AllianceBernstein Holding L.P. Announces Fourth Quarter Results

       AllianceBernstein Holding L.P. Announces Fourth Quarter Results

GAAP Diluted Net Income of $0.26 per Unit, Including Impact of $39 Million
Real Estate Charge

Adjusted Diluted Net Income of $0.40 per Unit

Cash Distribution of $0.40 per Unit

PR Newswire

NEW YORK, Feb. 12, 2013

NEW YORK, Feb. 12, 2013 /PRNewswire/ --AllianceBernstein L.P.
("AllianceBernstein") and AllianceBernstein Holding L.P. ("AllianceBernstein
Holding") (NYSE: AB) today reported financial and operating results for the
quarter ended December 31, 2012.

"We finished 2012 strong, with greater stability in many parts of our business
and real momentum in others," said Peter S. Kraus, Chairman and Chief
Executive Officer. "In the fourth quarter, our total net flows turned positive
for the first time since before the Financial Crisis, thanks to a second
consecutive $5 billion-plus net inflow quarter for Retail and our first net
flow positive quarter in Institutional since early 2008. Not only did our
fixed income services continue to outperform in the fourth quarter, many of
our core growth and value equity services did as well."

                                                    4Q                 4Q
                                                    2012               2012
Financial Results            4Q 2012    3Q 2012    vs      4Q 2011    vs 4Q

                                                    3Q                 2011
                                                    2012
($ millions except per Unit
amounts)
AllianceBernstein L.P.
GAAP basis:
Net Revenues                  $705       $708       (0%)    $625       13%
Operating Income (Loss)      $78        ($56)      n/m     ($540)     n/m
Operating Margin, excl.       11.4%      n/m                n/m
non-controlling interests
Adjusted basis: ^(1)
Net Revenues ^(2)             $578       $574       1%      $528       9%
Operating Income ^(3)         $119       $116       3%      $37        222%
Operating Margin              20.6%      20.2%              7.0%
AllianceBernstein Holding
L.P.
GAAP Diluted Net Income       $0.26      ($0.23)    n/m     ($1.97)    n/m
(Loss) per Unit
Distribution per Unit         $0.40      $0.36      11%     $0.12      233%
Adjusted Diluted Net Income   $0.40      $0.36      11%     $0.07      471%
per Unit^(1)
^(1)See pages 9-12 for reconciliations of GAAP Financial Results to Adjusted
Financial Results.
^(2)Adjusted net revenues exclude investment gains and losses and dividends
and interest on long-term incentive compensation-related investments, and 90%
of the investment gains and losses of our consolidated venture capital fund
attributable to non-controlling interests. In addition, adjusted net revenues
offset distribution-related payments to third parties as well as amortization
of deferred sales commissions against distribution revenues. They also exclude
certain revenues that are reimbursements of pass-through expenses (primarily
through our transfer agency).
^(3)Adjusted operating income represents operating income on a GAAP basis
excluding (1) the impact on net revenues and compensation expense of the
mark-to-market gains and losses (as well as the dividends and interest)
associated with employee long-term incentive compensation-related
investments), (2) the 2011 compensation charge, (3) real estate related
charges, (4) insurance proceeds, and (5) the net loss or income of
consolidated entities attributable to non-controlling interests.

Kraus continued: "These results cap a year of meaningful progress for
AllianceBernstein in executing our long-term strategy to improve our
investment performance, diversify our business, innovate for clients with our
offerings and strengthen our financials. In Fixed Income, we finished 2012
with 89% of our assets in strategies that are outperforming their benchmarks
for the three-year period. In Equities, our Global, International, Emerging
Markets and US Strategic Value strategies significantly outperformed in the
fourth quarter, while growth strategies like US Thematic and US Large and
Small Cap Growth outperformed for the full year, and stability services like
Select US Equity and Global Market Neutral beat benchmarks across multiple
time periods. In our Retail channel, we finished a year of strong momentum
with record annual gross sales of $56 billion. Our strength was particularly
pronounced in Asia ex-Japan, where we won 23 awards for both performance and
innovation in 2012, and where we command leading local market shares by AUM in
Taiwan and Hong Kong. In Institutional, we completed nearly 400 requests for
proposals this year across diverse fixed income and equity services – an 18%
annual increase and a reflection of the deep and strong relationships we have
with clients around the world. Fixed Income is driving our improvement in this
important business, but clients increasingly want to hear about our compelling
equity, alternative and multi-asset strategies. In Private Client, we enhanced
our fully diversified investment offering to better meet client needs this
year, introducing Strategic Equities, a new multi-style, all-cap approach to
equity investing that captures our highest conviction ideas, and providing
broader client access to alternatives through a fund-of-hedge-funds registered
investment company. On the sell side, we managed to both capture share and
improve profitability despite steep declines in global trading volumes.
Finally, we improved our firm's operating leverage, finishing the year on
schedule in executing our global real estate consolidation plan and in
realizing the anticipated related cost savings. With this and other firmwide
rationalization efforts, we expanded our adjusted operating margin by 1.8
percentage points in 2012, to 18.8%, and achieved a second-half margin of
20.4%."

Kraus concluded: "With the US fiscal cliff averted and strengthening currency
prices, commodity prices and equity fund flows, investors seem more optimistic
about the global macroeconomic outlook coming into 2013. In the months ahead,
we'll continue to face uncertainties on issues like the Eurozone and US debt,
but we are more confident than ever in our business mix, our long-term growth
strategy, and our ability to continue improving our operating leverage."

The firm's cash distribution per unit of $0.40 is payable on March 14, 2013,
to holders of record of AllianceBernstein Holding Units at the close of
business on February 22, 2013.

Market Performance

After a strong third quarter, global equity markets were mixed in the fourth
quarter of 2012. The S&P 500 returned (0.4)% for the fourth quarter and 16.0%
for the full year and the MSCI World Index was up 2.6% for the fourth quarter
and 16.5% for the full year. In fixed income, the Barclays Capital US
Aggregate Index returned 0.2% during the quarter and 4.2% for the full year,
and the Barclays Capital Global Aggregate Index's total return was (0.5)% for
the fourth quarter and 4.3% for the full year.

Assets Under Management ($ Billions)

Total assets under management as of December 31, 2012 were $430.0 billion, up
2.7% from September 30, 2012, and up $24.1 billion, or 5.9%, compared to
December 31, 2011.

                                  Institutions  Retail  Private Client  Total
Assets Under Management 12/31/12  $219.8        $144.4  $65.8           $430.0
Net Flows for Three Months Ended  $2.9          $5.3    ($3.2)          $5.0
12/31/12

Total net inflows of $5.0 billion were $9.4 billion higher than the prior
quarter and $18.2 billion higher compared to the prior-year period. Net
inflows to the Institutions channel were $2.9 billion, compared to net
outflows of $7.7 billion in the third quarter. Institutions gross sales
increased 29% sequentially, to $6.7 billion from the prior quarter's $5.2
billion. The pipeline of awarded but unfunded Institutional mandates decreased
sequentially from $8.5 billion to $8.0 billion at December 31, 2012, as new
fixed income and equity additions were more than offset by fundings and
revisions during the quarter. The Retail channel experienced fourth quarter
2012 net inflows of $5.3 billion, up from the prior quarter's $5.0 billion.
Retail gross sales increased 8% sequentially to a record $16.4 billion from
the third quarter's $15.2 billion. In the Private Client channel, fourth
quarter net outflows were $3.2 billion compared to $1.7 billion in net
outflows in the third quarter. Private Client gross sales of $1.0 billion were
flat compared to the prior quarter.

Fourth Quarter Financial Results

Revenues:

Net revenues of $705 million increased 13% compared to the fourth quarter of
2011, driven by higher distribution revenue on non-US retail products, higher
retail base fees, higher performance fees on the Company's fund of funds
offerings and higher Bernstein Research Services revenues. In addition, the
Company reported current quarter investment gains versus investment losses in
the prior-year period. Sequentially, net revenues decreased 0.4%. Higher
retail base fees, distribution revenues from non-US retail products and
Bernstein Research Services revenues were more than offset by lower investment
gains and performance fees compared to the third quarter of 2012. During the
third quarter of 2012 we were paid performance fees when we completed the
successful liquidation of our Public-Private Investment Program (PPIP) Fund.
Bernstein Research Services revenues increased 13% from the fourth quarter of
2011 and 3% from the third quarter of 2012, despite depressed equity trading
volumes across most global exchanges.

Adjusted net revenues of $578 million were up 9% compared to the fourth
quarter of 2011, driven primarily by higher advisory fees and Bernstein
Research Services revenues and current quarter investment gains compared to
investment losses in the prior period. Sequentially, adjusted net revenues
increased 1%, driven by higher base fees and Bernstein Research Services
revenues, partially offset by lower performance fees and investment gains.

Expenses:

Operating expenses were $627 million for the fourth quarter, down 46%
year-over-year, driven primarily by lower compensation and benefits expense
partially offset by higher promotion and servicing and general and
administrative (G&A) expenses. Employee compensation and benefits expense
decreased compared to the prior-year period, as the Company accrued
compensation at a lower rate relative to revenues. In addition, the prior-year
period included a $587 million one-time non-cash charge for all unrecognized
long-term incentive compensation on outstanding awards from prior years.
Promotion and servicing expenses were up from the prior-year period due to
higher distribution plan payments in non-US markets, partly offset by lower
travel and entertainment and marketing costs. Within G&A, the Company recorded
a $39 million non-cash real estate charge to write down leases and write off
assets associated with an ongoing global real estate consolidation plan, and
also accrued higher legal expenses compared to the prior-year period. On a
sequential basis, operating expenses were down 18%, driven primarily by lower
G&A. Within G&A, office and related costs declined significantly, given that
the current period's real estate write-offs were significantly lower than the
prior quarter's $168 million charge; and sub-advisory fees and
technology-related costs were lower as well, partially offset by higher legal
expenses. Promotion and servicing costs were higher sequentially due to higher
distribution-related payments in non-US markets, travel and entertainment
costs and transfer fees.

Adjusted operating expenses were $459 million for the fourth quarter, down 7%
compared to the prior-year period, with lower office and occupancy,
compensation and benefits, technology-related, travel and entertainment
partially offset by an increase in legal expenses. Sequentially, adjusted
operating expenses were flat, as lower compensation and benefits was offset by
higher promotion and servicing and G&A expense. The sequential increase in
promotion and servicing was due primarily to higher travel and entertainment
expenses. In G&A, the sequential increase was due to higher legal expenses in
the current quarter, partially offset by lower office and occupancy.
Compensation and benefits expense was down sequentially, as the Company
accrued compensation at a lower ratio of revenues.

Operating income and margin:

The Company reported operating income of $78 million for the fourth quarter of
2012, compared to an operating loss of ($540) million for the fourth quarter
of 2011, with the variance largely driven by the non-cash charge the Company
recorded that quarter related to accelerating the expense associated with all
unrecognized long-term incentive compensation on outstanding awards from prior
years. Sequentially, the operating income compares with the prior quarter's
operating loss of ($56) million. During the third quarter of 2012, the Company
recorded a $168 million non-cash charge to write down leases and write off
assets related to the Company's global real estate consolidation plan.

Adjusted operating income of $119 million increased 222% from the fourth
quarter of 2011, and the adjusted operating margin increased to 20.6% from
7.0%, due to both higher revenues and expense reductions. On a sequential
basis, adjusted operating income increased 3% from $116 million, and the
adjusted operating margin increased from 20.2% on slightly higher revenues and
flat expenses.

Net income per Unit:

Diluted net income per Unit for the fourth quarter of 2012 was $0.26 compared
to ($1.97) for the fourth quarter of 2011 and ($0.23) for the third quarter of
2012.

Adjusted diluted net income per Unit for the publicly-traded partnership
increased to $0.40 from $0.07 in the fourth quarter of 2011 and $0.36 in the
third quarter of 2012. Of the adjusted diluted net income per Unit of $0.40
for the fourth quarter of 2012, approximately $0.04 represents a change in
estimate of a federal tax benefit relating to the first nine months of 2012.

Unit Repurchases

AllianceBernstein engages in open-market purchases of Holding Units to help
fund anticipated obligations under its incentive compensation award program
and for other corporate purposes under a plan pursuant to Rule 10b5-1 under
the Securities Exchange Act of 1934, as amended. The amount of Holding Units
AllianceBernstein buys each quarter is subject to SEC regulations, the terms
of the 10b5-1 plan and the trading volume of Holding Units on the New York
Stock Exchange. In addition, AllianceBernstein purchases Holding Units from
employees to allow them to fulfill statutory tax requirements at the time of
distribution of long-term incentive compensation awards. During the fourth
quarter and full year 2012, AllianceBernstein purchased 6.2 million Holding
Units and 15.7 million Holding Units for $103.1 million and $238.0 million,
respectively. These amounts reflect open-market purchases of 3.1 million
Holding Units and 12.3 million Holding Units for $52.9 million and $182.3
million, respectively, with the remainder relating to employee tax withholding
purchases, offset by Holding Units purchased by employees as part of a
distribution reinvestment election.

Fourth Quarter 2012 Earnings Conference Call Information

Management will review fourth quarter 2012 financial and operating results
during a conference call beginning at 8:00 a.m. (ET) onTuesday, February 12,
2013. The conference call will be hosted by Peter S. Kraus, Chairman and Chief
Executive Officer and John C. Weisenseel, Chief Financial Officer.

Parties may access the conference call by either webcast or telephone:

1.To listen by webcast, please visit AllianceBernstein's Investor Relations
    website at http://ir.alliancebernstein.com/investorrelations at least 15
    minutes prior to the call to download and install any necessary audio
    software.
2.To listen by telephone, please dial (866) 556-2265 in the U.S. or (973)
    935-8521 outside the U.S. 10 minutes before the scheduled start time. The
    conference ID# is 87751083.

The presentation that will be reviewed during the conference call will be
available on AllianceBernstein's Investor Relations website shortly after the
release offourth quarter 2012 financialand operating results onFebruary 12,
2013.

A replay of the webcast will be made available beginning approximately one
hour after the conclusion of the conference call and will be available on
AllianceBernstein's website for one week. An audio replay of the conference
call will also be available for one week. To access the audio replay, please
call (855)859-2056 in the U.S., or (404)537-3406 outside the U.S., and
provide the conference ID #: 87751083.

Availability of 2012 Form 10-K

Unitholders may obtain a copy of our Form 10-K for the year ended December 31,
2012 in either electronic format or hard copy on www.alliancebernstein.com:

  oDownload Electronic Copy: Unitholders with internet access can download an
    electronic version of the report by visiting www.alliancebernstein.com and
    clicking on "AllianceBernstein 2012 Form 10-K". The report is also
    accessible in the "Featured Documents" section of the "Investor & Media
    Relations" page at www.alliancebernstein.com/investorrelations.
  oOrder Hard Copy Electronically or by Phone: Unitholders may also order a
    hard copy of the report, which is expected to be available for mailing in
    approximately eight weeks, free of charge. Unitholders with internet
    access can follow the above instructions to order a hard copy
    electronically.Unitholders without internet access, or who would prefer
    to order by phone, can call 800-227-4618.

Cautions Regarding Forward-Looking Statements

Certain statements provided by management in this news release are
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements are subject to
risks, uncertainties, and other factors that could cause actual results to
differ materially from future results expressed or implied by such
forward-looking statements. The most significant of these factors include,
but are not limited to, the following: the performance of financial markets,
the investment performance of sponsored investment products and
separately-managed accounts, general economic conditions, industry trends,
future acquisitions, competitive conditions, and current and proposed
government regulations, including changes in tax regulations and rates and the
manner in which the earnings of publicly-traded partnerships are taxed.
AllianceBernstein cautions readers to carefully consider such factors.
Further, such forward-looking statements speak only as of the date on which
such statements are made; AllianceBernstein undertakes no obligation to update
any forward-looking statements to reflect events or circumstances after the
date of such statements. For further information regarding these
forward-looking statements and the factors that could cause actual results to
differ, see "Risk Factors" and "Cautions Regarding Forward-Looking Statements"
in AllianceBernstein's Form 10-K for the year ended December 31, 2012. Any or
all of the forward-looking statements made in this news release, Form 10-K,
other documents AllianceBernstein files with or furnishes to the SEC, and any
other public statements issued by AllianceBernstein, may turn out to be
wrong. It is important to remember that other factors besides those listed in
"Risk Factors" and "Cautions Regarding Forward-Looking Statements", and those
listed below, could also adversely affect AllianceBernstein's financial
condition, results of operations and business prospects.

The forward-looking statements referred to in the preceding paragraph include
statements regarding:

  oOur belief that our real estate consolidation plan will be effective in
    meaningfully improving our cost structure and in positioning our firm for
    a stronger future. Any charges we recorded during the second half of 2012
    and our estimates of reduced occupancy costs in future years are based on
    our current assumptions regarding sublease marketing periods, costs to
    prepare the properties to market, market rental rates, broker commissions
    and subtenant allowances/incentives, all of which are factors largely
    beyond our control. If our assumptions prove to be incorrect, we may be
    forced to record an additional charge and/or our estimated occupancy cost
    reduction may be less than we currently project.
  oThe pipeline of new institutional mandates not yet funded: Before they
    are funded, institutional mandates do not represent legally binding
    commitments to fund and, accordingly, the possibility exists that not all
    mandates will be funded in the amounts and at the times currently
    anticipated, or that mandates ultimately will not be funded.
  oOur intention to continue to engage in open market purchases of Holding
    Units to help fund anticipated obligations under our incentive
    compensation award program: The number of Holding Units needed in future
    periods to make incentive compensation awards is dependent upon various
    factors, some of which are beyond our control, including the fluctuation
    in the price of a Holding Unit.
  oOur belief that, while the outlook for both the Eurozone and US debt
    remains uncertain, we are more confident than ever in our business mix,
    our long-term strategy, and our ability to continue to improve
    AllianceBernstein's operating leverage: Changes and volatility in
    political, economic, capital market or industry conditions can result in
    changes in demand for our products and services or impact the value of our
    assets under management, all of which may adversely affect our results of
    operations. The actual performance of the capital markets and other
    factors beyond our control will affect our investment success for clients
    and asset flows. Furthermore, improved flows depend on a number of
    factors, including our ability to deliver consistent, competitive
    investment performance, which cannot be assured, conditions of financial
    markets, consultant recommendations, and changes in our clients'
    investment preferences, risk tolerances and liquidity needs.

Qualified Tax Notice

This announcement is intended to be a qualified notice under Treasury
Regulation §1.1446-4(b). Please note that 100% of AllianceBernstein Holding's
distributions to foreign investors is attributable to income that is
effectively connected with a United States trade or business. Accordingly,
AllianceBernstein Holding's distributions to foreign investors are subject to
federal income tax withholding at the highest applicable tax rate, currently
39.6%.

About AllianceBernstein

AllianceBernstein is a leading global investment management firm that offers
high-quality research and diversified investment services to institutional
investors, individuals and private clients in major world markets.

At December 31, 2012, AllianceBernstein Holding L.P. owned approximately37.9%
of the issued and outstanding AllianceBernstein Units and AXA, one of the
largest global financial services organizations, owned an approximate65.5%
economic interest in AllianceBernstein.

Additional information about AllianceBernstein may be found on our website,
www.alliancebernstein.com.

AllianceBernstein L.P. (The Operating Partnership)
SUMMARY CONSOLIDATED STATEMENTS OF INCOME | Dec. 31, 2012
                                Three Months Ended                    Twelve Months Ended
 $ thousands, unaudited         12/31/12     9/30/12      12/31/11    12/31/12     12/31/11
 Revenues:
          Base fees             $434,078     $426,363     $415,907    $1,705,610   $1,899,863
          Performance fees      18,482       39,931       7,069       66,647       16,556
          Bernstein research    103,719      100,637      92,047      413,707      437,414
          services
          Distribution          113,946      103,643      82,609      401,706      351,621
          revenues
          Dividend and          6,828        5,071        6,523       21,286       21,499
          interest income
          Investment gains      1,886        7,210        (3,175)     29,202       (82,081)
          (losses)
          Other revenues        26,518       26,154       24,402      101,801      107,569
           Total revenues     705,457      709,009      625,382     2,739,959    2,752,441
          Less: Interest        850          851          404         3,222        2,550
          expense
           Net revenues       704,607      708,158      624,978     2,736,737    2,749,891
 Expenses:
          Employee
          compensation &
          benefits
           Employee
          compensation &        292,411      300,869      298,102     1,168,645    1,246,898
          benefits
           Long-term
          incentive             -            -            587,131     -            587,131
          compensation charge
          Promotion &
          servicing
          
          Distribution-related  106,322      94,779       73,048      367,090      302,684
          payments
           Amortization of
          deferred sales        11,167       10,658       8,292       40,262       37,675
          commissions
           Other             53,167       47,514       52,917      202,191      219,197
          General &
          administrative
           General &         118,416      135,729      139,567     508,364      533,578
          administrative
           Real estate       38,896       168,086      294         223,038      7,235
          charge
          Interest on           828          877          630         3,429        2,545
          borrowings
          Amortization of       5,206        5,467        5,243       21,353       21,417
          intangible assets
           Total expenses     626,413      763,979      1,165,224   2,534,372    2,958,360
 Operating income (loss)        78,194       (55,821)     (540,246)   202,365      (208,469)
 Income taxes                  8,795        (7,572)      (20,334)    13,764       3,098
 Net income (loss)             69,399       (48,249)     (519,912)   188,601      (211,567)
 Net (loss) income of
 consolidated entities
 attributable to non-           (2,300)      (4,003)      (3,552)     (315)        (36,799)

 controlling interests
 Net Income (Loss)
 Attributable to                $71,699      ($44,246)    ($516,360)  $188,916     ($174,768)
 AllianceBernstein Unitholders
 Operating margin^(1)           11.4%        n/m          n/m         7.4%         n/m
 ^(1)Operating income excluding net (loss) income attributable to non-controlling interests as
 a percentage of net revenues.
AllianceBernstein Holding L.P. (The Publicly-Traded Partnership)
SUMMARY STATEMENTS OF INCOME
                                Three Months Ended                    Twelve Months Ended
 $ thousands except per Unit    12/31/12     9/30/12      12/31/11    12/31/12     12/31/11
 amounts, unaudited
 Equity in Net Income (Loss)
 Attributable to                $26,892      ($16,595)    ($193,458)  $70,807      ($65,581)
 AllianceBernstein Unitholders
 Income Taxes                   702          6,547        6,005       19,722       27,687
 Net Income (Loss)              $26,190      ($23,142)    (199,463)   $51,085      ($93,268)
 Additional Equity in Earnings  2            -            -           -            -
 of Operating Partnership ^(1)
 Net Income (Loss) - Diluted    $26,192      ($23,142)    ($199,463)  $51,085      ($93,268)
 Diluted Net Income (Loss) per  $0.26        ($0.23)      ($1.97)     $0.51        ($0.90)
 Unit
 Distribution per Unit          $0.40        $0.36        $0.12       $1.23        $1.14
 ^(1)To reflect higher ownership in the Operating Partnership resulting from application of
 the treasury stock method to outstanding options.
AllianceBernstein L.P. and AllianceBernstein Holding L.P.
UNITS OUTSTANDING AND WEIGHTED AVERAGE UNITS OUTSTANDING
                                Weighted Average Units                Weighted Average Units
                   Period End   Three Months Ended                    Twelve Months Ended
                                12/31/12                              12/31/12
                   Units        Basic        Diluted                  Basic        Diluted
 AllianceBernstein 277,600,901  277,608,566  277,622,560              277,721,166  277,721,515
 L.P.
 AllianceBernstein 105,173,342  99,758,014   99,772,008               101,067,698  101,068,047
 Holding L.P.





AllianceBernstein L.P.
ASSETS UNDER MANAGEMENT | Dec 31, 2012
($ billions)
Ending and Average                                      Three Months Ended
                                                        12/31/12      12/31/11
 Ending Assets Under Management                         $430.0        $405.9
 Average Assets Under Management                        $423.7        $410.9
Three-Month Changes By Distribution Channel
                                  Institutions  Retail  Private       Total
                                                        Client
 Beginning of Period              $214.4        $136.4  $68.1         $418.9
 Sales/New accounts               6.7           16.4    1.0           24.1
 Redemptions/Terminations         (5.3)         (9.1)   (3.2)         (17.6)
 Net Cash Flows                   1.5           (2.0)   (1.0)         (1.5)
 Net Flows                        2.9           5.3     (3.2)         5.0
 Transfers                        0.1           (0.1)   -             -
 Investment Performance           2.4           2.8     0.9           6.1
 End of Period                    $219.8        $144.4  $65.8         $430.0
Three-Month Changes By Investment Service
                           Value  Growth        Fixed   Other    ^(2) Total
                                                Income
 Beginning of Period       $61.4  $39.8         $244.6  $73.1         $418.9
 Sales/New accounts        1.0    1.3           18.8    3.0           24.1
 Redemptions/Terminations  (6.7)  (2.1)         (8.4)   (0.4)         (17.6)
 Net Cash Flows            (1.5)  (0.1)         (1.1)   1.2           (1.5)
 Net Flows                 (7.2)  (0.9)         9.3     3.8           5.0
 Investment Performance    2.9    0.5           1.7     1.0           6.1
 End of Period^(1)         $57.1  $39.4         $255.6  $77.9         $430.0
 ^(1)Approximately $39 billion in Blend Strategies AUM are reported in their
 respective services.
 ^(2)Includes index, structured, asset allocation services and other
 non-actively managed AUM.
By Client Domicile
                                  Institutions  Retail  Private       Total
                                                        Client
 U.S. Clients                     $130.8        $ 78.9  $64.6         $274.3
 Non-U.S. Clients                 89.0          65.5    1.2           155.7
 Total                            $219.8        $144.4  $65.8         $430.0



AllianceBernstein L.P.
RECONCILIATION OF GAAP FINANCIAL RESULTS TO ADJUSTED FINANCIAL RESULTS
                                   Three Months Ended
 $ thousands,           12/31/12   9/30/12   6/30/12   3/31/12   12/31/11   9/30/11
 unaudited
 Net Revenues, GAAP     $         $        $        $        $         $ 
 basis                  704,607    708,158   642,163   681,809   624,978    641,529
  Exclude:
   Long-term
  incentive
  compensation-related  (2,385)    (6,374)   7,619     (15,570)  (9,386)    37,840
  investment (gains)
  losses
   Long-term
  incentive
  compensation-related  (1,222)    (300)     (344)     (380)     (2,226)    (982)
  dividends and
  interest
   90% of
  consolidated venture
  capital fund          2,027      3,634     907       (7,686)   3,116      18,306
  investment losses
  (gains)
  
  Distribution-related  (106,322)  (94,779)  (86,120)  (79,869)  (73,048)   (76,323)
  payments
   Amortization of
  deferred sales        (11,167)   (10,658)  (10,171)  (8,267)   (8,292)    (9,186)
  commissions
   Pass-through fees  (7,737)    (25,617)  (7,917)   (7,738)   (7,598)    (8,894)
  & expenses
 Adjusted Net Revenues  $         $        $        $        $         $ 
                        577,801    574,064   546,137   562,299   527,544    602,290
 Operating Income       $        $        $       $        $          $  
 (Loss), GAAP basis     78,194     (55,821)  78,747    101,245   (540,246)  77,716
  Exclude:
   Long-term
  incentive
  compensation-related  (2,385)    (6,374)   7,619     (15,570)  (9,386)    37,840
  investment (gains)
  losses
   Long-term
  incentive
  compensation-related  (1,222)    (300)     (344)     (380)     (2,226)    (982)
  dividends and
  interest
   Long-term
  incentive
  compensation-related  1,892      5,986     (7,030)   14,009    (2,925)    (24,302)
  mark-to-market
  vesting expense
  (credit)
   Long-term
  incentive
  compensation-related  1,145      582       711       152       806        1,572
  dividends and
  interest expense
   2011 Compensation  -          -         -         -         587,131    -
  charge
   Net impact of
  long-term incentive   (570)      (106)     956       (1,789)   573,400    14,128
  compensation-related
  items
   Real estate        38,896     168,086   6,787     9,269     294        6,905
  charges
   Insurance          -          -         -         -         -          (10,691)
  proceeds
   Sub-total of
  non-GAAP              38,326     167,980   7,743     7,480     573,694    10,342
  adjustments
   Less: Net (loss)
  income of
  consolidated
  entities              (2,300)    (4,003)   (1,276)   7,264     (3,552)    (18,445)
  attributable
  tonon-controlling
  interests
 Adjusted Operating     $         $        $       $        $        $ 
 Income                 118,820    116,162   87,766    101,461   37,000     106,503
 Operating Margin,
 GAAP basis excl.       11.4%      n/m       12.5%     13.8%     n/m        15.0%
 non-controlling
 interests
 Adjusted Operating     20.6%      20.2%     16.1%     18.0%     7.0%       17.7%
 Margin
AllianceBernstein Holding L.P.
RECONCILIATION OF GAAP EPU TO ADJUSTED EPU
                                   Three Months Ended
 $ thousands except
 per Unit amounts,      12/31/12   9/30/12   6/30/12   3/31/12   12/31/11   9/30/11
 unaudited
 Net Income (Loss) -    $        $        $       $       $          $  
 Diluted, GAAP basis    26,192     (23,142)  21,339    26,699    (199,463)  27,003
 Impact on net income
 of AllianceBernstein   13,573     59,589    2,838     2,741     206,341    3,773
 non-GAAP adjustments
 Adjusted Net Income -  $        $       $       $       $       $  
 Diluted                39,765     36,447    24,177    29,440    6,878      30,776
 Diluted Net Income     $      $      $      $      $       $   
 (Loss) per Holding     0.26       (0.23)     0.21     0.26    (1.97)      0.26
 Unit, GAAP basis
 Impact of
 AllianceBernstein      0.14       0.59      0.03      0.03      2.04       0.04
 non-GAAP adjustments
 Adjusted Diluted Net   $      $      $      $      $      $   
 Income per Holding     0.40        0.36     0.24     0.29    0.07        0.30
 Unit



AllianceBernstein L.P.
RECONCILIATION OF GAAP FINANCIAL RESULTS TO ADJUSTED FINANCIAL RESULTS
                                       Twelve Months Ended
                                       Dec. 31,
$ thousands, unaudited                 2012               2011
Net Revenues, GAAP basis               $   2,736,737    $ 2,749,891
Exclude:
 Long-term incentive
compensation-related investment        (16,711)           20,302
(gains) losses
 Long-term incentive
compensation-related dividends and     (2,245)            (4,364)
interest
 90% of consolidated venture capital (1,118)            35,778
fund investment (gains) losses
 Distribution-related payments       (367,090)          (302,684)
 Amortization of deferred sales      (40,262)           (37,675)
commissions
 Pass-through fees & expenses        (49,010)           (35,103)
Adjusted Net Revenues                  $   2,260,301    $ 2,426,145
Operating Income (Loss), GAAP basis    $    202,365   $  (208,469)
Exclude:
 Long-term incentive
compensation-related investment        (16,711)           20,302
(gains) losses
 Long-term incentive
compensation-related dividends and     (2,245)            (4,364)
interest
 Long-term incentive
compensation-related mark-to-market    14,858             (19,425)
vesting expense (credit)
 Long-term incentive
compensation-related dividends and     2,590              5,054
interest expense
 2011 Compensation charge            -                  587,131
 Net impact of long-term          (1,508)            588,698
incentive compensation-related items
 Real estate charges                 223,038            7,235
 Insurance proceeds                  -                  (10,691)
 Sub-total of non-GAAP           221,530            585,242
adjustments
 Less: Net (loss) of consolidated
entities attributable to               (315)              (36,799)
non-controlling interests
Adjusted Operating Income              $    424,210   $   413,572
Operating Margin, GAAP basis excl.     7.4%               n/m
non-controlling interests
Adjusted Operating Margin              18.8%              17.0%
AllianceBernstein Holding L.P.
RECONCILIATION OF GAAP EPU TO ADJUSTED
EPU
                                       Twelve Months Ended
                                       Dec. 31,
$ thousands except per Unit amounts,   2012               2011
unaudited
Net Income (Loss) - Diluted, GAAP      $     51,085  $   (93,268)
basis
Impact on net income of                78,693             210,891
AllianceBernstein non-GAAP adjustments
Adjusted Net Income - Diluted          $    129,778   $   117,623
Diluted Net Income (Loss) per Holding  $            $     (0.90)
Unit, GAAP basis                       0.51
Impact of AllianceBernstein non-GAAP   0.77               2.04
adjustments
Adjusted Diluted Net Income per        $            $      1.14
Holding Unit                           1.28

AllianceBernstein L.P.

Notes to Condensed Consolidated Statements of Income and Supplemental
Information

(Unaudited)

Adjusted Net Revenues
Adjusted net revenues exclude investment gains and losses and dividends and
interest on long-term incentive compensation-related investments, and 90% of
the investment gains and losses of our consolidated venture capital fund
attributable to non-controlling interests. In addition, adjusted net revenues
offset distribution-related payments to third parties as well as amortization
of deferred sales commissions against distribution revenues. We believe the
offset of distribution-related payments from net revenues is useful for our
investors and other users of our financial statements because such
presentation appropriately reflects the nature of these costs as pass-through
payments to third parties who perform functions on behalf of our sponsored
mutual funds and/or shareholders of these funds. Amortization of deferred
sales commissions is offset against net revenues because such costs, over
time, essentially offset distribution revenues earned by the company. We also
exclude additional pass-through expenses we incur (primarily through our
transfer agency) that are reimbursed and recorded as fees in revenues. During
the third quarter of 2012, we offset sub-advisory payments to third parties
against performance fees earned on the Public-Private Investment Program
(PPIP) fund we managed. These fees have no impact on operating income, but
they do have an impact on our operating margin. As such, we exclude these
fees from adjusted net revenues.

Adjusted Operating Income
Adjusted operating income represents operating income on a GAAP basis
excluding (1) the impact on net revenues and compensation expense of the
mark-to-market gains and losses (as well as the dividends and interest)
associated with employee long-term incentive compensation-related investments,
(2) the 2011 compensation charge, (3) real estate charges, (4) insurance
proceeds, and (5) the net loss or income of consolidated entities attributable
to non-controlling interests.

Prior to 2009, a large proportion of employee compensation was in the form of
long-term incentive awards that were notionally invested in AllianceBernstein
investment services and generally vested over a period of four years.
AllianceBernstein has economically hedged the exposure to market movements by
purchasing and holding these investments on its balance sheet. The full value
of the investments' appreciation (depreciation) is recorded within investment
gains and losses on the income statement in the current period. U.S. GAAP
requires the appreciation (depreciation) in the compensation liability to be
expensed over the award vesting period in proportion to the vested amount of
the award as part of compensation expense. This creates a timing difference
between the recognition of the compensation expense and the investment gain or
loss impacting operating income, which will fluctuate over the life of the
award and net to zero at the end of the multi-year vesting period. Although
during periods of high market volatility these timing differences have an
impact on operating income and operating margin, over the life of the award
any impact is ultimately offset. Because these plans are economically hedged,
management believes it is useful to reflect the offset ultimately achieved
from hedging the investments' market exposure in the calculation of adjusted
operating income, adjusted operating margin and adjusted diluted net income
per Holding Unit, which will produce core operating results from period to
period. The non-GAAP measures exclude gains and losses and dividends and
interest on long-term incentive compensation-related investments included in
revenues and compensation expense, thus eliminating the timing differences
created by different treatment under U.S. GAAP of the market movement on the
expense and the investments. In the fourth quarter of 2011, we implemented
changes to our employee long-term incentive compensation award program. As a
result, mark-to-market investment gains or losses recognized in compensation
expense will closely approximate mark-to-market investment gains and losses
recognized in revenues.

Real estate charges have been excluded because they are not considered part of
our core operating results when comparing financial results from period to
period and to industry peers.

In the third quarter of 2011, we received significant insurance proceeds from
the settlement of a claim that are not considered part of our core operating
results.

Most of the net income or loss of consolidated entities attributable to
non-controlling interests relates to the 90% limited partner interests held by
third parties in our consolidated venture capital fund. We own a 10% limited
partner interest in the fund. Because we are the general partner of the
venture capital fund and are deemed to have a controlling interest, U.S. GAAP
requires us to consolidate the financial results of the fund. However,
recognizing 100% of the gains or losses in operating income while only
retaining 10% is not reflective of our underlying financial results at the
operating income level. As a result, we are excluding the 90% limited partner
interests we do not own from our adjusted operating income. Similarly, net
income of joint ventures attributable to non-controlling interests, although
not significant, is excluded because it does not reflect the economic interest
attributable to AllianceBernstein.

Adjusted Operating Margin
Adjusted operating margin allows us to monitor our financial performance and
efficiency from period to period and to compare our performance to industry
peers without the volatility noted above in our discussion of adjusted
operating income. Adjusted operating margin is derived by dividing adjusted
operating income by adjusted net revenues.

SOURCE AllianceBernstein L.P.

Website: http://www.alliancebernstein.com
Contact: Andrea Prochniak, Investors, +1-212-756-4542,
Andrea.Prochniak@alliancebernstein.com; or Jonathan Freedman, Media,
+1-212-823-2687, Jonathan.Freedman@alliancebernstein.com
 
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