costs of
      $96.9  million  and $97.3  million as of March 31, 1996 and  December  31,
      1995, respectively.

      For the three months ended March 31, 1996 and 1995,  proceeds  received on
      sales of fixed  maturities  classified  as available  for sale amounted to
      $3,051.9 million and $1,728.2 million, respectively.  Gross gains of $43.1
      million  and $15.4  million  and gross  losses of $19.3  million and $19.0
      million were  realized on these sales for the three months ended March 31,
      1996 and 1995,  respectively.  The decrease in unrealized investment gains
      related to fixed maturities classified as available for sale for the three
      months ended March 31, 1996 amounted to $451.5 million.

      During the three months ended March 31, 1995, six securities classified as
      held to maturity were transferred to the available for sale portfolio. All
      actions  were  taken  as  a  result  of   significant   deterioration   in
      creditworthiness.   The  aggregate   amortized   cost  of  the  securities
      transferred was $64.8 million with gross unrealized  investment  losses of
      $5.4  million  transferred  to equity for the three months ended March 31,
      1995.

      Impaired  mortgage loans along with the related  provision for losses were
      as follows:


                                                               March 31,  December 31,
                                                                 1996        1995
                                                               ---------  ------------
                                                                    (In Millions)
                                                                          
Impaired mortgage loans with provision for losses ........     $  387.8    $  310.1
Impaired mortgage loans with no provision for losses .....        159.2       160.8
                                                               --------    --------
Recorded investment in impaired mortgage loans ...........        547.0       470.9
Provision for losses .....................................         83.1        62.7
                                                               --------    --------
Net Impaired Mortgage Loans ..............................     $  463.9    $  408.2
                                                               ========    ========


                                       8


      Impaired  mortgage  loans with no provision for losses are loans where the
      fair value of the  collateral or the net present value of the loans equals
      or exceeds the recorded investment.  Interest income earned on loans where
      the collateral  value is used to measure  impairment is recorded using the
      cash basis method. Interest income on loans where the present value method
      is used to measure  impairment is accrued on the net carrying value amount
      of the loan at the interest rate used to discount the cash flows.  Changes
      in the present  value  attributable  to changes in the amount or timing of
      expected cash flows are reported as investment gains or losses.

      During the three months ended March 31, 1996 and 1995,  respectively,  the
      Company's  average  recorded  investment  in impaired  mortgage  loans was
      $505.0 million and $327.3  million.  Interest  income  recognized on these
      impaired  mortgage  loans  totaled  $9.5  million and $6.6 million for the
      three months ended March 31, 1996 and 1995,  respectively,  including $3.3
      million and $5.3 million recognized on the cash basis method.

 5)   ALLIANCE - CURSITOR TRANSACTION

      On February 29,  1996,  Alliance  acquired the business of  Cursitor-Eaton
      Asset  Management  Company and Cursitor  Holdings  Limited in exchange for
      approximately  1.8 million  Alliance Units,  $84.9 million in cash,  $21.5
      million in notes  which are payable  ratably  over the next four years and
      substantial  additional  consideration which will be determined at a later
      date.  The Company  recognized  an  investment  gain of $20.6 million as a
      result of this transaction.  At March 31, 1996, the Company's ownership of
      Alliance units was approximately 57.5%.

 6)   BUSINESS SEGMENT INFORMATION


                                                         Three Months Ended
                                                             March 31,
                                                       -----------------------
                                                          1996         1995
                                                       ----------    ---------
                                                             (In Millions)
                                                                      
Revenues
Individual insurance and annuities .............       $    819.3    $   794.6
Group pension ..................................             62.7         57.4
Attributed insurance capital ...................             18.3         14.6
                                                       ----------    ---------
  Insurance operations .........................            900.3        866.6
Investment services ............................            270.4        211.9
Consolidation/elimination ......................             (6.4)        (8.0)
                                                       ----------    ---------
Total ..........................................       $  1,164.3    $ 1,070.5
                                                       ==========    =========

Earnings (Loss) Before Federal Income Taxes,
 Minority Interest and Cumulative Effect of
 Accounting Change
Individual insurance and annuities .............       $     84.0    $    58.9
Group pension ..................................            (11.7)       (11.7)
Attributed insurance capital ...................              7.2          6.9
                                                       ----------    ---------
  Insurance operations .........................             79.5         54.1
Investment services ............................             81.6         43.0
                                                       ----------    ---------
  Subtotal .....................................            161.1         97.1
Corporate interest expense .....................            (16.4)        (5.9)
                                                       ----------    ---------
Total ..........................................       $    144.7    $    91.2
                                                       ==========    =========


                                       9




                                                      March 31,       December 31,
                                                        1996             1995
                                                     -----------     ------------
                                                              (In Millions)
                                                                        
Assets
Individual insurance and annuities ...........       $  51,468.7      $  50,328.8
Group pension ................................           3,763.0          4,033.3
Attributed insurance capital .................           1,996.8          2,391.6
                                                     -----------      -----------
  Insurance operations .......................          57,228.5         56,753.7
Investment services ..........................          13,054.2         12,842.9
Consolidation/elimination ....................            (388.3)          (354.4)
                                                     -----------      -----------
Total ........................................       $  69,894.4      $  69,242.2
                                                     ===========      ===========


 7)   DISCONTINUED OPERATIONS

      Summarized  financial  information of the  discontinued  GIC Segment is as
      follows:


                                                  March 31,     December 31,
                                                    1996           1995
                                                 ----------     ------------
                                                       (In Millions)
                                                                 
Assets
Mortgage loans on real estate ..............     $ 1,422.2       $ 1,485.8
Equity real estate .........................       1,110.4         1,122.1
Other invested assets ......................         953.6           665.2
Other assets ...............................         204.2           579.3
                                                 ---------       ---------
Total Assets ...............................     $ 3,690.4       $ 3,852.4
                                                 =========       =========
Liabilities
Policyholders' liabilities .................     $ 1,397.1       $ 1,399.8
Allowance for future losses ................         151.2           164.2
Amounts due to continuing operations .......       1,962.1         2,097.1
Other liabilities ..........................         180.0           191.3
                                                 ---------       ---------
Total Liabilities ..........................     $ 3,690.4       $ 3,852.4
                                                 =========       =========




                                                               Three Months Ended
                                                                    March 31,
                                                                ------------------
                                                                  1996     1995
                                                                --------  --------
                                                                   (In Millions)
                                                                        
Revenues
Investment income (net of investment expenses of $30.7 and
  and $35.8) .................................................   $  72.5  $  78.9
Investment losses, net .......................................     (11.0)   (13.2)
Policy fees, premiums and other income, net ..................        .1       .1
                                                                 -------  -------
Total revenues ...............................................      61.6     65.8
Benefits and Other Deductions ................................      72.0     85.4
                                                                 -------  -------
Losses Charged to Allowance for Future Losses ................   $ (10.4) $ (19.6)
                                                                 =======  =======


                                       10


      Investment  valuation  allowances  amounted  to $20.1  million on mortgage
      loans and $6.0  million on equity  real estate for an  aggregate  of $26.1
      million at March 31, 1996. As of January 1, 1996, the adoption of SFAS No.
      121  resulted  in a release  of  existing  valuation  allowances  of $71.9
      million on equity  real estate and  recognition  of  impairment  losses of
      $69.8  million  on real  estate  held and  used.  At  December  31,  1995,
      valuation allowances amounted to $19.2 million on mortgage loans and $77.9
      million on equity real estate for an aggregate of $97.1 million.

      Benefits and other deductions  includes $37.6 million and $38.7 million of
      interest  expense related to amounts  borrowed from continuing  operations
      for the three months ended March 31, 1996 and 1995, respectively.

      The allowance for future losses is based upon  management's  best judgment
      and there can be no assurance ultimate losses will not differ.

 8)   CLOSED BLOCK

      Summarized financial information of the Closed Block is as follows:


                                                                     March 31, December 31,
                                                                       1996       1995
                                                                    ---------- -----------
                                                                        (In Millions)
                                                                             
Assets
Fixed maturities:
  Available for sale, at estimated fair value (amortized cost
    of $3,661.1 and $3,662.8) ...................................   $  3,726.8 $  3,896.2
Mortgage loans on real estate ...................................      1,383.0    1,368.8
Policy loans ....................................................      1,792.2    1,797.2
Cash and other invested assets ..................................        395.6      440.9
Deferred policy acquisition costs ...............................        809.4      823.6
Other assets ....................................................        318.0      286.1
                                                                    ---------- ----------
Total Assets ....................................................   $  8,425.0 $  8,612.8
                                                                    ========== ==========
Liabilities
Future policy benefits and other policyholders' account balances.   $  9,185.6 $  9,346.7
Other liabilities ...............................................        117.9      160.5
                                                                    ---------- ----------
Total Liabilities ...............................................   $  9,303.5 $  9,507.2
                                                                    ========== ==========




                                                                     Three Months Ended
                                                                          March 31,
                                                                     ------------------
                                                                       1996      1995
                                                                     --------  --------
                                                                         (In Millions)
                                                                              
Revenues
Premiums and other income ........................................   $  184.9  $  191.1
Investment income (net of investment expenses of $6.9 and $6.9) ..      136.8     131.7
Investment losses, net ...........................................       (4.2)     (4.1)
                                                                     --------  --------
Total revenues ...................................................      317.5     318.7
                                                                     --------  --------

Benefits and Other Deductions
Policyholders' benefits and dividends ............................      273.9     274.6
Other operating costs and expenses ...............................       16.9      15.6
                                                                     --------  --------
Total benefits and other deductions ..............................      290.8     290.2
                                                                     --------  --------

Contribution from the Closed Block ...............................   $   26.7  $   28.5
                                                                     ========  ========


                                       11


      Investment  valuation  allowances  amounted  to $24.6  million  and  $18.4
      million on mortgage loans and $4.9 million and $4.3 million on equity real
      estate for an  aggregate of $29.5  million and $22.7  million at March 31,
      1996 and  December  31,  1995,  respectively.  As of January 1, 1996,  the
      adoption of SFAS No. 121 resulted in the recognition of impairment  losses
      of $5.6 million on real estate held and used.

 9)   RESTRUCTURE COSTS

      At March  31,  1996,  liabilities  associated  with  1994  and  1995  cost
      reduction  programs  totaled $33.2 million.  During the three months ended
      March 31, 1996 and 1995, The Company  restructured  certain  operations in
      connection with cost reduction  programs and incurred costs of $.7 million
      and  $4.7  million,  respectively,  primarily  associated  with  severance
      related  benefits.  Amounts  paid during the three  months ended March 31,
      1996 and  charged  against  the  liabilities  for the  1994 and 1995  cost
      reduction programs totaled $5.3 million.



                                       12


Item 2.

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS


The following  analysis of the consolidated  results of operations and financial
condition of the Company  should be read in  conjunction  with the  Consolidated
Financial Statements and the related Notes to Consolidated  Financial Statements
included  elsewhere  herein,  and with the Management's  Discussion and Analysis
section included in Equitable Life's 1995 Report on Form 10-K.


COMBINED RESULTS OF OPERATIONS

The  contribution  from  the  Closed  Block  is  reported  on  one  line  in the
consolidated statements of earnings. The following table presents the results of
operations  of the Closed  Block for the three  months  ended March 31, 1996 and
1995 combined with the results of  operations  outside of the Closed Block.  See
Closed Block results as combined herein on page 15. Management's  discussion and
analysis addresses the combined results of operations unless noted otherwise.


                                                                    Three Months Ended
                                                                         March 31,
                                                                  ----------------------
                                                                     1996        1995
                                                                  ----------  ----------
                                                                         (In Millions)

Combined Results of Operations
                                                                               
Policy fee income and premiums ................................   $    538.6  $    531.6
Net investment income .........................................        673.1       642.5
Investment gains, net .........................................         (3.0)      (17.0)
Commissions, fees and other income ............................        246.4       203.6
                                                                  ----------  ----------
  Total revenues ..............................................      1,455.1     1,360.7

Total benefits and other deductions ...........................      1,310.4     1,269.5
                                                                  ----------  ----------
Earnings before Federal income taxes, minority interest and
  cumulative effect of accounting change ......................        144.7        91.2
Federal income taxes ..........................................         34.3        18.6
Minority interest in net income of consolidated subsidiaries ..         18.9        13.6
                                                                  ----------  ----------

Earnings before Cumulative Effect of Accounting Change ........   $     91.5  $     59.0
                                                                  ==========  ==========


Continuing Operations

Compared to the  comparable  prior year period,  the higher  pre-tax  results of
operations  for the three  months  ended  March  31,  1996  reflected  increased
earnings in the  Investment  Services and  Individual  Insurance  and  Annuities
segments partially offset by higher Corporate interest expense.  The increase in
Federal income taxes was attributed to higher pre-tax results of operations. The
increase in minority  interest in net income of  consolidated  subsidiaries  was
attributable to increased earnings at Alliance.

The $94.4 million increase in revenues for the three months ended March 31, 1996
compared to the corresponding period in 1995 was primarily attributed to a $44.6
million  increase  in  investment  results  and  a  $42.8  million  increase  in
commissions,  fees  and  other  income  principally  due to  increased  business
activity within the Investment Services segment.


                                       13


Net investment  income  increased $30.6 million for the three months ended March
31,  1996  principally  due to  increases  of $27.3  million  and $8.1  million,
respectively,  for the Individual Insurance and Annuities segment and Attributed
Insurance  Capital.  The increases were due to higher overall yields on a larger
investment asset base, including the proceeds from the Surplus Notes offering in
December 1995.

Investment  losses  decreased by $14.0  million for the three months ended March
31, 1996 from $17.0 million for the same period in 1995.  There were  investment
losses of $23.9  million on General  Account  Investment  Assets as  compared to
$17.0 million in the first quarter of 1995.  Losses on mortgage loans  increased
$18.0 million to $26.7 million, while losses on equity real estate totaled $18.7
million, $16.2 million higher than in the first quarter of 1995. There were $4.0
million  of losses on other  equity  investments  as  compared  to gains of $3.3
million during the first three months of 1995. Partially offsetting these losses
were gains of $25.5 million on fixed maturities, an improvement of $34.6 million
over the losses incurred in the comparable 1995 period. Additionally, in 1996, a
gain of $20.6  million was  recognized  as a result of the  issuance of Alliance
Units to third parties upon completion of the Cursitor acquisition.

On  January 1, 1996,  Equitable  Life  implemented  SFAS No.  121.  As a result,
existing  valuation  allowances  of $152.4  million on equity  real  estate were
released and impairment  losses of $149.6 million were recognized on real estate
held and  used.  Due to the  adoption  of this  statement,  equity  real  estate
classified as available for sale is no longer  depreciated.  See Note 2 of Notes
to Consolidated Financial Statements.

For the  first  three  months  of 1996,  total  benefits  and  other  deductions
increased by $40.9  million  from the  comparable  period in 1995,  reflecting a
$24.4 million increase in interest credited to policyholders, increases in other
operating  costs and expenses of $10.1  million and a $6.4  million  increase in
policyholders'  benefits. The increase in other operating costs and expenses was
attributable  to increased  operating  costs of $19.9 million in the  Investment
Services  segment  associated  with  increased  segment  activities  and a $10.6
million increase in Corporate  interest  expense,  offset by $30.4 million lower
amortization of DAC in the Individual  Insurance and Annuities  segment.  Higher
Corporate  interest  expense  resulted  from the  interest on the Surplus  Notes
issued  by  Equitable  Life in the  fourth  quarter  of 1995.  There was a $17.1
million  increase  in  interest  credited to  policyholders  for the  Individual
Insurance and Annuities  segment,  primarily due to moderately  higher crediting
rates applied to a larger in force book of business. The Group Pension segment's
$7.3  million  increase in interest  credited  to  policyholders  was due to the
impact of  pass-throughs of lower  investment  losses to  participating  pension
contractholders  offset by smaller policyholders' account balances. The increase
in policyholders'  benefits primarily resulted from higher mortality  experience
on the larger in force book of business for variable and interest-sensitive life
policies and on policies  within the Closed  Block offset by improved  mortality
experience on the individual  life term business.  Higher  mortality  experience
resulted in a decrease to the provision for future dividend payments on policies
within the Closed Block,  and a decrease in the  amortization of DAC on variable
and interest-sensitive life policies.

Discontinued GIC Segment

In the first three months of 1996, $10.4 million of pre-tax losses were incurred
and  charged to the GIC  Segment's  allowance  for future  losses as compared to
pre-tax  losses of $19.6  million in the first three months of 1995.  Investment
results  declined by $4.2  million in the first three months of 1996 as compared
to the  year-earlier  period.  Net investment  income  declined by $6.4 million,
principally due to lower income on mortgage loans and fixed maturities partially
offset by higher  income on equity  real  estate.  Investment  losses were $11.0
million  in the first  three  months of 1996  compared  to $13.2  million in the
comparable  period in 1995 due to $1.0 million of gains on equity real estate as
compared to $11.0  million in losses in the first three  months of 1995 and $2.4
million  lower losses on mortgage  loans,  offset by $10.0  million of losses on
other equity  investments  versus $1.1 million in income during the year earlier
period.  Benefits and other deductions declined by $13.4 million principally due
to the decrease in interest credited on a reduced GIC contract base.

                                       14


COMBINED RESULTS OF CONTINUING OPERATIONS BY SEGMENT

Individual Insurance and Annuities

The Closed Block is part of the Individual  Insurance and Annuities segment. The
following  table combines the Closed Block amounts with the reported  results of
operations outside of the Closed Block on a line-by-line basis.


                       Individual Insurance and Annuities
                                  (In Millions)

                                                  Three Months Ended March 31,
                                           -------------------------------------------
                                                        1996
                                           -------------------------------
                                               As     Closed                 1995
                                           Reported   Block     Combined    Combined
                                           --------- --------  ----------- ----------

                                                                      
Policy fees, premiums and other income .   $  366.3  $  184.9  $    551.2  $    538.1
Net investment income ..................      429.4     136.8       566.2       538.9
Investment (losses) gains, net .........       (3.1)     (4.2)       (7.3)        7.8
Contribution from the Closed Block .....       26.7     (26.7)       --          --
                                           --------  --------  ----------  ----------
  Total revenues .......................      819.3     290.8     1,110.1     1,084.8
Total benefits and other deductions ....      735.3     290.8     1,026.1     1,025.9
                                           --------  --------  ----------  ----------
Earnings before Federal Income Taxes,
  Minority Interest and Cumulative
  Effect of Accounting Change ..........   $   84.0  $   --    $     84.0  $     58.9
                                           ========  ========  ==========  ==========


The earnings from operations in the Individual  Insurance and Annuities  segment
for the three months ended March 31, 1996 reflected an increase of $25.1 million
from  the   year-earlier   period.   Higher   policy   fees  on   variable   and
interest-sensitive   life  and  individual  annuities  contracts  and  favorable
mortality  experience on term life insurance were offset by investment losses in
1996 versus gains in 1995, higher employee benefit costs and higher death claims
on assumed life reinsurance.  The effect of moderately increased crediting rates
on  interest-sensitive  life and annuity  contracts were more than offset by the
increase in investment income.

Total  revenues  increased by $25.3  million  primarily  due to a $22.0  million
increase in policy fees and a $12.2  million  increase  in  investment  results,
offset  by a $13.4  million  decline  in  premiums.  The  decrease  in  premiums
principally was due to lower traditional life and individual health premiums.

Total  benefits and other  deductions  for the three months ended March 31, 1996
rose $0.2 million from the comparable 1995 period as higher interest credited on
policyholders'  account  balances  and  the  effects  of  the  higher  mortality
experience on variable and  interest-sensitive  policies and policies within the
Closed  Block were offset by  decreases  in the  provision  for future  dividend
payments on  policies  within the Closed  Block,  lower  amortization  of DAC on
variable  and  interest-sensitive  life and  individual  annuity  policies and a
decrease in future policy benefits due to lower premiums.  Interest  credited on
policyholders'  account  balances  in the  segment  increased  by $17.1  million
reflecting  moderately  higher crediting rates applied to a larger in force book
of business.

Losses on the disability income business were $10.9 million for the three months
ended March 31, 1996, a $1.2 million  decrease from the prior year's  comparable
period.  Incurred  benefits (benefit payments plus additions to claims reserves)
for disability income products  increased $0.6 million in the first three months
of 1996 from the comparable 1995 levels.

                                       15


Premiums and Deposits - The  following  table  reflects  premiums and  deposits,
including  universal  life  and  investment-type   contract  deposits,  for  the
segment's major product lines.


                              Premiums and Deposits
                                  (In Millions)
                                                         Three Months Ended
                                                             March 31,
                                                      -------------------------
                                                         1996          1995
                                                      ----------    -----------
                                                                      
Product Line:
Individual annuities
  First year .....................................    $    509.7     $    476.4
  Renewal ........................................         330.1          284.7
                                                      ----------     ----------
                                                           839.8          761.1
Variable and interest-sensitive life
  First year recurring ...........................          44.9           48.6
  First year optional ............................          40.2           39.6
  Renewal ........................................         338.1          295.2
                                                      ----------     ----------
                                                           423.2          383.4
Traditional life
  First year recurring ...........................           4.9            6.1
  First year optional ............................           1.3            1.6
  Renewal ........................................         212.8          217.0
                                                      ----------     ----------
                                                           219.0          224.7
Other(1)
  First year .....................................           7.1           29.0
  Renewal ........................................          89.6           92.9
                                                      ----------     ----------
                                                            96.7          121.9

Total First Year .................................         608.1          601.3
Total Renewal ....................................         970.6          889.8
                                                      ----------     ----------
Grand Total ......................................    $  1,578.7     $  1,491.1
                                                      ==========     ==========
<FN>
(1)  Includes health insurance and reinsurance assumed.
</FN>


First year  premiums  and  deposits  for the three  months  ended March 31, 1996
increased  from prior year levels by $6.8 million  primarily due to higher sales
of  individual  annuities  offset by lower  reinsurance  assumed  on  individual
annuity  contracts.  Renewal  premiums and deposits  increased by $80.8  million
during the three  months  ended  March 31,  1996 over the prior  year  period as
increases  in the  larger  block of  variable  and  interest-sensitive  life and
individual  annuities policies were partially offset by decreases in traditional
life policies and other product  lines.  Traditional  life premiums and deposits
for the first three months of 1996  decreased  from the prior year's  comparable
period  by  $5.7   million  due  to  the   marketing   focus  on  variable   and
interest-sensitive  products  and the  decline in the  traditional  life book of
business.  The 7.0%  increase in first year  individual  annuities  premiums and
deposits in 1996 over the prior year  period  included  an  approximately  $66.0
million  decrease  in  premiums  related  to an  exchange  program  that  offers
contractholders  of existing SPDA contracts with no remaining  surrender charges
an opportunity to exchange  their contract for a new flexible  premium  variable
contract which retains assets in Equitable  Life and  establishes  new surrender
charge  scales.   Management  believes  the  ongoing  strategic  positioning  of
Equitable  Life's  insurance  operations  continues  to impact  total first year
premiums   and   deposits.   Particular   emphasis   has  been  devoted  to  the
implementation  of a new needs based selling  approach and the  establishment of
consultative financial services as the cornerstone of the sales process. Changes
in agent  recruitment  and training  practices  have  resulted in retention  and
productivity  improvements,  which  management  expects will  ultimately  have a
positive effect upon total premium results.

                                       16


Surrenders  and  Withdrawals - The following  table  summarizes  surrenders  and
withdrawals,  including universal life and investment-type contract withdrawals,
for the segment's major product lines.


                           Surrenders and Withdrawals
                                  (In Millions)
                                                              Three Months Ended
                                                                 March 31,
                                                            ----------------------
                                                              1996          1995
                                                            --------      --------
                                                                         
Product Line:
Individual annuities ...............................        $  610.5      $  641.5
Variable and interest-sensitive life ...............           112.3         100.6
Traditional life ...................................            93.6          89.1
                                                            --------      --------
Total ..............................................        $  816.4      $  831.2
                                                            ========      ========


Policy and contract  surrenders and  withdrawals  decreased $14.8 million during
the three months ended March 31, 1996 compared to the same period in 1995 due to
the $31.0 million decrease in individual  annuities  surrenders and withdrawals.
Surrenders  and  withdrawals in the first quarter of 1996 included $88.0 million
paid in  January  1996  for two  small  pension  clients  who  terminated  their
contracts. The overall decrease in surrenders was due to decreased surrenders of
Equi-Vest  contracts and decreases in the volume of SPDA  surrenders  due to the
diminished effect of the  aforementioned  exchange program which was designed to
retain  assets in Equitable  Life.  Management  expects the  moderation  in SPDA
exchange program volume to continue.

Investment Services

The following  table  summarizes  the results of operations  for the  Investment
Services segment.


                               Investment Services
                                  (In Millions)
                                                                Three Months Ended
                                                                     March 31,
                                                                ------------------
                                                                   1996     1995
                                                                --------- --------
                                                                         
Third party commissions and fees .............................   $  195.8 $  163.8
Affiliate fees ...............................................       30.1     33.3
Other income(1) ..............................................       44.5     14.8
                                                                 -------- --------
Total revenues ...............................................      270.4    211.9
Total costs and expenses .....................................      188.8    168.9
                                                                 -------- --------
Earnings before Federal Income Taxes, Minority Interest and
  Cumulative Effect of Accounting Change .....................   $   81.6 $   43.0
                                                                 ======== ========
<FN>
(1)  Includes investment results and other items.
</FN>


For the three months ended March 31, 1996,  pre-tax  earnings for the Investment
Services  segment  increased  by  $38.6  million  from the  year-earlier  period
primarily  due to higher  earnings  for Alliance  and DLJ.  Alliance's  earnings
increased   primarily  due  to  higher  investment   advisory  fees  and  higher
distribution  plan fees as a result of higher  assets  under  management.  DLJ's
earnings  were  higher in 1996  largely  due to strong  merger  and  acquisition
activity, increased levels of underwriting,  higher dealer and trading gains and
the growth in trading  volume on most major  exchanges.  Total segment  revenues
were up $58.5 million  principally due to higher revenues at Alliance and higher
equity in net  earnings  of DLJ.  Other  income  for the first  quarter  of 1996
included a gross gain of $20.6 million on the issuance of Alliance Units.


                                       17


Total costs and expenses  increased by $19.9 million for the three-month  period
of 1996 as compared to the  comparable  period in 1996  primarily due to a $24.6
million increase at Alliance  principally  reflecting  increases in compensation
and other expenses due to increased  activity,  partially offset by $7.7 million
lower expenses at Equitable Real Estate.

The following table summarizes results of operations by business unit.


                               Investment Services
                     Results of Operations by Business Unit
                                  (In Millions)
                                                                Three Months Ended
                                                                     March 31,
                                                                ------------------
                                                                   1996     1995
                                                                 -------  -------
                                                                        
Earnings before Federal income taxes, minority interest and
  cumulative effect of accounting change:
  DLJ(1) .....................................................   $  98.8  $  56.9
  Alliance ...................................................      46.1     34.5
  Equitable Real Estate ......................................       7.5      5.7
  Consolidation/elimination(2)(3)(4) .........................     (70.8)   (54.1)
                                                                 -------  -------
Earnings before Federal Income Taxes, Minority Interest
  and Cumulative Effect of Accounting Change .................   $  81.6  $  43.0
                                                                 =======  =======
<FN>
(1) Excludes amortization expense of $0.9 million and $1.4 million for the three
    months  ended  March  31,  1996 and  1995,  respectively,  on  goodwill  and
    intangible  assets related to Equitable  Life's  acquisition of DLJ in 1985,
    which are included in consolidation/elimination.

(2) Includes  interest  expense  of $3.2  million  and $4.8  million  related to
    intercompany  debt  issued by  intermediate  holding  companies  payable  to
    Equitable  Life  for the  three  months  ended  March  31,  1996  and  1995,
    respectively.

(3) Includes  the  Holding  Company  and  third  party  interests  in DLJ's  net
    earnings, as well as taxes on the Company's equity interest in DLJ's pre-tax
    earnings,  of $79.4  million and $44.8  million for the three  months  ended
    March 31, 1996 and 1995, respectively.

(4) Includes a gain of $16.9  million (net of $3.7 million  related state income
    tax) for the quarter  ended March 31, 1996 on issuance of Alliance  Units to
    third parties upon the completion of the Cursitor transaction.
</FN>


DLJ - DLJ's  earnings from  operations for the three months ended March 31, 1996
were $98.8  million,  up $41.9  million from the  comparable  prior year period.
Revenues  increased $195.5 million to $775.5 million  primarily due to increased
underwriting revenues of $83.0 million, higher dealer and trading gains of $75.9
million and higher  commissions  of $39.3  million  offset by lower gains on the
corporate  development  portfolio of $34.1  million.  DLJ's expenses were $676.7
million for the three months ended March 31,  1996,  up $153.6  million from the
comparable  prior year  period  primarily  due to a $77.6  million  increase  in
compensation and commissions, higher interest expense of $38.5 million and $10.5
million higher brokerage and exchange fees.

DLJ's  derivative  activities  are not as extensive as many of its  competitors.
Instead,  DLJ has focused its derivative  activities on writing over the counter
("OTC")  options  to  accommodate  its  customers'  needs,  trading  in  forward
contracts in U.S.  government and agency issued or guaranteed  securities and in
futures  contracts  on equity  based  indices,  interest  rate  instruments  and
currencies, and issuing structured notes. DLJ's involvement in swap contracts is
not  significant.  As a result,  DLJ's  involvement in  derivatives  products is
related primarily to revenue generation through the provision of products to its
clients as opposed to hedges against DLJ's own positions.

                                       18


Options  contracts  are  typically  written for a duration of less than thirteen
months.  Revenues from these activities (net of related  interest  expense) were
approximately  $8.8  million and $19.1  million for the three months ended March
31, 1996 and 1995, respectively.  Option writing revenues are primarily from the
amortization of option  premiums.  The decrease in revenues  primarily  resulted
from lower levels of activity, both in size and number of transactions, by DLJ's
institutional  customers.  These  reductions were caused by a number of factors,
including market conditions and competition from other financial institutions.

The notional value of written options  contracts  outstanding was  approximately
$4.9  billion  and $3.9  billion at March 31, 1996 and 1995,  respectively.  The
overall  increase  in the  notional  value of all options is  reflective  of the
higher levels of interest in these products by DLJ's customers.  The decrease in
the notional  value of other  options was primarily due to decreases in customer
activity related to U.S. government obligations.  Such written options contracts
are  substantially  covered  by  various  financial  instruments  that  DLJ  had
purchased or sold as principal.

As part of DLJ's trading activities, including trading activities in the related
cash market instruments, DLJ enters into forward and futures contracts primarily
involving securities,  foreign currencies,  indices and forward rate agreements.
Such forward and futures  contracts  are entered into as part of DLJ's  covering
transactions and are generally not used for speculative purposes.

Net trading gains (losses) on forward  contracts were $(23.9)  million and $43.7
million and net trading gains  (losses) on futures  contracts  were $8.7 million
and  $(35.0)  million  for the  three  months  ended  March  31,  1996 and 1995,
respectively.

The notional  contract and market values of the forward and futures contracts at
March 31, 1996 and 1995 were as follows:


                                        March 31, 1996          March 31, 1995
                                   ----------------------- -----------------------
                                    Purchases     Sales     Purchases     Sales
                                   ----------- ----------- ----------- -----------
                                                     (In Millions)
                                                                   
Forward Contracts
  (Notional Contract Value) ....   $  17,945.2 $  17,297.3 $  13,323.0 $  14,762.0
                                   =========== =========== =========== ===========

Futures Contracts
  (Market Value) ...............   $   1,672.6 $   1,001.7 $     282.1 $   1,218.8
                                   =========== =========== =========== ===========


Structured  notes are customized  derivative  instruments in which the amount of
interest or principal  paid on a debt  obligation  is linked to movements in the
value of cash market financial instruments.  At March 31, 1996 and 1995, DLJ had
issued  structured  notes  with  principal  amounts of $82.7  million  and $65.1
million  outstanding,  respectively.  DLJ expects the volume of this activity to
increase in the future. DLJ covers its obligations on structured notes primarily
by purchasing  and selling the  securities to which the value of its  structured
notes are linked.

Alliance - Alliance's  earnings from operations for the three months ended March
31, 1996 were $46.1 million,  an increase of $11.6 million from the prior year's
comparable period. Revenues totaled $181.6 million for the first three months of
1996, an increase of $36.2 million from the  comparable  period in 1995,  due to
increased  investment  advisory and service fees.  Alliance's costs and expenses
increased  $24.6 million for the three months ended March 31, 1996 primarily due
to  increases  in  employee  compensation  and  benefits  and other  promotional
expenditures.

In April 1996,  Alliance  acquired the U.S.  investment  management  business of
National Mutual Funds Management (North America) ("NMFM") for approximately $4.6
million in cash. NMFM is an indirect wholly owned  subsidiary of National Mutual
Holdings Limited ("NMH"), in which AXA owns a 40% equity interest.  NMFM manages
investments in North American  securities of approximately  $1.2 billion for NMH
affiliates and third parties.

                                       19


Equitable Real Estate - Equitable Real Estate's  earnings from  operations  were
$7.5  million  for the first  three  months of 1996,  up $1.8  million  from the
preceding  year's  comparable  period.  The increase  primarily was due to lower
expenses.

Fees From Assets Under  Management - As the following table  illustrates,  third
party  clients  continued  to  represent  an  important  source of revenues  and
earnings.


                        Fees and Assets Under Management
                                  (In Millions)
                                                             At or For the
                                                          Three Months Ended
                                                              March 31,
                                                        ---------------------
                                                           1996        1995
                                                        ----------  ---------
                                                                    
Fees:
  Equitable Life and the Holding Company Group .....    $     27.2  $    30.4
  Third Party ......................................         166.5      136.1
                                                        ----------  ---------
Total ..............................................    $    193.7  $   166.5
                                                        ==========  =========
Assets Under Management:
  Equitable Life and the Holding Company Group .....    $   50,819  $  46,185
  Third Party(1) ...................................       161,231    129,018
                                                        ----------  ---------
Total ..............................................    $  212,050  $ 175,203
                                                        ==========  =========

<FN>
(1) Included  $2.0  billion of  performing  mortgages  at March 31, 1995 under a
    special  stand-by  services  contract  with the RTC which  expired  in 1995.
    Stand-by  fees were  received on the entire  portfolio  under the  contract;
    servicing fees were earned only on those mortgages that were delinquent.
</FN>


Fees from assets under management increased for the three months ended March 31,
1996 from the prior year's comparable  period  principally as a result of growth
in assets under  management  for third  parties.  Alliance's  third party assets
under management  increased by $36.9 billion  primarily due to the completion of
the Cursitor  acquisition in the first quarter of 1996 and market  appreciation.
Third party assets at Equitable Real Estate decreased by $7.4 billion due to the
sale in October 1995 by EQ Services of mortgage servicing contracts.

Group Pension

The following  table  summarizes the results of operations for the Group Pension
segment.


                                  Group Pension
                                  (In Millions)
                                                                    Three Months Ended
                                                                         March 31,
                                                                    ------------------
                                                                      1996      1995
                                                                    --------  --------
                                                                            
Policy fees, premiums and other income ...........................   $  12.0  $  13.6
Net investment income ............................................      64.4     70.3
Investment losses, net ...........................................     (13.7)   (26.5)
                                                                     -------  -------
Total revenues ...................................................      62.7     57.4
Total benefits and other deductions ..............................      74.4     69.1
                                                                     -------  -------
(Loss) Before Federal Income Taxes, Minority Interest
  and Cumulative Effect of Accounting Change .....................   $ (11.7) $ (11.7)
                                                                     =======  =======


                                       20


The results for the Group Pension  segment  reflected no overall  change for the
three  months  ended  March 31,  1996  compared  to the same  period a year ago.
Investment losses in 1996 were $13.7 million,  a $12.8 million  improvement from
comparable  quarter losses in 1995. After reflecting the effect of pass-throughs
to participating pension contractholders,  however, this reduction of investment
losses  in the  first  three  months of 1996 had no net  effect  on  results  of
operations.  The investment losses principally  resulted from additions to asset
valuation  allowances  on mortgage  loans and  writedowns of equity real estate.
Investment  income for the three months  ended March 31, 1996  decreased by $5.9
million from the comparable  period of the prior year primarily due to a smaller
asset base.  Policy fees,  premiums and other income declined by $1.6 million in
the first  quarter  of 1996 when  compared  to the same 1995  period  due to the
smaller book of business.

GENERAL ACCOUNT INVESTMENT PORTFOLIO

The following table reconciles the  consolidated  balance sheet asset amounts to
the amounts of General Account Investment Assets.


                General Account Investment Assets Carrying Values
                                 March 31, 1996
                                  (In Millions)
                                                                         General
                                    Balance                              Account
                                     Sheet       Closed                 Investment
Balance Sheet Captions:              Total       Block      Other(1)      Assets
- --------------------------------  ------------ ----------  ----------  -----------
                                                           
Fixed maturities:  
  Available for sale ...........   $  15,869.4 $  3,726.8  $   (206.4) $  19,802.6
Mortgage loans on real estate ..       3,551.3    1,383.0      --          4,934.3
Equity real estate .............       3,814.4      187.9       (20.6)     4,022.9
Policy loans ...................       2,062.9    1,792.2      --          3,855.1
Other equity investments .......         575.8      122.8         8.7        689.9
Other invested assets ..........       1,133.0       87.7     1,032.7        188.0
                                   ----------- ----------  ----------  -----------
  Total investments ............      27,006.8    7,300.4       814.4     33,492.8
Cash and cash equivalents ......         759.2       (5.3)      142.3        611.6
                                   ----------- ----------  ----------  -----------

Total ..........................   $  27,766.0 $  7,295.1  $    956.7  $  34,104.4
                                   =========== ==========  ==========  ===========
<FN>
(1) Assets listed in the "Other" category  principally consist of assets held in
    portfolios other than the General Account and certain  reclassifications and
    intercompany  adjustments.  The "Other"  category is deducted in arriving at
    the General Account Investment Assets.
</FN>


The General Account  Investment  Assets  presentation set forth in the following
pages  includes the  investments  of the Closed Block on a  line-by-line  basis.
Management  believes it is appropriate to discuss the  information on a combined
basis in view of the  similar  asset  quality  characteristics  of  major  asset
categories in the portfolios.

                                       21


Writedowns on fixed maturities were $19.8 million and $8.5 million for the three
months ended March 31, 1996 and 1995,  respectively.  The following  table shows
asset valuation  allowances and additions to and deductions from such allowances
for  mortgages  and equity real estate for the three months ended March 31, 1996
and 1995.


                        General Account Investment Assets
                              Valuation Allowances
                                  (In Millions)

                                                          Equity Real
                                              Mortgages     Estate      Total
                                             -----------  -----------  --------
                                                                   
March 31, 1996
Assets Outside of the Closed Block:
Beginning balances .........................   $   65.5    $  259.8    $  325.3
SFAS No. 121 release(1) ....................       --        (152.4)     (152.4)
Additions ..................................       20.1        18.4        38.5
Deductions(2) ..............................       (0.3)      (81.7)      (82.0)
                                               --------    --------    --------
Ending Balances ............................   $   85.3    $   44.1    $  129.4
                                               ========    ========    ========

Closed Block:
Beginning balances .........................   $   18.4    $    4.3    $   22.7
Additions ..................................        6.4         0.8         7.2
Deductions(2) ..............................       (0.2)       (0.2)       (0.4)
                                               --------    --------    --------
Ending Balances ............................   $   24.6    $    4.9    $   29.5
                                               ========    ========    ========

Total:
Beginning balances .........................   $   83.9    $  264.1    $  348.0
SFAS No. 121 release(1) ....................       --        (152.4)     (152.4)
Additions ..................................       26.5        19.2        45.7
Deductions(2) ..............................       (0.5)      (81.9)      (82.4)
                                               --------    --------    --------
Ending Balances ............................   $  109.9    $   49.0    $  158.9
                                               ========    ========    ========

March 31, 1995
Total:
Beginning balances .........................   $  110.4    $  223.3    $  333.7
Additions ..................................       18.6         9.7        28.3
Deductions(2) ..............................       (7.8)       (3.6)      (11.4)
                                               --------    --------    --------
Ending Balances ............................   $  121.2    $  229.4    $  350.6
                                               ========    ========    ========
<FN>
(1) As a result of the adoption of SFAS No. 121, $152.4 million of allowances on
    assets held for  investment  were released and  impairment  losses of $149.6
    million were recognized on real estate held and used.

(2) Primarily  reflected  releases of allowances due to asset  dispositions  and
    writedowns.
</FN>


                                       22


General Account Investment Assets by Category

The following table shows the amortized cost,  valuation allowances and carrying
value of the major categories of General Account  Investment Assets at March 31,
1996 and carrying value at December 31, 1995.


                        General Account Investment Assets
                              (Dollars In Millions)

                                                March 31, 1996                     December 31, 1995
                              ------------------------------------------------ ------------------------
                                                                      % of                      % of
                                                           Net      Total Net       Net      Total Net
                                Amortized  Valuation    Amortized   Amortized    Amortized   Amortized
                                   Cost    Allowances      Cost       Cost         Cost        Cost
                              ----------- -----------   ----------  ----------  -----------  ----------
                                                                              
Fixed maturities(1).......... $ 19,570.8  $     --      $19,570.8     57.8%     $ 19,149.9      56.7%
Mortgages....................    5,044.2       109.9      4,934.3     14.6         5,007.1      14.8
Equity real estate...........    4,071.9        49.0      4,022.9     11.9         4,130.3      12.2
Other equity investments.....      689.9        --          689.9      2.0           764.1       2.3
Policy loans.................    3,855.1        --        3,855.1     11.4         3,773.6      11.2
Cash and short-term
  investments(2).............      799.6        --          799.6      2.3           952.1       2.8
                              ----------  ----------    ---------    ------     ----------     ------
Total........................ $ 34,031.5  $    158.9    $33,872.6    100.0%    $  33,777.1     100.0%
                              ==========  ==========    =========    ======    ===========     ======

<FN>
(1) Excludes  unrealized  gains of $231.8  million  and $857.9  million in fixed
    maturities  classified  as available for sale at March 31, 1996 and December
    31, 1995, respectively.

(2) Comprised of "Cash and cash equivalents" and short-term investments included
    within the "Other  invested  assets"  caption  on the  consolidated  balance
    sheet.
</FN>


Management  has a policy of not investing  substantial  new funds in equity real
estate  except  to  safeguard  values  in  existing   investments  or  to  honor
outstanding  commitments.  It is management's continuing objective to reduce the
size of the equity real estate portfolio  relative to total assets over the next
several years. Management anticipates that reductions will depend on real estate
market conditions,  the level of mortgage foreclosures and expenditures required
to fund necessary or desired improvements to properties.

                                       23


Investment Results of General Account Investment Assets


                               Investment Results by Asset Category(1)
                                        (Dollars In Millions)

                                                     Three Months Ended March 31,
                                         -----------------------------------------------------
                                                  1996                        1995
                                         -------------------------   -------------------------
                                            (1)                         (1)
                                           Yield        Amount         Yield        Amount
                                         ---------   -------------   ---------   -------------
                                                                            
Fixed Maturities:
  Income...............................     7.92%    $     383.4        8.05%    $     344.5
  Investment Gains/(Losses)............     0.53%           25.5       (0.22)%          (9.1)
                                         ---------   -------------   ---------   -------------
  Total................................     8.45%    $     408.9        7.83%    $     335.4
  Ending Assets........................              $  19,570.8                 $  17,383.5
Mortgages:
  Income...............................     8.74%    $     108.6        8.60%    $     117.0
  Investment Gains/(Losses)............    (2.15)%         (26.7)      (0.64)%          (8.7)
                                         ---------   -------------   ---------   -------------
  Total................................     6.59%    $      81.9        7.96%    $     108.3
  Ending Assets........................              $   4,934.3                 $   5,304.2
Equity Real Estate Estate (2):
  Income...............................     3.28%    $      25.9        2.97%    $      27.6
  Investment Gains/(Losses)............    (2.37)%         (18.7)      (0.27)%          (2.5)
                                         ---------   -------------   ---------   -------------
  Total................................     0.91%    $       7.2        2.70%    $      25.1
  Ending Assets........................              $   3,105.7                 $   3,722.7
Other Equity Investments:
  Income...............................    11.55%    $      21.0       11.82%    $      24.5
  Investment Gains/(Losses)............    (2.20)%          (4.0)       1.59%            3.3
                                         ---------   -------------   ---------   -------------
  Total................................     9.35%    $      17.0       13.41%    $      27.8
  Ending Assets........................              $     689.9                 $     812.2
Policy Loans:
  Income...............................     6.83%    $      65.1        6.78%    $      61.3
  Ending Assets........................              $   3,855.1                 $   3,676.4
Cash and Short-term Investments:
  Income...............................    10.32%    $      22.6        7.90%    $      16.1
  Ending Assets........................              $     799.6                 $     806.9
Total:
  Income...............................     7.62%    $     626.6        7.49%    $     591.0
  Investment Gains/(Losses)............    (0.29)%         (23.9)      (0.21)%         (17.0)
                                         ---------   -------------   ---------   -------------
  Total(3).............................     7.33%    $     602.7        7.28%    $     574.0
  Ending Assets........................              $  32,955.4                 $  31,705.9

<FN>
(1) Yields have been  annualized and calculated  based on the quarterly  average
    asset  carrying  values   excluding   unrealized  gains  (losses)  in  fixed
    maturities.  Annualized  yields  are not  necessarily  indicative  of a full
    year's results.

(2) Equity  real  estate  carrying  values are shown net of third party debt and
    minority  interest in real estate of $917.2 million and $931.9 million as of
    March 31, 1996 and 1995,  respectively.  Equity real estate  income is shown
    net of operating  expenses,  depreciation,  third party interest expense and
    minority  interest.  Third  party  interest  expense and  minority  interest
    totaled  $14.3 and $13.4  million for the three  months ended March 31, 1996
    and 1995, respectively.

(3) Total  yields  are  shown  before  deducting  investment  fees  paid  to the
    Investment  Subsidiaries  (which  include  asset  management,   acquisition,
    disposition,  accounting  and legal fees).  If such fees had been  deducted,
    total  yields  would  have been 7.04% and 6.98% for the three  months  ended
    March 31, 1996 and 1995, respectively.
</FN>


                                       24


For the three months ended March 31, 1996,  General Account  investment  results
were up $28.7 million or 5.0% from the  year-earlier  period  reflecting  higher
income and gains on fixed maturities.  On an annualized basis,  total investment
yield  increased  to 7.33% from  7.28%.  Investment  income  increased  by $35.6
million or 6.0%,  resulting  in an increase in the  annualized  income  yield to
7.62% from 7.49%. Excluding SFAS No. 121 related permanent impairment writedowns
of $149.6 million and releases of valuation  allowances  totaling $152.4 million
relating to equity real estate,  additions  to asset  valuation  allowances  and
writedowns  of fixed  maturities  were $65.5  million in the three  months ended
March 31, 1996  compared to $36.8  million in the three  months  ended March 31,
1995.

Total investment  results for fixed maturities  increased $73.5 million or 21.9%
for the three months ended March 31, 1996 compared to the  year-earlier  period.
Investment  income  increased by $38.9  million  reflecting a higher asset base,
primarily  from the  reinvestment  of nearly  all  available  funds  into  fixed
maturities. Investment gains were $25.5 million for the three months ended March
31, 1996  compared to the  year-earlier  losses of $9.1  million.  Writedowns on
fixed  maturities  were  $19.8  million  in the  first  three  months of 1996 as
compared to $8.5  million in the  comparable  period of 1995.  Total  investment
results on  mortgages  declined  by $26.4  million or 24.4% in the three  months
ended March 31, 1996 compared to the same period a year ago largely due to lower
investment  income  attributable  to a lower asset base and higher  additions to
asset valuation  allowances.  Equity real estate  investment  results were $17.9
million lower during the three months ended March 31, 1996 than the year-earlier
period  reflecting  higher additions to asset valuation  allowances.  During the
first three  months of 1996,  $0.9 million of losses were  recognized  on equity
real estate with  amortized cost of $202.4 million which was sold as compared to
first quarter 1995 when $7.3 million of gains were recognized on properties with
an amortized  cost of $35.4 million which were sold. The lower results for other
equity investments primarily reflect a reduced asset base and a loss realized on
the disposition of a limited partnership interest.

Fixed Maturities.  Fixed maturities  consist of publicly traded debt securities,
privately  placed debt  securities  and small  amounts of  redeemable  preferred
stock, which represented 70.6%, 28.7% and 0.7%,  respectively,  of the amortized
cost of this asset category at March 31, 1996.


                                      Fixed Maturities By Credit Quality
                                             (Dollars In Millions)

                                          March 31, 1996                  December 31, 1995
               Rating Agency   ---------------------------------   -----------------------------------
  NAIC          Equivalent       Amortized     % of   Estimated     Amortized       % of    Estimated
 Rating         Designation         Cost       Total  Fair Value       Cost         Total   Fair Value
 ------ ---------------------- -------------- ------  ----------   -------------   ------   ----------
                                                                               
  1-2   Aaa/Aa/A and Baa...... $  17,107.8(1)  87.4%  $ 17,347.4    $ 16,536.0(1)   86.4%   $ 17,423.9
  3-6   Ba and lower..........     2,328.0(2)  11.9      2,322.2       2,483.4(2)   13.0       2,448.3
                                -----------   ------  ----------    -----------    ------   ----------

Subtotal......................    19,435.8     99.3     19,669.6      19,019.4      99.4      19,872.2
Redeemable preferred stock
  and other...................       135.0      0.7        133.0         130.5       0.6         126.5
                               ------------   ------  ----------    -----------    ------   ----------
Total......................... $  19,570.8    100.0%  $ 19,802.6    $ 19,149.9     100.0%   $ 19,998.7
                               ============   ======  ==========    ===========    ======   ==========

<FN>
(1)  Includes Class B Notes with an amortized cost of $100.0 million, eliminated
     in consolidation.

(2)  Includes Class B Notes with an amortized cost of $100.0 million, eliminated
     in consolidation.
</FN>


At March 31, 1996, the Company held collateralized mortgage obligations ("CMOs")
with an amortized  cost of $2.50  billion,  including  $2.15 billion in publicly
traded CMOs. About 70.3% of the public CMO holdings were collateralized by GNMA,
FNMA and FHLMC securities.  Approximately  46.8% of the public CMO holdings were
in planned  amortization  class ("PAC") bonds. At March 31, 1996,  interest only
("IO") strips amounted to $7.9 million at amortized cost. There were no holdings
of principal  only ("PO") strips at that date.  In addition,  at March 31, 1996,
the Company held $2.31 billion of mortgage  pass-through  securities (GNMA, FNMA
or FHLMC  securities)  and also held $460.3 million of Aa or higher rated public
asset  backed  securities,  primarily  backed by home  equity  and  credit  card
receivables.

                                       25


The amount of potential  problem fixed  maturities  decreased $36.4 million from
December 31, 1995 to March 31, 1996 primarily due to asset sales.


                                Fixed Maturities
                 Problems, Potential Problems and Restructureds
                                 Amortized Cost
                                  (In Millions)

                                                   March 31,     December 31,
                                                     1996            1995
                                                  -----------    ------------
                                                                    
FIXED MATURITIES ...............................  $  19,570.8     $  19,149.9
Problem fixed maturities .......................         75.7            70.8
Potential problem fixed maturities .............          7.0            43.4
Restructured fixed maturities(1) ...............          6.6             7.6

<FN>
(1) Excludes restructured fixed maturities of $3.5 million and $3.5 million that
    are shown as problems at March 31, 1996 and December 31, 1995, respectively,
    and excludes $0.0 million and $9.2 million of restructured  fixed maturities
    that are shown as  potential  problems  at March 31, 1996 and  December  31,
    1995, respectively.
</FN>


Mortgages. Mortgages consist of commercial,  agricultural and residential loans.
At March 31, 1996,  commercial  mortgages  totaled $3.34  billion  (66.2% of the
amortized cost of the category),  agricultural  loans were $1.66 billion (32.8%)
and residential loans were $49.4 million (1.0%).


                                    Mortgages
                 Problems, Potential Problems and Restructureds
                                 Amortized Cost
                              (Dollars In Millions)

                                                                 March 31,  December 31,
                                                                   1996        1995
                                                                ----------  ------------
                                                                             
COMMERCIAL MORTGAGES ........................................   $  3,338.0  $  3,413.7
Problem commercial mortgages ................................        158.1        41.3
Potential problem commercial mortgages ......................        141.0       194.7
Restructured commercial mortgages(1) ........................        508.5       522.2

VALUATION ALLOWANCES ........................................   $    100.9  $     79.9
  As a percent of commercial mortgages ......................          3.0%        2.3%
  As a percent of problem commercial mortgages ..............         63.8%      193.5%
  As a percent of problem and potential problem commercial
    mortgages ...............................................         33.7%       33.9%
  As a percent of problem, potential problem and             
    restructured commercial mortgages .......................         12.5%       10.5%

AGRICULTURAL MORTGAGES ......................................   $  1,656.8  $  1,624.1
Problem agricultural mortgages ..............................         80.1        82.9
Potential problem agricultural mortgages ....................          0.0         0.0
Restructured agricultural mortgages .........................          2.0         2.0

VALUATION ALLOWANCES ........................................   $      9.0  $      4.0

<FN>
(1) Excludes  restructured  commercial  mortgages  of $111.6  million  and $12.6
    million  that are shown as problems at March 31, 1996 and December 31, 1995,
    respectively,  and excludes $49.2 million and $148.3 million of restructured
    commercial  mortgages that are shown as potential problems at March 31, 1996
    and December 31, 1995, respectively.
</FN>


                                       26


Problem commercial  mortgages increased by $116.8 million from December 31, 1995
to March 31,  1996  primarily  attributed  to  previously  identified  potential
problem  loans which became  delinquent.  Potential  problem  loans  declined as
mortgages  reclassified  as  problems  exceeded  the amount of newly  identified
potential  problem  loans.  During the three months  ended March 31,  1996,  the
amortized cost of foreclosed  commercial  mortgages totaled $0.8 million with no
reduction in amortized cost required at the time of foreclosure.

The original  weighted average coupon rate on the $508.5 million of restructured
mortgages  was  10.0%.  As a result of these  restructurings,  the  restructured
weighted average coupon rate was 8.9% and the restructured weighted average cash
payment  rate  was  7.4%.  The  foregone  interest  on  restructured  commercial
mortgages (including  restructured  commercial mortgages presented as problem or
potential  problem  commercial  mortgages)  for the three months ended March 31,
1996 was $1.9 million.

The following  table shows the  distribution  of problem and  potential  problem
commercial mortgages by property type and by state.


                                                          March 31, 1996
                                                      -----------------------
                                                       (Dollars In Millions)

                                                        Amortized     % of
                                                           Cost       Total
                                                       ------------  ------
                                                                 
Problem Commercial Mortgages
Property Type:
Office .............................................    $  109.2      69.1%
Industrial .........................................        18.6      11.8
Retail .............................................        16.9      10.7
Hotel ..............................................        10.9       6.9
Apartment ..........................................         2.5       1.5
                                                        --------     ------
Total ..............................................    $  158.1     100.0%
                                                        ========     ======

State:
California .........................................    $   67.9      42.9%
Virginia ...........................................        50.8      32.1
Puerto Rico ........................................        19.8      12.5
Pennsylvania .......................................        13.1       8.3
Other (no state larger than 5.0%) ..................         6.5       4.2
                                                        --------     ------
Total ..............................................    $  158.1     100.0%
                                                        ========     ======

Potential Problem Commercial Mortgages
Property Type:
Retail .............................................    $   83.7      59.4%
Office .............................................        33.5      23.8
Hotel ..............................................        23.8      16.8
                                                        --------     ------
Total ..............................................    $  141.0     100.0%
                                                        ========     ======

State:
South Carolina .....................................    $   31.2      22.1%
Massachusetts ......................................        26.8      19.0
Texas ..............................................        22.9      16.2
California .........................................        13.8       9.8
New York ...........................................        10.5       7.4
Other (no state larger than 5.0%) ..................        35.8      25.5
                                                        --------     ------
Total ..............................................    $  141.0     100.0%
                                                        ========     ======


                                       27


At March 31, 1996,  management  identified  impaired loans as defined under SFAS
No. 114 with a carrying  value of $514.6  million.  The provision for losses for
these  impaired  mortgage  loans was $98.4  million  at March 31,  1996.  Income
accrued  on these  loans in the first  three  months of 1996 was $12.0  million,
including cash received of $9.6 million.

For the three  months  ended March 31, 1996,  scheduled  principal  amortization
payments and prepayments on commercial  mortgage loans received aggregated $83.6
million. In addition,  for the three months ended March 31, 1996, $130.0 million
of commercial  mortgage loan maturity  payments were  scheduled,  of which $21.7
million  were paid as due. Of the amount not paid,  $71.2  million  were granted
short term extensions of up to three months, $19.3 million were delinquent or in
default for  non-payment  of principal  and $17.8  million  were  extended for a
weighted  average of 7.0 years at a  weighted  average  interest  rate of 7.6% .
There were no foreclosures of maturing loans.

Equity Real Estate.  As of March 31, 1996, on the basis of amortized  cost,  the
equity real  estate  category  included  $3.06  billion  (or 75.2%)  acquired as
investment real estate and $1.01 billion (or 24.8%) acquired  through or in lieu
of foreclosure (including in-substance foreclosures).

As of January 1, 1996,  the Company  adopted  SFAS No.  121. At March 31,  1996,
allowances  totaling  $49.0  million  were  held  on  properties  identified  as
available for sale with an amortized cost of $336.7 million.

At March 31, 1996,  the vacancy rate for the  Company's  office  properties  was
15.1%  in  total,  with a  vacancy  rate of 11.2%  for  properties  acquired  as
investment real estate and 25.4% for properties  acquired  through  foreclosure.
The national  commercial office vacancy rate was 14.1% (as of December 31, 1995)
as measured by CB Commercial.


LIQUIDITY AND CAPITAL RESOURCES

Equitable  Life has a  commercial  paper  program  with an issue  limit of up to
$500.0 million.  This program is available for general corporate purposes and is
supported by Equitable  Life's  existing  $350.0  million bank credit  facility,
which expires in June 2000.  Equitable  Life uses this program from time to time
in its  liquidity  management.  At March 31, 1996,  no amounts were  outstanding
under either the commercial paper program or the revolving credit facility.

Consolidated Cash Flows

The net cash used by operating activities was $97.9 million for the three months
ended March 31, 1996  compared to net cash  provided by operating  activities of
$84.7 million for the three months ended March 31, 1995.

Net cash  provided  by  investing  activities  was $162.3  million for the three
months ended March 31, 1996 as compared to $929.2 million for the same period in
1995.  Loans to the  discontinued  GIC segment  were  reduced by $135.0  million
during  the  first  quarter  of 1996  due to  repayments.  In  1996,  investment
purchases exceeded sales, maturities, repayment and returns of capital by $245.4
million.  Cash provided by investing activities during the first three months of
1995 primarily was  attributable  to the $1.16 billion  decrease in loans to the
GIC Segment.  In January 1995, the GIC Segment  partially repaid borrowings from
continuing  operations.  Investment  purchases  exceeded  sales,  maturities and
repayments by approximately  $132.5 million,  partially offsetting the effect of
the GIC repayment.

Net cash used by  financing  activities  was $79.9  million for the three months
ended March 31, 1996 as compared to $1.12  billion in the first quarter of 1995.
Withdrawals from  policyholders'  account balances  exceeded  deposits by $181.3
million  during  the  three  months  ended  March  31,  1996,  while  short-term
financings  increased by $116.7 million.  Net cash used by financing  activities
during the first three months of 1995 primarily  resulted from the $1.22 billion
decrease  in the  amount  due to the  discontinued  GIC  Segment  as a result of
continuing  operations'  $1.22  billion cash  settlement at the beginning of the
year of its  obligation to fund the GIC Segment's  accumulated  deficit.  In the
first quarter of 1995,  deposits to  policyholders'  account  balances  exceeded
withdrawals by $68.9 million.

The operating,  investing and financing activities described above resulted in a
decrease in cash and cash  equivalents  during the first three months of 1996 of
$15.5 million to $759.2 million.

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PART II        OTHER INFORMATION

Item 1.        Legal Proceedings.


There have been no new material legal  proceedings and no material  developments
in matters which were previously  reported in the Company's Footnote 14 to Notes
to  Consolidated  Financial  Statements  for the year ended  December  31, 1995,
except  that in one matter  previously  reported  therein,  Golomb et al. v. The
Equitable  Life  Assurance  Society of the United  States,  the New York  County
Supreme Court issued a decision in March, 1996 granting  Equitable Life's motion
to dismiss the  plaintiff's  complaint.  Equitable Life has submitted a proposed
order to the  court and the  plaintiffs  have  objected  to one  portion  of the
proposed order. Plaintiffs plan to appeal the court's decision.


Item 6.        Exhibits and Reports on Form 8-K.

                (a) Exhibits

                    Exhibit 27 - Financial Data Schedule

                (b) Reports on Form 8-K

                    None


                                       29


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                         The Equitable Life Assurance Society
                                                 of the United States
                                        ----------------------------------------
                                                     (Registrant)




Date:           May 10, 1996                   /s/ Jerry M. de St. Paer
         -----------------------        ----------------------------------------
                                          Senior Executive Vice President and
                                                Chief Financial Officer




Date:           May 10, 1996                     /s/ Alvin H. Fenichel
         -----------------------        ----------------------------------------
                                         Senior Vice President and Controller


                                       30