<PAGE>
RULE 424(b)(2)
REGISTRATION NO. 33-57343
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
+INFORMATION CONTAINED HEREIN IS SUBJECT TO COMPLETION OR AMENDMENT. A +
+REGISTRATION STATEMENT RELATING TO THESE SECURITIES HAS BEEN FILED WITH THE +
+SECURITIES AND EXCHANGE COMMISSION. THESE SECURITIES MAY NOT BE SOLD NOR MAY +
+OFFERS TO BUY BE ACCEPTED WITHOUT THE DELIVERY OF A FINAL PROSPECTUS +
+SUPPLEMENT AND PROSPECTUS. THIS PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO +
+SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF +
+THESE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD +
+BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS +
+OF SUCH STATE. +
++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++++
SUBJECT TO COMPLETION,
DATED FEBRUARY 10, 1995
PROSPECTUS SUPPLEMENT
(To Prospectus Dated February 7, 1995)
$100,000,000
EQUITABLE OF IOWA COMPANIES
% NOTES DUE 2005
The Notes will mature on February 15, 2005. Interest on the Notes is payable
semi-annually on February 15 and August 15, commencing August 15, 1995. The
Notes may not be redeemed prior to maturity and will not be subject to any
sinking fund.
The Notes will be issued only in fully registered form and will be represented
by one or more Registered Global Securities, registered in the name of a
nominee of The Depository Trust Company ("DTC"). Beneficial interests in the
Notes will be shown on, and transfers thereof will be effected only through,
the records maintained by DTC or DTC participants or persons that hold through
DTC participants. Except as described in the Prospectus, owners of beneficial
interests in the Notes will not be entitled to receive Notes in definitive form
and will not be considered the holders thereof. The Notes will trade in DTC's
Same-Day Funds Settlement System until maturity, and secondary market trading
activity will therefore settle in immediately available funds.
The Notes offered hereby constitute a separate series of Debt Securities being
offered by the Company from time to time pursuant to its Prospectus dated
February 7, 1995. This Prospectus Supplement does not contain complete
information about the offering of the Notes. Additional information is
contained in the Prospectus, and this Prospectus Supplement is to be read
together with the Prospectus. Sales of the Notes may not be consummated unless
the purchaser has received both a final Prospectus Supplement and Prospectus.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS TO WHICH
IT RELATES. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PRICE TO UNDERWRITING PROCEEDS TO
PUBLIC(/1/) DISCOUNT COMPANY(/1/)(/2/)
<S> <C> <C> <C>
Per Note............................ % % %
Total............................... $ $ $
</TABLE>
- --------------------------------------------------------------------------------
(1) Plus accrued interest, if any, from February , 1995 to the date of
delivery.
(2) Before deducting expenses payable by the Company estimated to be $395,000.
The Notes are offered by the Underwriters subject to prior sale, when, as and
if issued by the Company and accepted by the Underwriters. The Underwriters
reserve the right to reject any order in whole or in part and to withdraw,
cancel or modify the offer without notice. It is expected that delivery of the
Notes will be made through the facilities of DTC on or about February , 1995.
SALOMON BROTHERS INC
MERRILL LYNCH & CO.
J.P. MORGAN SECURITIES INC.
The date of this Prospectus Supplement is February , 1995.
<PAGE>
FOR NORTH CAROLINA RESIDENTS: THESE SECURITIES HAVE NOT BEEN APPROVED OR
DISAPPROVED BY THE COMMISSIONER OF INSURANCE FOR THE STATE OF NORTH CAROLINA
(THE "NORTH CAROLINA INSURANCE COMMISSIONER") NOR HAS THE NORTH CAROLINA
INSURANCE COMMISSIONER RULED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS
SUPPLEMENT OR THE PROSPECTUS.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER-ALLOT OR EFFECT
TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE NOTES OFFERED
HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET.
SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
S-2
<PAGE>
THE COMPANY
Equitable of Iowa Companies (the "Company"), a Des Moines, Iowa based
insurance holding company, is a provider of individual annuity and life
insurance products, targeting middle-income individuals and small businesses
throughout the United States. Through its primary insurance subsidiaries,
Equitable Life Insurance Company of Iowa ("Equitable Life") and USG Annuity &
Life Company ("USG"), the Company offers its products in 49 states and the
District of Columbia. Equitable Life was founded in 1867 and is the oldest life
insurance company west of the Mississippi River. The Company began actively
marketing annuity products in 1988, principally through USG. The Company has
had a rapid rate of growth in assets over the past few years, primarily as a
result of increased demand for its annuity products. The Company's total assets
grew 24%, 27% and 20% in 1994, 1993, and 1992, respectively, and total assets
at December 31, 1994, were $8 billion.
The Company's investment strategy is to utilize fixed income investments
which provide cash flows consistent with the characteristics of the Company's
policy liabilities. The Company's investment portfolio emphasizes current
income and low credit risk. The market value of the investment portfolio was
approximately 95% of its carrying value at December 31, 1994, and no
investments were in default.
The Company believes that, because of its diversified portfolio of annuity
and life insurance products, it is well-positioned to take advantage of certain
demographic and economic trends that are expected to increase demand for these
types of products. These trends include: an aging "baby boomer" segment of the
population that is increasingly concerned about retirement and estate planning;
an increase in the number of families that are concerned about maintaining
their standard of living at retirement; and lower public confidence that
government and employer-provided benefits at retirement will be sufficient.
The Company offers, through its insurance subsidiaries, a portfolio of life
insurance and annuity products designed to meet the needs of its customers for
supplemental retirement income, estate planning and protection from unexpected
death. The Company requires that each of its products be priced to earn an
adequate margin between the interest credited to the policyholder and the
return earned by the Company on its investments.
Annuities. Annuities are long-term savings vehicles that are particularly
attractive to customers over the age of 50 who are planning for retirement and
seeking secure, tax-deferred savings products. The individual annuity business
is a growing segment of the savings and retirement market, and among the
fastest growing segments of the life insurance industry. Annuity products
currently enjoy an advantage over certain other retirement savings products,
because the payment of federal income taxes on interest credited on annuity
policies is deferred during the investment accumulation period.
The Company offers a variety of annuity products. Single premium deferred
annuities ("SPDAs"), in general, are savings vehicles in which the
policyholder, or annuitant, makes a single premium payment to an insurance
company. The insurance company credits the account of the annuitant with
earnings at an interest rate (the "crediting rate"), which is declared by the
insurance company from time to time and may exceed, but may not be lower than
any contractually guaranteed minimum crediting rate. The Company also offers
flexible premium deferred annuities ("FPDAs"). FPDAs are deferred annuities in
which the policyholder may elect to make more than one premium payment.
At least once each month the Company establishes an interest crediting rate
for its new annuity policies. In determining the Company's interest crediting
rate on new policies, management considers the competitive position of the
Company, prevailing market rates and the profitability of the annuity product.
The Company maintains the initial crediting rate for a minimum period of one
year. Thereafter, the Company may adjust the crediting rate not more frequently
than once a year. In establishing renewal crediting rates, the Company
primarily considers the anticipated yield on its investment portfolio. All of
S-3
<PAGE>
the Company's annuity products have minimum guaranteed crediting rates ranging
from 3.0% to 4.5% for the life of the policy.
The Company incorporates a number of features in its annuity products
designed to reduce the early withdrawal or surrender of the policies and to
partially compensate the Company for its costs if policies are withdrawn early.
Under the terms of the Company's policies, the policyholder is permitted to
withdraw all or part of the premium paid plus the amount credited to his or her
account, less a surrender charge for withdrawals. Certain of the Company's
deferred annuity contracts provide for penalty-free partial withdrawals,
typically up to 10% of the accumulation value annually. Surrender charge
periods on annuity policies currently range from five years to the term of the
policy, with the majority of such policies being issued with a surrender charge
period of seven years or more. The initial surrender charge on annuity policies
generally ranges from 5% to 20% of the premium and decreases over the surrender
charge period.
In 1992, the Company introduced a number of annuity products in which a
"market value adjustment" is applied to adjust the applicable surrender charge
during the surrender charge period. Approximately half of the Company's new
annuity sales incorporate a market value adjustment.
In the fourth quarter of 1994, the Company introduced a variable annuity
product.__A variable annuity involves maintaining the policyholder premiums in a
separate account. Policyholders have discretion to allocate their premiums
among several available fund options. The cash surrender value of a variable
annuity policy depends on the performance of these underlying funds, which the
policyholder may reallocate from time to time. Similarly, during the variable
annuity's payout period, the payments distributed to the annuitant fluctuate
with the performance of the underlying funds selected by the annuitant.
Variable annuities provide the Company with fee-based revenue in the form of
management and administration fees charged to the policyholder's account.
Life Insurance Products. The Company offers a variety of traditional,
universal and term life insurance products. Traditional life insurance policies
incorporate a fixed premium schedule and combine guaranteed insurance
protection with a savings feature. Traditional life policies cost more than
comparable term life insurance coverage when the policyholder is younger, but
less as the policyholder grows older. The policyholder may borrow against the
accumulated cash value, with policy loans typically available at a rate of
interest lower than that available from other lending sources. The policyholder
may also choose to surrender the policy at any time and receive the accumulated
cash value, less any applicable withdrawal charge, rather than continuing the
insurance protection. The Company currently offers fixed premium current
interest and other traditional life insurance products, and its insurance in
force also includes participating policies.
Universal life insurance products provide whole life insurance and adjustable
rates of return related to current interest rates. Policyholders may vary the
frequency and size of their premium payments, although policy benefits may also
fluctuate according to such payments.
Term life insurance policies provide insurance protection for unexpected
death during the period in which the policy is in force, generally one, five,
ten or twenty years. These products are designed to meet the customers'
shorter-term needs because the policies do not have an investment feature and
no cash value is built up. Term life premiums are accordingly lower than
certain of the Company's other products. The Company's current term life
products include annually renewable term and five-year, ten-year and fifteen-
year renewable and convertible term policies.
In order to discourage early policy withdrawals and to partially compensate
the Company for its costs if policies are terminated, all of the Company's
universal life and interest-sensitive policies issued since 1986 have
incorporated withdrawal charges or similar provisions.
S-4
<PAGE>
Distribution. The Company maintains a diverse distribution network that seeks
to provide high quality service to its customers, including the Company's
policyholders, agents, brokers and other producers, while controlling costs.
The Company markets its products through a variable cost distribution network
of over 44,000 licensed independent brokerage and career agents as well as
through financial institutions, such as banks and thrifts.
Since 1992, the Company has offered certain life insurance products through
USG's distribution network and certain of USG's annuity products through
Equitable Life's agents and producers. The Company intends to continue to take
advantage of opportunities to expand the range of products offered through both
companies.
USE OF PROCEEDS
The Company presently intends to use the net proceeds from the sale of the
Notes to repay approximately $50 million of its short-term indebtedness
outstanding in the form of commercial paper notes. As of January 31, 1995, the
Company had an aggregate of $95,900,000 of commercial paper notes outstanding.
Such commercial paper notes have various maturities through March 2, 1995 and,
as of January 31, 1995, bear interest at a weighted-average rate of 6.01% per
annum. The Company presently intends to use the remaining approximately $50
million of the net proceeds from the sale of the Notes for general corporate
purposes, including contribution by the Company to its insurance subsidiaries
to be used to support the issuance of insurance and annuities by such
subsidiaries in the ordinary course of their business.
S-5
<PAGE>
SUMMARY FINANCIAL INFORMATION
The following information for each of the years in the three-year period
ended December 31, 1994 is derived from the Company's consolidated financial
statements. This summary is qualified in its entirety by, and should be read in
conjunction with, the financial statements and management's discussion and
analysis for 1992 and 1993 included in the documents incorporated herein by
reference. See "Incorporation of Certain Documents By Reference" in the
Prospectus. The information with respect to the year-ended December 31, 1994 is
derived from the unaudited financial statements of the Company.
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
-----------------------------
1994
(UNAUDITED) 1993 1992
----------- -------- --------
(IN MILLIONS)
<S> <C> <C> <C>
INCOME STATEMENT DATA:
Revenue:
Premiums and Product charges.................. $ 90.0 $ 81.1 $ 73.4
Net Investment Income......................... 524.4 434.1 362.4
Realized Gains on Investments................. 19.7 42.0 8.2
Other......................................... 17.5 15.8 14.3
-------- -------- --------
Total Revenue.................................. 651.6 573.0 458.3
Benefit and Insurance Expenses................. 482.5 420.5 354.3
Interest Expense............................... 7.9 9.5 9.8
Other Expense.................................. 10.0 8.0 10.5
-------- -------- --------
Total Benefits and Expenses.................... 500.4 438.0 374.6
Income Before Federal Income Taxes............. 151.2 135.0 83.7
Net Income..................................... 98.3 87.2 54.5
<CAPTION>
DECEMBER 31,
-----------------------------
1994
(UNAUDITED) 1993 1992
----------- -------- --------
(IN MILLIONS)
<S> <C> <C> <C>
BALANCE SHEET DATA:
Cash and Investments:
Fixed Maturities--Held to Maturity............ $5,393.8 $5,078.2 $3,967.1
Fixed Maturities--Available for Sale.......... 778.5 -- --
Equity Securities............................. 23.0 0.1 0.1
Mortgage Loans................................ 613.2 346.8 249.6
Real Estate................................... 15.7 20.8 14.6
Policy Loans.................................. 176.4 176.9 176.7
Cash and Short-Term Investments............... 63.6 72.8 61.1
-------- -------- --------
Total Cash and Investments..................... 7,064.2 5,695.6 4,469.2
Total Assets................................... 7,965.6 6,431.5 5,066.9
Policyholder Liabilities....................... 7,062.1 5,624.2 4,445.8
Commercial Paper............................... 90.5 34.0 28.8
Long-Term Debt................................. -- 50.2 60.7
Total Liabilities.............................. 7,378.3 5,903.5 4,693.1
Total Shareholders' Equity..................... 587.3 528.0 373.8
</TABLE>
S-6
<PAGE>
RECENT FINANCIAL RESULTS
Total revenues were $651,660,000 in 1994, an increase of $78,692,000 or 13.7%
from 1993. Net investment income was $524,411,000 in 1994, an increase of
$90,342,000 or 20.8% from 1993. Excluding realized and prepayment gains,
revenues were up 18.7% from the previous year.
Revenues on a GAAP basis do not include premiums received from deferred
annuities, immediate annuities, interest sensitive life insurance, and
universal life-type products. Annuity sales during 1994 increased 43.3% to $1.6
billion from the previous high of $1.1 billion in 1993. First year and single
life insurance premiums increased 38.9% while total life insurance premiums,
including traditional and universal life insurance policies, increased 7.8%
during 1994.
The average annualized yield on assets supporting interest sensitive
products, including annuities, universal life-type policies and participating
life policies, was 8.6% in 1994 compared to 9.1% in 1993. The average
annualized interest rate credited to policy accounts for interest sensitive
products, including annuities, universal life-type policies and participating
life policies was 5.8% in 1994 compared to 6.6% in 1993.
Operating income increased $19,301,000 or 28.0% to $88,212,000 in 1994 from
$68,911,000 in 1993. Operating income is defined as income from continuing
operations before cumulative effect of changes in accounting principles,
excluding prepayment gains on mortgage-backed securities, realized gains and
losses, and amortization of deferred policy acquisition costs related to
prepayment gains and realized gains and losses, net of related income taxes.
Return on equity, based on operating earnings, was 15.8% in 1994 compared to
15.3% in 1993. Realized and prepayment gains were $10,072,000 in 1994 after
related amortization of deferred policy acquisition costs and income taxes
compared to $18,245,000 in 1993. Net income, which includes realized and
prepayment gains, was $98,284,000 in 1994 compared to $87,156,000 in 1993.
Return on assets, based on net income, was 1.4% in 1994 compared to 1.5% in
1993.
Total assets grew $1,534,158,000 or 23.9% to $7,965,593,000 at December 31,
1994. Cash and invested assets grew 24% to $7,064,235,000 at December 31, 1994,
from $5,695,569,000 at December 31, 1993. The market value of the portfolio was
approximately 95% of the carrying value at December 31, 1994. At December 31,
1994, the Company had no defaults in its investment portfolio.
The Company's outstanding debt at December 31,1994, was $90.5 million of
commercial paper notes. The Company has $249 million in lines of credit to
enhance short term liquidity and back up its outstanding commercial paper. None
of the lines of credit was outstanding as of December 31, 1994.
S-7
<PAGE>
RATIO OF EARNINGS TO FIXED CHARGES
The following table sets forth the historical ratios of earnings to fixed
charges for the Company and its subsidiaries on a consolidated basis for each
of the years ended December 31, 1989 through 1994. In addition, set forth below
is the pro forma ratio of consolidated earnings to fixed charges adjusted for
the sale of $50 million of the Notes and the application of such proceeds
thereof to the repayment of $50 million of commercial paper (bearing interest
at a weighted average rate of 4.68% per annum) as if such sale and repayment
occurred on January 1, 1994. The ratio of consolidated earnings to fixed
charges is calculated by dividing consolidated earnings (income from continuing
operations before income taxes plus fixed charges) by fixed charges (interest
expense on debt and a portion of rental expense).
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
------------------------------------
1994 1993 1992 1991 1990 1989
----------- ---- ---- ---- ---- ----
(UNAUDITED)
<S> <C> <C> <C> <C> <C> <C>
Ratio of Consolidated Earnings to Fixed
Charges:
Historical............................. 17.8 12.3 8.0 4.9 4.2 5.5
Pro Forma.............................. -- -- -- -- --
</TABLE>
DESCRIPTION OF NOTES
GENERAL
The following description of the particular terms of the % Notes Due 2005
offered hereby (referred to in the accompanying Prospectus as the "Offered
Securities" and herein as the "Notes") supplements, and to the extent
inconsistent therewith replaces, the description of the general terms and
provisions of the Debt Securities set forth in the Prospectus, to which
description reference is hereby made.
The Notes are to be issued as a series of Debt Securities under the
Indenture, which is more fully described in the Prospectus. Certain terms used
herein are defined in the Prospectus. The Notes offered hereby are limited in
aggregate principal amount to $100,000,000. The Company has initially appointed
the Trustee as the Security Registrar and paying agent for the Notes and has
designated the offices of the Trustee in New York, New York as the office or
agency where notices and demands to or upon the Company may be served.
The Notes will mature on February 15, 2005 and bear interest at the rate set
forth on the cover page of this Prospectus Supplement, payable semi-annually on
February 15 and August 15, commencing August 15, 1995, to the registered
holders thereof on the preceding February 1 or August 1, as the case may be.
Each Note will bear interest from its original issue date (or from the most
recent date to which interest has been paid or provided for).
The Notes are not redeemable at the option of the Company or repayable at the
option of any holder prior to maturity. The Notes will not have a sinking fund
for the retirement of principal.
BOOK ENTRY
The Notes will be issued only in fully registered book-entry form in the
aggregate principal amount of $100,000,000 through the facilities of DTC. DTC
has advised the Company that it is a limited-purpose trust company organized
under the New York Banking Law, a "banking organization" within the meaning of
the New York Banking Law, a member of the Federal Reserve System, a "clearing
corporation" within the meaning of the New York Uniform Commercial Code and a
"clearing agency"
S-8
<PAGE>
registered pursuant to the provisions of Section 17A of the Securities Exchange
Act of 1934, as amended. DTC was created to hold securities for persons that
have accounts with DTC ("participants") and to facilitate settlement of
securities transactions among its participants, such as transfers and pledges
in such deposited securities through electronic computerized book-entry changes
in accounts of the participants, thereby eliminating the need for physical
movement of securities certificates. DTC's "direct participants" include
securities brokers and dealers (including the Underwriters), banks, trust
companies, clearing corporations and certain other organizations, some of which
(and/or their representatives) own DTC. Access to DTC's book-entry system is
also available to others, such as banks, securities brokers, dealers and trust
companies that clear through or maintain a custodial relationship with a
participant, either directly or indirectly ("indirect participants"). Persons
who are not participants may beneficially own securities held by DTC only
through participants.
Conveyance of notices and other communications by DTC to direct participants,
by direct participants to indirect participants, and by direct participants and
indirect participants to beneficial owners will be governed by arrangements
among them, subject to any statutory or regulatory requirements as may be in
effect from time to time.
SAME-DAY SETTLEMENT AND PAYMENT
Settlement for the Notes will be made by the Underwriters in immediately
available funds. All payments of principal and interest will be made by the
Company in immediately available funds.
Secondary trading in long-term notes and debentures of corporate issuers is
generally settled in clearinghouse or next-day funds. In contrast, the Notes
will trade in DTC's Same-Day Funds Settlement System until maturity or until
the Notes are issued in certificated form, and secondary market trading
activity in the Notes will therefore be required by DTC to settle in
immediately available funds. No assurance can be given as to the effect, if
any, of settlement in immediately available funds on trading activity in the
Notes.
S-9
<PAGE>
UNDERWRITING
Subject to the terms and conditions set forth in the Underwriting Agreement
dated on or about the date hereof between the Company and the Underwriters
named below, the Company has agreed to sell to each of the Underwriters, and
each of the Underwriters has severally agreed to purchase, the principal amount
of the Notes set forth opposite its name below. In the Underwriting Agreement
the Underwriters have agreed, subject to the terms and conditions set forth
therein, to purchase all of the Notes offered hereby if any Notes are
purchased.
<TABLE>
<CAPTION>
PRINCIPAL
AMOUNT OF
UNDERWRITER NOTES
----------- ------------
<S> <C>
Salomon Brothers Inc ........................................ $
Merrill Lynch & Co. .........................................
J.P. Morgan Securities Inc. .................................
------------
Total ................................................... $100,000,000
============
</TABLE>
The Underwriters propose initially to offer the Notes to the public at the
public offering price set forth on the cover page of this Prospectus Supplement
and to certain dealers at such price less a concession not in excess of % of
the principal amount of the Notes. The Underwriters may allow and such dealers
may reallow concessions not in excess of % of such principal amount of
Notes. After the initial public offering, the public offering price and such
concessions may be changed by the Underwriters.
The Notes are a new issue of securities with no established trading market.
The Company has been advised by the Underwriters that they intend to make a
market in the Notes, but are not obligated to do so and may discontinue any
such market making at any time without notice. No assurance can be given as to
the liquidity of the trading market for the Notes.
The Underwriting Agreement provides that the Company will indemnify the
Underwriters against certain civil liabilities, including liabilities under the
Securities Act of 1933, as amended, or contribute to payments the Underwriters
may be required to make in respect thereof.
From time to time, the Underwriters have provided investment banking and/or
financial advisory services to the Company and have received compensation for
such services. Morgan Guaranty Trust Company of New York, an affiliate of J.P.
Morgan Securities Inc., arranged for and participates in the Company's current
credit facility which, among other things, provides liquidity for the Company's
commercial paper program. Part of the net proceeds from the issuance of the
Notes will be used to repay commercial paper notes. See "Use of Proceeds."
S-10
<PAGE>
NO DEALER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFOR-
MATION OR TO MAKE ANY REPRESENTATION NOT CONTAINED OR INCORPORATED BY REFER-
ENCE IN THIS PROSPECTUS SUPPLEMENT OR THE PROSPECTUS AND, IF GIVEN OR MADE,
SUCH INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN AU-
THORIZED BY THE COMPANY OR BY ANY UNDERWRITER, DEALER OR AGENT. THIS PROSPEC-
TUS SUPPLEMENT AND THE PROSPECTUS SHALL NOT CONSTITUTE AN OFFER TO SELL OR A
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES OTHER THAN THE OFFERED SECURI-
TIES OR AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY OF THE OF-
FERED SECURITIES IN ANY JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO
MAKE SUCH OFFER OR SOLICITATION IN SUCH JURISDICTION. NEITHER THE DELIVERY OF
THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS NOR ANY SALE MADE HEREUNDER AND
THEREUNDER SHALL UNDER ANY CIRCUMSTANCES CREATE ANY IMPLICATION THAT THE IN-
FORMATION IN THIS PROSPECTUS SUPPLEMENT AND THE PROSPECTUS IS CORRECT AS OF
ANY TIME SUBSEQUENT TO THE DATE HEREOF.
----------------
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
PROSPECTUS SUPPLEMENT
<S> <C>
The Company................................................................ S-3
Use of Proceeds............................................................ S-5
Summary Financial Information.............................................. S-6
Ratio of Earnings to Fixed Charges......................................... S-8
Description of Notes....................................................... S-8
Underwriting............................................................... S-10
PROSPECTUS
Available Information...................................................... 2
Incorporation of Certain Documents by Reference............................ 2
The Company................................................................ 3
Use of Proceeds............................................................ 4
Ratio of Earnings to Fixed Charges......................................... 4
Description of Debt Securities............................................. 4
General................................................................... 4
Exchange and Transfer..................................................... 7
Payment................................................................... 7
Registered Global Securities.............................................. 7
Covenants................................................................. 9
Events of Default......................................................... 10
Modification and Waiver................................................... 11
Defeasance and Discharge.................................................. 12
Governing Law............................................................. 13
Concerning the Trustee.................................................... 14
Plan of Distribution....................................................... 14
Legal Matters.............................................................. 15
Experts.................................................................... 15
</TABLE>
$100,000,000
EQUITABLE OF IOWA COMPANIES
% NOTES DUE 2005
SALOMON BROTHERS INC
MERRILL LYNCH & CO.
J.P. MORGAN SECURITIES INC.
PROSPECTUS SUPPLEMENT
DATED FEBRUARY , 1995
