INDEPENDENT ACCOUNTANTS' REVIEW REPORT

The General Partner and Unitholders
Alliance Capital Management L.P.:

We have reviewed the condensed consolidated statement of financial condition of
Alliance Capital Management L.P. and subsidiaries ("Alliance Capital") as of
September 30, 2000, and the related condensed consolidated statements of income,
changes in partners' capital and comprehensive income for the three-month and
nine-month periods ended September 30, 2000 and the condensed consolidated
statements of cash flows for the nine-month period ended September 30, 2000. We
have also reviewed the condensed consolidated statements of income, changes in
partners' capital and comprehensive income for the three-month and nine-month
periods ended September 30, 1999 and the condensed consolidated statements of
cash flows of Alliance Capital Management Holding L.P. ("Alliance Holding"), the
predecessor to Alliance Capital, for the nine-month period ended September 30,
1999. These condensed consolidated financial statements are the responsibility
of the management of Alliance Capital Management Corporation, the General
Partner.

We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the condensed consolidated financial statements referred to above for
them to be in conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated statement of financial condition of Alliance Capital
as of December 31, 1999 and the related consolidated statements of income,
changes in partners' capital and comprehensive income and cash flows of Alliance
Capital for the two-month period ended December 31, 1999 and Alliance Holding
for the ten-month period ended October 29, 1999 (not presented herein); and in
our report dated February 2, 2000, we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information set forth in
the accompanying condensed consolidated statement of financial condition as of
December 31, 1999, is fairly stated, in all material respects, in relation to
the consolidated statement of financial condition from which it has been
derived.

New York, New York
October 27, 2000