Filed Pursuant to Rule 424(b)(3)
Registration No. 333-216769
AXA Equitable Life Insurance Company

Supplement dated January 4, 2019 to the Current Prospectus for EQUI-VEST
Employer-Sponsored Retirement Plans:

.. Series 100
.. Series 200

--------------------------------------------------------------------------------

This Supplement adds information related to an exchange offer and modifies
certain related information in the above-referenced current prospectus and
statement of additional information you received and in any supplements to that
prospectus and statement of additional information (collectively, the
"Prospectus"). You should read this Supplement in conjunction with the
Prospectus and retain it for future reference. Unless otherwise indicated, all
other information included in the Prospectus remains unchanged. The terms and
section headings we use in this Supplement have the same meaning as in the
Prospectus. We will send you another copy of any prospectus or supplement
without charge upon request. Please contact the customer service group
referenced in your Prospectus or call (866) 638-0550.

EXCHANGE OFFER

This Supplement describes an Exchange Offer we are making to you in connection
with your variable annuity contract. This Supplement contains important
information that you should know before accepting this Exchange Offer.

NO ACTION IS REQUIRED ON YOUR PART

You are not required to accept this Exchange Offer or take any action under
your Existing Contract. If you do not accept this Exchange Offer, your Existing
Contract will continue unchanged.

You should carefully read this Supplement in conjunction with your Prospectus
before making your decision regarding this Exchange Offer. If you have any
questions about this Exchange Offer, contact your financial professional or
call us directly at (866) 638-0550.

Why am I receiving this offer?

Your Employer or Plan has decided to make available to you the AXA Retirement
360 Defined Contribution Program (the "Program"), which is a retirement program
designed to provide participants ("Participants") a single coordinated program
selection of investment options, including certain mutual fund options and a
fixed annuity contract option (each a "Program Investment Option" and
collectively the "Program Investment Options"). In the future, we expect to
expand the investment options available under the Program. Please note that
certain Program Investment Options may be offered, advised or subadvised by AXA
Equitable or one or more of our affiliates.

Because the Program is available to you, we will permit owners of the contracts
and/or certificates (each an "Existing Contract" and collectively the "Existing
Contracts") to exchange some or all of their Existing Contract for one or more
affiliated mutual funds that are also Program Investment Options (each an "AXA
Mutual Fund" and collectively the "AXA Mutual Funds") without imposing
withdrawal charges, although a market value adjustment may apply (the "Exchange
Offer"). This Exchange Offer also includes any subsequent exchanges under the
Program of shares of an AXA Mutual Fund for an Existing Contract or a New
Contract (described below) and any future exchanges under the Program between
Existing Contracts and New Contracts and AXA Mutual Funds.

You should carefully read this Supplement and your Prospectus and the
prospectuses for the AXA Mutual Funds before making your decision regarding
this Exchange Offer. This Exchange Offer allows you to exchange some or all of
the account value in your Existing Contract for one or more of the AXA Mutual
Funds without paying withdrawal charges, although a market value adjustment may
apply. You should only exchange some or all of the account value in your
Existing Contract if you have determined you no longer need or want some or all
of the Guaranteed Benefits (described below) provided by your Existing
Contract. The AXA Mutual Funds do not offer any of these Guaranteed Benefits.
If you accept this Exchange Offer your Guaranteed Benefits will terminate or be
reduced and they cannot be reinstated.

What is this offer? How does this offer work?

You can exchange some or all of your Existing Contract without incurring
withdrawal charges for one or more of the AXA Mutual Funds, although a market
value adjustment may apply. The minimum amount that may be exchanged pursuant
to this Exchange Offer is $20. If you are considering investing in one or more
of the AXA Mutual Funds you should contact your financial professional, who
will be able to explain the details of the AXA Mutual Funds and provide you
with the proper forms and applications necessary to complete the transaction.
AXA Mutual Funds can only be purchased through a broker-dealer and this
Exchange Offer is not available through all broker-dealer firms.

Under this Exchange Offer, the full or partial exchange of your Existing
Contract will not trigger any applicable withdrawal charge under your Existing
Contract. In addition, since the AXA Mutual Funds do not have withdrawal
charges, any account value from your Existing Contract transferred into the AXA
Mutual Funds would not be subject to any withdrawal charge under the AXA Mutual
Funds (but would be subject to all other charges and fees under each applicable
AXA Mutual Fund). However, any exchange of account value from a fixed maturity
option under an Existing Contract will be subject to a market value adjustment
which could decrease the amount to be exchanged or the amount remaining in the
fixed maturity option, perhaps significantly.

Your Existing Contract has certain benefits that are not offered under any AXA
Mutual Fund (the "Guaranteed Benefits"):

.. a standard death benefit;

.. the ability to annuitize at guaranteed annuitization rates and receive
guaranteed income for life;

.. a guaranteed interest option (investment option that pays interest at
guaranteed rates);

.. fixed maturity options (investment option that pays interest over a 1-10
year period); and

.. the Investment Simplifier (fixed dollar option and interest sweep).

You should carefully consider whether an exchange is appropriate for you by
comparing the Guaranteed Benefits provided by your Existing Contract to the
benefits and features provided by the AXA Mutual Fund(s). The AXA Mutual Funds
do not provide any guaranteed benefits and if you accept this Exchange Offer
your Guaranteed Benefits will be terminated or reduced, perhaps significantly.

You should also compare the fees and charges of your Existing Contract to the
fees and charges of the AXA Mutual Funds (mutual fund annual operating expenses
include management fees, distribution and/or service (12b-1) fees and other
expenses). You will also pay a record keeping fee on assets invested in AXA
Mutual Funds. There are no front-end or back-end sales charges for the AXA
Mutual Funds. For a copy of the prospectus for an AXA Mutual Fund, please
contact your financial professional or call (866) 638-0550. Please also see
"How can I evaluate this offer?" and "Appendix I".

When your Employer or Plan made the Program available to you it also decided
how ongoing contributions may be allocated. That decision determined the terms
under which you can exchange some or all of the account value in your Existing
Contract into one or more of the AXA Mutual Funds. Accordingly, (1) if your
Employer or Plan does not permit ongoing contributions to the Existing
Contracts, then you can elect to exchange some or all of the account value in
your Existing Contract into one or more of the AXA Mutual Funds or (2) if your
Employer or Plan does permit ongoing contributions to Existing Contracts, then
you can only exchange 100% of the account value in your Existing Contract into
one or more of the AXA Mutual Funds. If your Employer or Plan changes how
ongoing contributions may be allocated, your options may change. Employer or
Plan restrictions may prevent you from accepting this Exchange Offer. Amounts
invested in one or more of the AXA Mutual Funds may be subject to more
stringent withdrawal requirements. For more information, please see "Tax
Information" in the Prospectus and "What are the tax implications of accepting
the offer?" below.

We reserve the right to terminate or materially amend this Exchange Offer with
respect to any or all Existing Contracts, as well as, any or all AXA Mutual
Funds with notice at least 60 days prior to the date of termination or the
effective date of the amendment, subject to the following limited exceptions.
First, no such notice would be required if, under extraordinary circumstances,
there is a suspension in the redemption of the Existing Contract under
Section 22(e) of the 1940 Act or the rules thereunder. Second, no such notice
would be required if the AXA Mutual Fund temporarily delays or ceases the sale
of the security because it is unable to invest amounts effectively in
accordance with applicable investment objectives, policies and restrictions.

Can I subsequently exchange back into my Existing Contract or a New Contract?

If permitted by your Employer or Plan, you can generally exchange some or all
of the value in your AXA Mutual Fund(s) back into your Existing Contract or, if
your Existing Contract no longer exists (because you fully exchanged it for one
or more of the AXA Mutual Funds or subsequently surrendered it), into a new
contract. The new contract would be either a newly issued version of your
terminated Existing Contract if it is still available for new sales or, if it
is not available for new sales, the EQUI-VEST(R) (Series 201) variable annuity
(the "New Contract"). For a copy of the prospectus for the New Contract, please
contact your financial professional or call (866) 638-0550. Please Note: A New
Contract is only applicable if your Existing Contract no longer exists, and you
will be required to complete the necessary application, order form or other
documentation before the New Contract can be issued and the exchange from the
AXA Mutual Funds completed. Amounts invested in one or more of the AXA Mutual
Funds may be subject to more stringent withdrawal requirements which will be
permanent even if you transfer back into your Existing Contract or a New
Contract. For more information, please see "Tax Information" in the Prospectus
and "What are the tax implications of accepting the offer?" below.

If your Existing Contract and the New Contract are not Plan investment options,
then you cannot transfer from AXA Mutual Funds back into your Existing Contract
or a New Contract. We reserve the right to disallow all exchanges from the AXA
Mutual Funds into Existing Contracts or New Contracts, as well as, the right to
reject individual Participant's requests to exchange some or all of their value
in the AXA Mutual Funds back into their Existing Contract or a New Contract
without rejecting other Participant's requests or all Participant's requests.
Please Note: Even if you exchange back into your Existing Contract or a New
Contract, you may not receive the same level of Guaranteed Benefits as you
originally had under your Existing Contract. Please see "How can I evaluate
this offer?" and "Appendix I".

If you exchange back into your Existing Contract or a New Contract, a new
withdrawal charge period will attach to that exchanged amount. However, no
withdrawal charge will be applied to subsequent exchanges back to AXA Mutual
Funds pursuant to this Exchange Offer, although a market value adjustment may
apply. You should only exchange shares of AXA Mutual Funds for an Existing
Contract or New Contract if you have determined that you want some or all of
Guaranteed Benefits provided by the Existing Contract or New Contract and you
understand all of the fees and expenses that you would be paying under that
contract.

How can I evaluate this offer?

You must decide between: (1) keeping your Existing Contract; or (2) fully or
partially exchanging your Existing Contract without any applicable withdrawal
charges (although a market value adjustment may apply) for one or more of the
AXA Mutual Funds.

If you do not accept our offer, your Existing Contract and all of the
Guaranteed Benefits would continue unchanged, and any applicable charges would
continue to be deducted from your account value.

If you elect to fully exchange your Existing Contract for one or more of the
AXA Mutual Funds:

.. Your Existing Contract and its Guaranteed Benefits would terminate.

.. Your account value would transfer without incurring any applicable
withdrawal charges, although we will deduct a pro rata portion of the
Annual Administrative Charge if your Existing Contract's account value is
less than $25,000 calculated from the date of the most recent participant
date anniversary to the date of the exchange.

.. We will impose a market value adjustment on any account value exchanged
from a fixed maturity option under an Existing Contract, which could
significantly decrease the amount to be exchanged, particularly if there is
a long time remaining until the fixed maturity option's maturity date.

.. In the future, you would not have the option to receive the lifetime income
at guaranteed annuity rates.

.. Your beneficiaries would not receive the standard death benefit which could
be greater than your account value provided by your Existing Contract.

If you partially exchange your Existing Contract for one or more of the AXA
Mutual Funds:

.. Your account value will be reduced by the amount of the exchange.

.. We will impose a market value adjustment on any account value exchanged
from a fixed maturity option under an Existing Contract, which could
significantly decrease the fixed maturity amount, particularly if there is
a long time remaining until the fixed maturity option's maturity date.

.. The account value that can be used for annuity payments under the Existing
Contract's annuity payment options will also be reduced.

You should compare your Existing Contract's Guaranteed Benefits with the AXA
Mutual Fund's benefits and features. See "Appendix I". Under an AXA Mutual Fund
the death benefit is equal to your AXA Mutual Fund account value, which could
be more or less than your contributions, including the amount exchanged from
your Existing Contract. In addition, you will not be able to annuitize your AXA
Mutual Fund(s) and receive guaranteed lifetime income.

When you purchased your Existing Contract, you decided that some or all of the
Guaranteed Benefits were important to you based on your personal circumstances
at that time. When considering this Exchange Offer, you should consider whether
you no longer need or want some or all of the Guaranteed Benefits provided by
your Existing Contract, given your personal circumstances today and your future
needs because, if you accept our Exchange Offer, you will be giving up or
significantly reducing your Guaranteed Benefits. You should consider your
specific circumstances, including your specific account values, death benefit
value, and the following factors:

.. How long you intend to keep your Existing Contract.

.. Whether it is important for you to leave your Existing Contract's death
benefit to your beneficiaries.

.. Whether your death benefit amount is greater than your account value.

.. Whether, given your current state of health, you believe you are likely to
provide a death benefit to your beneficiaries.

.. Whether it is important for you to be able to receive guaranteed lifetime
income.

.. Whether the availability of a guaranteed interest option or fixed maturity
options is important to you.

.. Whether a market value adjustment would apply.

You should assess your own situation to decide whether to accept the Exchange
Offer. Once terminated, your Guaranteed Benefits based on the values in your
Existing Contract cannot be reinstated. In considering the factors above, and
any other factors you believe relevant, you may wish to consult with your named
beneficiaries, and your financial professional and other advisors. We cannot
provide investment advice to you, including how to weigh any relevant factors
for your particular situation. We cannot provide any advice regarding future
account value, including whether investment options under your Existing
Contract will experience market gains or losses. In addition to all the things
you and your financial professional and advisors consider, please also consider
the following questions:

1. Do you still need 100% of the guaranteed death benefit? If you do, then the
offer is most likely not appropriate for you. If, on the other hand, your
circumstances have changed and 100% of the guaranteed death benefit is not
important, then you may want to consider the offer and decide if one or more
of the AXA Mutual Funds is appropriate for you.

2. Do you still need to invest in a guaranteed interest option at a guaranteed
rate at least equal to your Existing Contract's guaranteed minimum annual
rate? If you do, then the offer is most likely not appropriate for you. If,
on the other hand, your circumstances have changed and a guaranteed interest
option at a guaranteed rate at least equal to your Existing Contract's
guaranteed minimum annual rate is not important, then you may want to
consider the offer and decide if one or more of the AXA Mutual Funds is
appropriate for you.

Also, while we are currently allowing exchanges from the AXA Mutual Funds back
into Existing Contracts (or New Contracts when applicable), we and/or your
Employer may not always. In addition, even if you can exchange back into your
Existing Contract or a New Contract, you likely will not receive the same level
of Guaranteed Benefits and a new withdrawal charge period will start.

.. When you fully exchange your Existing Contract for one or more of the AXA
Mutual Funds, you lose the value of your existing Guaranteed Benefits which
may be greater than the amount exchanged. If you later exchange out of your
AXA Mutual Funds into a New Contract, you establish guaranteed benefits in
the New Contract equal to the amount exchanged from the AXA Mutual Funds
which may be less. For example, assume your death benefit amount ($100,000)
was greater than your account value ($90,000) when you fully exchanged your
Existing Contract into three AXA Mutual Funds. A year later you decide to
exchange the value in your AXA Mutual Funds ($96,000) into a New Contract.
Your new death benefit amount in the New Contract ($96,000) is equal the
amount you exchange into the New Contract not the original death benefit
amount which was higher.

.. When you partially exchange your Existing Contract for one or more of the
AXA Mutual Funds, the value of your remaining Guaranteed Benefits are
reduced on a pro rata basis (as discussed above). If you later exchange the
same amount from your AXA Mutual Funds back into your Existing Contract,
the value of your Guaranteed Benefits may be lower. For example, assume
your death benefit amount ($100,000) was greater than your account value
($90,000) when you exchanged $45,000 into three AXA Mutual Funds. Your
Existing Contract's death benefit amount immediately after the partial
exchange would be $50,000 (the account value was reduced by 50% and
therefore the death benefit was reduced by 50%). A year later your Existing
Contract's account value is $49,000 and its death benefit is still equal to
$50,000. If you then exchange the value in your AXA Mutual Funds ($48,000)
back into your Existing Contract, your Existing Contract's death benefit
amount immediately after the exchange will be $98,000 ($50,000 + $48,000),
which is lower than the original death benefit amount even though the
account value of your Existing Contract and the value of the AXA Mutual
Funds both increased before the exchange back into your Existing Contract.

Please remember, the AXA Mutual Funds do no provide any guaranteed benefits. If
you exchange 100% of your account value under your Existing Contract for one or
more of the AXA Mutual Funds, your Existing Contract will terminate, and you
will lose your Guaranteed Benefits. If you exchange only a portion of your
account value, the amount exchanged will reduce the account value of your
Existing Contract on a dollar-for-dollar basis and will generally reduce the
value of your death benefit, on a pro rata basis which could be greater than
the dollar amount exchanged. You will also be subject to all the fees and
charges under each applicable AXA Mutual Fund.

How do I accept this offer?

To accept this Exchange Offer, you must (1) be enrolled in the Program (please
contact your financial professional for more information on how to enroll in
the Program) and (2) complete the exchange form included with this Supplement.
Please complete, sign and date the exchange form and return it to us at the
following address:

AXA Equitable EQUI-VEST(R) Processing Office
P.O. Box 4956
Syracuse, NY 13221-4956

We will not process your acceptance of the offer until all applicable
requirements are satisfied. Transactions requested but not completed due to
your failure to provide sufficient information, or for any other reason beyond
our control, will not be eligible for the offer.

Good order. If the Exchange Offer is received before the market closes on a
business day, then the exchange out of the Existing Contract and the purchase
of shares of the AXA Mutual Fund will occur at the next calculated price. The
Exchange Offer is not available on (1) any day that you are not enrolled in the
Program and (2) on a non-business day. We will not consider your acceptance of
the offer to be in good order if we receive it on such a day or if it is
missing any necessary information. If we receive your acceptance on a
non-business day and it is otherwise complete, the exchange out of your
Existing Contract and the purchase of shares of the AXA Mutual Fund will be
processed on the next business day.

What are the tax implications of accepting the offer?

We view exchanges from the Existing Contracts in whole or in part to one or
more of the AXA Mutual Funds as a "contract exchange within the same 403(b)
plan," as described in "Direct transfer contributions" in your Prospectus and
therefore, accepting this Exchange Offer will generally not be viewed as a
taxable distribution to you. However, amounts exchanged into one or more of the
AXA Mutual Funds, including earnings, may be subject to more stringent
withdrawal restrictions (e.g., employer and after tax contributions cannot be
withdrawn before the participant has a severance from employment, becomes
disabled or attains age 59 1/2). If you later decide to exchange some or all of
those amounts in your AXA Mutual Funds back into your Existing Contract or a
New Contract, such withdrawal restrictions will remain with respect to those
amounts. For more information, please see "Tax Information" in your Prospectus.
You should discuss with your tax advisor whether it makes sense for you to
accept the offer.

More information about this offer.

upon completion of that exchange. You should contact your financial
professional for information about the compensation he or she receives. For
additional information about compensation paid to your financial professional,
see "Distribution of the contracts" in "More information" in your Prospectus.

Please note that your Existing Contract and any New Contract, if applicable,
may each be a Program Investment Option. For ease of discussion regarding this
Exchange Offer, this Supplement separates your Existing Contract and any New
Contract from the Program Investment Options.

All exchanges are subject to our policies and procedures concerning frequent or
disruptive transfer activity.

The Exchange Offer may vary for certain contracts, certificates, and in certain
states and may not be available for all contracts or certificates, in all
states, at all times or through all financial intermediaries. All material
variations are described in this supplement. We may suspend, modify, or
terminate this Exchange Offer at any time with notice, as described in this
supplement. In the future, we may make new, additional or modified offers in
connection with these Existing Contracts or certain benefits thereunder with
different terms that may be more or less favorable than the terms described
herein.

APPENDIX I

The following chart provides a brief summary comparison of some of the
important features of your Existing Contract and the AXA Mutual Funds and
between the AXA Mutual Funds and a New Contract. You should not rely solely on
this chart in examining the differences between your Existing Contract and the
AXA Mutual Funds and between the AXA Mutual Funds and a New Contract. There may
be other differences important for you to consider prior to purchasing an AXA
Mutual Fund or a New Contract. You should read your Prospectus and other
information related to your Existing Contract and the prospectus for an AXA
Mutual Fund and a New Contract prior to requesting any exchange. If you would
like a prospectus for an AXA Mutual Fund or a New Contract, contact your
financial professional or call (866) 638-0550. Please note, this chart does not
create or modify any existing rights or Guaranteed Benefits, all of which are
only established by your Existing Contract.

Series 100 Series 200 AXA MUTUAL FUNDS Series 201
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Annual
Administrative $65 (maximum)
Charge/1/ $30 $30 $0 $30 (current)/2/
----------------------------------------------------------------------------------------------------
Separate Account
Expenses 1.34%-1.49% 1.34%-1.49% 0 1.20%
----------------------------------------------------------------------------------------------------
Variable Investment
Option Fees 0.59%-1.94% 0.59%-1.94% 0 0.59%-2.07%
----------------------------------------------------------------------------------------------------
Record Keeping Fee 0 0 0.15%-1.20% 0
----------------------------------------------------------------------------------------------------
Mutual Fund Annual
Operating Expenses 0 0 0%-2.26%/3/ 0
----------------------------------------------------------------------------------------------------
MaximumWithdrawal
Charge 6% 6% 0% 5%
----------------------------------------------------------------------------------------------------
LivingBenefit No No No Personal Income
(charge) Benefit guarantees
that you can take
withdrawals from
your Personal
Income Benefit
account value up to
your Guaranteed
Annual Withdrawal
Amount each year
even if your
Personal Income
Benefit account
value falls to zero
by other than an
early or excess
withdrawal
beginning at age 65
or later and
subject to a
distributable event
(1.00%)
----------------------------------------------------------------------------------------------------
VariableInvestment 92 (various 92 (various
Options classes) classes) 0 92 (various classes)
----------------------------------------------------------------------------------------------------
DeathBenefit The greater of: The greater of: Account Value The greater of: (i)
(i) your account (i) your account your account value,
value (without value (without less any
adjustment for adjustment for outstanding loan
any otherwise any otherwise balance plus
applicable applicable accrued interest as
negative market negative market of the date we
value adjustment) value adjustment) receive
and less any and less any satisfactory proof
outstanding loan outstanding loan of death, any
balance plus balance plus required
accrued interest accrued interest instructions,
as of the date we as of the date we information and
receive receive forms necessary to
satisfactory satisfactory effect payment; and
proof of death, proof of death, (ii) your total
any required any required contributions,
instructions, instructions, adjusted for
information and information and withdrawals and any
forms necessary forms necessary withdrawal charges
to effect to effect and any taxes that
payment; and payment; and may apply, less any
(ii) your total (ii) your total outstanding loan
contributions, contributions, balance plus
adjusted for adjusted for accrued interest.
withdrawals and withdrawals and
any withdrawal any withdrawal
charges and any charges and any
taxes that may taxes that may
apply, less any apply, less any
outstanding loan outstanding loan
balance plus balance plus
accrued interest. accrued interest.
----------------------------------------------------------------------------------------------------
Guaranteed minimum
annual rate in the
Guaranteed Interest
Option/4/ 1%-4% 1%-4% No 1%-1.5%
----------------------------------------------------------------------------------------------------

Series 100 Series 200 AXA MUTUAL FUNDS Series 201
----------------------------------------------------------------------------------------------------

FixedMaturity
Options/5/ Yes Yes No No
----------------------------------------------------------------------------------------------------
Structured
Investment
Option/6/ No No No Yes
----------------------------------------------------------------------------------------------------
LifetimePayout
Option Yes Yes No Yes
----------------------------------------------------------------------------------------------------
AdditionalFeatures Investment Investment No Investment
simplifier simplifier simplifier;
ProNvest Managed
Account Service
----------------------------------------------------------------------------------------------------

1 Or 2% of account value if less.
2 May be waived if account value exceeds certain amounts. See your Existing
Contract for details.
3 Your Plan will designate the Mutual Funds which are available to you as
Mutual Fund Program Investment Options. The high and low Mutual Fund Annual
Operating Expenses will vary based on the Mutual Fund Program Investment
Options available to you.
4 The guaranteed interest option is part of our general account and pays
interest at guaranteed rates that are reset periodically.
5 The fixed maturity option is part of our general account and pays interest
at a fixed rate for the duration of the option (generally between 1 - 10
years). A positive or negative market value adjustment applies if amounts
are withdrawn before maturity.
6 The Structured Investment Option is an index-linked investment option.

EQUI-VEST(R) is issued by and is a registered service mark of AXA Equitable
Life Insurance Company (AXA Equitable).

Co-distributed by affiliates AXA Advisors, LLC and AXA Distributors, LLC. 1290
Avenue of the Americas, New York, NY 10104.
Copyright 2019 AXA Equitable Life Insurance Company. All rights reserved.

AXA Equitable Life Insurance Company
1290 Avenue of the Americas, New York, NY 10104
(212) 554-1234

#684150

AXA Equitable Life Insurance Company

Supplement dated January 4, 2019 to the Current Prospectus for EQUI-VEST(R)
Employer-Sponsored Retirement Plans:

.. EQUI-VEST(R) Vantage/SM/

--------------------------------------------------------------------------------

EXCHANGE OFFER

NO ACTION IS REQUIRED ON YOUR PART

You are not required to accept this Exchange Offer or take any action under
your Existing Contract. If you do not accept this Exchange Offer, your Existing
Contract will continue unchanged.

Why am I receiving this offer?

What is this offer? How does this offer work?

Your Existing Contract has certain benefits that are not offered under any AXA
Mutual Fund (the "Guaranteed Benefits"):

.. a standard death benefit;

.. the ability to annuitize at guaranteed annuitization rates and receive
guaranteed income for life;

.. a guaranteed interest option (investment option that pays interest at
guaranteed rates);

.. fixed maturity options (investment option that pays interest over a 1-10
year period);

.. a structured investment option (NJ ACTS only) (investment option that may
credit interest based, in part, on the performance of an external index);

.. the optional enhanced death benefit; and

.. the Investment Simplifier (fixed dollar option and interest sweep).

Can I subsequently exchange back into my Existing Contract or a New Contract?

How can I evaluate this offer?

If you do not accept our offer, your Existing Contract and all of the
Guaranteed Benefits would continue unchanged, and any applicable charges would
continue to be deducted from your account value.

If you elect to fully exchange your Existing Contract for one or more of the
AXA Mutual Funds:

.. Your Existing Contract and its Guaranteed Benefits would terminate.

.. If account value is exchanged from the structured investment option prior
to maturity the segment interim value calculation could result in a
significant decrease in the amount to be exchanged (NJ ACTS only).

.. In the future, you would not have the option to receive the lifetime income
at guaranteed annuity rates.

.. Your beneficiaries would not receive the standard death benefit which could
be greater than your account value provided by your Existing Contract.

.. Your beneficiaries would not receive the enhanced death benefit amount
under your Existing Contract if you elected the enhanced death benefit.

If you partially exchange your Existing Contract for one or more of the AXA
Mutual Funds:

.. Your account value will be reduced by the amount of the exchange.

.. The account value that can be used for annuity payments under the Existing
Contract's annuity payment options will also be reduced.

.. How long you intend to keep your Existing Contract.

.. Whether it is important for you to leave your Existing Contract's death
benefit to your beneficiaries.

.. Whether your death benefit amount is greater than your account value.

.. Whether, given your current state of health, you believe you are likely to
provide a death benefit to your beneficiaries.

.. Whether it is important for you to be able to receive guaranteed lifetime
income.

.. Whether the availability of a guaranteed interest option, fixed maturity
options or structured investment option (NJ ACTS only) is important to you.

.. Whether a market value adjustment would apply.

.. Whether amounts would be exchange out of the structured investment option
prior to Segment maturity (NJ ACTS only).

.. When you fully exchange your Existing Contract for one or more of the AXA
Mutual Funds, you lose the value of your existing Guaranteed Benefits which
may be greater than the amount exchanged. If you later exchange out of your
AXA Mutual Funds into a New Contract, you establish guaranteed benefits in
the New Contract equal to the amount exchanged from the AXA Mutual Funds
which may be less. For example, assume your standard death benefit amount
($100,000) was greater than your account value ($90,000) when you fully
exchanged your Existing Contract into three AXA Mutual Funds. A year later
you decide to exchange the value in your AXA Mutual Funds ($96,000) into a
New Contract. Your new death benefit amount in the New Contract ($96,000)
is equal the amount you exchange into the New Contract not the original
death benefit amount which was higher.

.. When you partially exchange your Existing Contract for one or more of the
AXA Mutual Funds, the value of your remaining Guaranteed Benefits are
reduced on a pro rata basis (as discussed above). If you later exchange the
same amount from your AXA Mutual Funds back into your Existing Contract,
the value of your Guaranteed Benefits may be lower. For example, assume
your standard death benefit amount ($100,000) was greater than your account
value ($90,000) when you exchanged $45,000 into three AXA Mutual Funds.
Your Existing Contract's death benefit amount immediately after the partial
exchange would be $50,000 (the account value was reduced by 50% and
therefore the death benefit was reduced by 50%). A year later your Existing
Contract's account value is $49,000 and its death benefit is still equal to
$50,000. If you then exchange the value in your AXA Mutual Funds ($48,000)
back into your Existing Contract, your Existing Contract's death benefit
amount immediately after the exchange will be $98,000 ($50,000 + $48,000),
which is lower than the original death benefit amount even though the
account value of your Existing Contract and the value of the AXA Mutual
Funds both increased before the exchange back into your Existing Contract.

How do I accept this offer?

AXA Equitable EQUI-VEST(R) Processing Office
P.O. Box 4956
Syracuse, NY 13221-4956

Good order. If the Exchange Offer is received before the market closes on a
business day, then the exchange out of the Existing Contract and the purchase
of shares of the AXA Mutual Fund will occur at the next calculated price. The
Exchange Offer is not available on (1) any day that you are not enrolled in the
Program and (2) on a non-business day (including a non-Segment Business Day if
account value is being exchanged out of a Segment). We will not consider your
acceptance of the offer to be in good order if we receive it on such a day or
if it is missing any necessary information. If we receive your acceptance on a
non-business day and it is otherwise complete, the exchange out of your
Existing Contract and the purchase of shares of the AXA Mutual Fund will be
processed on the next business day.

What are the tax implications of accepting the offer?

More information about this offer.

Although we do not directly compensate your financial professional based on
your acceptance of this Exchange Offer, your financial professional may receive
payments of varying amounts that may provide an incentive in recommending
whether or not you should accept this Exchange Offer. For example, if you
exchange some or all of your Existing Contract for an AXA Mutual Fund, your
financial professional may receive compensation upon completion of that
exchange. You should contact your financial professional for information about
the compensation he or she receives. For additional information about
compensation paid to your financial professional, see "Distribution of the
contracts" in "More information" in your Prospectus.

All exchanges are subject to our policies and procedures concerning frequent or
disruptive transfer activity.

APPENDIX I

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Vantage/SM/ AXA MUTUAL FUNDS Series 201
-----------------------------------------------------------------------------------------------

Annual Administrative $65 (maximum)
Charge/1/ $0 $0 $30 (current)/2/
-----------------------------------------------------------------------------------------------
Separate Account
Expenses 0.50%-0.90% 0 1.20%
-----------------------------------------------------------------------------------------------
Variable Investment
Option Fees 0.59%-1.94% 0 0.59%-2.07%
-----------------------------------------------------------------------------------------------
Record Keeping Fee 0 0.15%-1.20% 0
-----------------------------------------------------------------------------------------------
Mutual Fund Annual
Operating Expenses 0 0%-2.26%/3/ 0
-----------------------------------------------------------------------------------------------
Maximum Withdrawal
Charge 0%-6% 0% 5%
-----------------------------------------------------------------------------------------------
Living Benefit (charge) No No Personal Income
Benefit guarantees
that you can take
withdrawals from your
Personal Income
Benefit account value
up to your Guaranteed
Annual Withdrawal
Amount each year even
if your Personal
Income Benefit account
value falls to zero by
other than an early or
excess withdrawal
beginning at age 65 or
later and subject to a
distributable event
(1.00%)
-----------------------------------------------------------------------------------------------
Variable Investment
Options 93 0 92 (various classes)
-----------------------------------------------------------------------------------------------
Death Benefit The greater of: Account Value The greater of: (i)
(i) your account your account value,
value, less any less any outstanding
outstanding loan loan balance plus
balance plus accrued accrued interest as of
interest as of the the date we receive
date we receive satisfactory proof of
satisfactory proof of death, any required
death, any required instructions,
instructions, information and forms
information and forms necessary to effect
necessary to effect payment; and (ii) your
payment; and (ii) your total contributions,
total contributions, adjusted for
adjusted for withdrawals and any
withdrawals and any withdrawal charges and
withdrawal charges and any taxes that may
any taxes that may apply, less any
apply, less any outstanding loan
outstanding loan balance plus accrued
balance (in certain interest.
newer contracts there
is no outstanding loan
balance) plus accrued
interest.
-----------------------------------------------------------------------------------------------
Enhanced Death Benefit The greater of: (a) No No
your account value
(without any negative
market value
adjustment that would
otherwise apply) as of
the date we receive
satisfactory proof of
your death, any
required instructions
for the method of
payment, information
and forms necessary to
effect payment (less
any outstanding loan
and accrued loan
interest); and (b) the
enhanced death benefit
as of the date of your
death. On the
participation date,
your enhanced death
benefit equals your
initial contribution.
Then, on each third
participation date
anniversary until you
are age 85, we will
determine your
enhanced death benefit
by comparing your
current enhanced death
benefit to your
account value. If your
account value is
higher than your
enhanced death
benefit, we will
increase your enhanced
death benefit to equal
your account value. On
the other hand, if
your account value on
any third
participation date
anniversary is less
than your enhanced
death benefit, we will
not adjust your
enhanced death benefit
either up or down.
-----------------------------------------------------------------------------------------------

Guaranteed minimum 1%-4% No 1%-1.5%
annual rate in the
Guaranteed Interest
Option/4/
-----------------------------------------------------------------------------------------------
Fixed Maturity
Options/5/ Yes No No
-----------------------------------------------------------------------------------------------
Structured Investment
Option/6/ Yes (NJ ACTS only) No Yes
-----------------------------------------------------------------------------------------------
Lifetime Payout Option Yes No Yes
-----------------------------------------------------------------------------------------------
Additional Features Investment simplifier No Investment simplifier;
ProNvest Managed
Account Service
-----------------------------------------------------------------------------------------------

1 Or 2% of account value if less.
2 May be waived if account value exceeds certain amounts. See your Existing
Contract for details.
3 Your Plan will designate the Mutual Funds which are available to you as
Mutual Fund Program Investment Options. The high and low Mutual Fund Annual
Operating Expenses will vary based on the Mutual Fund Program Investment
Options available to you.
4 The guaranteed interest option is part of our general account and pays
interest at guaranteed rates that are reset periodically.
5 The fixed maturity option is part of our general account and pays interest
at a fixed rate for the duration of the option (generally between 1 -- 10
years). A positive or negative market value adjustment applies if amounts
are withdrawn before maturity.
6 The Structured Investment Option is an index-linked investment option.

EQUI-VEST(R) is issued by and is a registered service mark of AXA Equitable
Life Insurance Company (AXA Equitable).

AXA Equitable Life Insurance Company
1290 Avenue of the Americas, New York, NY 10104
(212) 554-1234

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