EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /NY/
485APOS, 1995-06-27
INSURANCE AGENTS, BROKERS & SERVICE
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     AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 27, 1995
                                                    Registration No. 33-76028



                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                   FORM N-3
                      ___________________________________

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

               Pre-Effective Amendment No.                          [   ]
   

              Post-Effective Amendment No.   3                       [ X ]
    

                                    AND/OR
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940    [   ]

          Amendment No.                                             [   ]
                        ___________________________________


           THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                          (Exact Name of Registrant)

           THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                          (Name of Insurance Company)
                 787 Seventh Avenue, New York, New York 10019
         (Address of Insurance Company's Principal Executive Offices)

  Insurance Company's Telephone Number, including Area Code:  (212) 714-4086

                      ___________________________________

                           HOPE E. ROSENBAUM WERNER
                                Vice President
                                  and Counsel
           The Equitable Life Assurance Society of the United States
                 787 Seventh Avenue, New York, New York 10019
                    (Name and Address of Agent for Service)
                      ___________________________________

                 Please send copies of all communications to:
                              PETER E. PANARITES
                        Freedman, Levy, Kroll & Simonds
             1050 Connecticut Avenue, N.W., Washington, D.C. 20036
                      ___________________________________





        


             Approximate Date of Proposed Public Offering:  Continuous

     It is proposed that this filing will become effective (check appropriate
                                     box):

[ ]       Immediately upon filing pursuant to paragraph (b) of Rule 485 .
   
[ ]       On (date) pursuant to paragraph (b) of Rule 485.
[ ]       60 days after filing pursuant to paragraph (a)(1) of Rule 485.
    
[X]       On August 30, 1995 pursuant to paragraph (a)(1) of Rule 485.
[ ]       75 days after filing pursuant to paragraph (a)(2) of Rule 485.
[ ]       On (date) pursuant to paragraph (a)(3) of Rule 485.
If appropriate, check the following box:

[ ]       This post-effective amendment designates a new effective
  date for previously filed post-effective amendment.




        

                             Cross Reference Sheet
                 Showing Location of Information in Prospectus


          Form N-3 Item                   Prospectus Caption

 1.       Cover Page                      Cover Page

 2.       Definitions                     Part I - RIA Summary

 3.       Synopsis                        Part I - RIA Summary

 4.       Condensed Financial             Part I - RIA Summary;
          Information                     Condensed Financial
                                          Information

 5.       General Description             Part I - RIA Summary;
          of Registrant and               Part III - Equitable Life and
          Insurance Company               Its Funds

 6.       Management                      Part II - Charges and Fees -
                                          Investment Management and
                                          Financial Accounting Fee
                                          Applicable to the Funds; Part
                                          III - Equitable Life and Its
                                          Funds - Investment Management

 7.       Deductions and Expenses         Part II - Charges and Fees

 8.       General Description of          Part V - Provisions of RIA and

          Variable Annuity Contracts      Retirement Benefits; Part VIII
                                          - Participant Recordkeeping
                                          Services (Optional)

 9.       Annuity Period                  Part V - Provisions of RIA and
                                          Retirement Benefits - Annuity
                                          Benefits

10.       Death Benefit                   Not Applicable

11.       Purchases and                   Part III - Equitable Life
          Contract Value                  and Its Funds - Investment
                                          Objectives and Policies;
                                          Purchase and Redemption of
                                          Units; How We Determine the
                                          Unit Value


                                       i



        
          Form N-3 Item                   Prospectus Caption


12.      Redemption                       Part II - Charges and Fees -
                                          Contingent Withdrawal Charge;
                                          Part III - Equitable Life and
                                          Its Funds - Purchase and
                                          Redemption of Units; How We
                                          Determine the Unit Value

13.       Taxes                           Part VII - Tax and ERISA
                                          Considerations

14.       Legal Proceedings               Part VI - Miscellaneous
                                          Matters - Legal Proceedings

15.       Table of Contents of            SAI Table of Contents
          the Statement of
          Additional Information


                                   ii




        




                         Cross Reference Sheet Showing
                          Location of Information in
                      Statement of Additional Information
                           -------------------------


                                          Statement of Additional
         Form N-3 Item                    Information Caption
         -------------                    ------------------------
16.      Cover Page                       Cover Page

17.      Table of Contents                Table of Contents

18.      General Information              Part I - Fund Information
         and History

19.      Investment Objectives            Part I - Fund
         and Policies                     Information - Restrictions and
                                          Requirements of the Bond,
                                          Balanced, Common Stock and
                                          Aggressive Stock Funds;
                                          Certain Investments of the
                                          Bond Fund

20.      Management                       Part II - Management for The
                                          Bond, Balanced, Common Stock
                                          and Aggressive Stock Funds and
                                          Equitable Life

21.      Investment Advisory              Part I - Fund Information -
         and Other Services               Brokerage Fees and Charges for
                                          Securities Transactions; Part
                                          II - Management for The Bond,
                                          Balanced, Common Stock and
                                          Aggressive Stock Fund and
                                          Equitable Life

22.      Brokerage Allocation             Part I - Fund Information -
                                          Brokerage Fees and Charges for
                                          Securities Transactions

23.      Purchase and Pricing             Part I - Fund Information -
         of Securities Being Offered      Summary of Unit Values; How We
                                          Determine the Unit Value

24.      Underwriters                     Part II - Management for The
                                          Bond, Balanced, Common Stock
                                          and Aggressive Stock Funds and
                                          Equitable Life

25.      Calculation of Yield             Not Applicable
         Quotations of Money
         Market Sub-Accounts

26.      Annuity Payments                 Not Applicable

27.      Financial Statements             Part III - Financial
                                          Statements



                                iii



        



<PAGE>

                    Supplement, dated August 30, 1995, to
                      Prospectus, dated May 1, 1995, for

                        RETIREMENT INVESTMENT ACCOUNT
                                      OF
          THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                 787 Seventh Avenue, New York, New York 10019

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

The text under the heading BALANCED FUND in this supplement replaces the
information under the same heading on page 19 of the Prospectus, dated May 1,
1995, for the Retirement Investment Account of The Equitable Life Assurance
Society of the United States regarding the Balanced Fund (Separate Account
No. 10). You should keep this supplement to the Prospectus for future
reference. You may obtain an additional copy of the Prospectus, or the
related Statement of Additional Information (as also supplemented dated
August 30, 1995), free of charge, if you write to The Equitable Life
Assurance Society of the United States--RIA Service Office, Attn: SAI
Request, 200 Plaza Drive, Secaucus, NJ 07094-3689, or call (800) 967-4560,
(201) 392-5500 (Business Days, 9 A.M. to 5 P.M. Eastern time).

Special terms used in the Prospectus have the same meaning in this
supplement, unless otherwise noted.

This supplement is for the purpose of expanding the description of the types
of securities and investment techniques that may be used by the Balanced
Fund. In particular, this supplement includes a discussion of the following
securities and investment techniques that, in general, have not previously
been used by the Balanced Fund: mortgage pass-through obligations,
collateralized mortgage obligations, asset-backed securities, zero coupon
bonds, repurchase agreements, when-issued and delayed delivery securities and
hedging transactions. This additional disclosure is being added because it is
expected that the Balanced Fund may use these types of securities and
investment techniques to a greater extent in the future. Nevertheless, we do
not believe that the changes reflected in this supplement fundamentally alter
the investment characteristics of the Balanced Fund or the types of investors
for whom it is appropriate.

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

BALANCED FUND

The Balanced Fund's investment objective is to achieve both appreciation of
capital and current income by investments in a diversified portfolio of
common stocks, other equity-type securities and longer-term fixed income
securities, and current income by investments in publicly traded debt
securities and short-term money market instruments. The investment mix is
determined by the Fund manager.

We will vary the portion of the Balanced Fund's assets invested in each type
of security in accordance with our evaluation of economic conditions, the
general level of common stock prices, anticipated interest rates and other
relevant considerations, including our assessment of the risks associated
with each investment medium. The Fund is subject to the risk that we may
incorrectly predict changes in the relative values of the equity and debt
markets.

In general, publicly-traded equity securities will comprise the greatest
portion of the Balanced Fund's assets. At the years ended December 31, 1985
through 1994, the percentage of the Balanced Fund's assets invested in equity
securities (including equity-type securities such as convertible preferred
stocks or convertible debt instruments) has ranged from 86% to 43%.

The Fund's non-money market debt securities will consist primarily of
publicly-traded securities issued or guaranteed by the United States
Government or its agencies or instrumentalities and corporate fixed income
securities, including, but not limited to, bank obligations, notes,
asset-backed securities, mortgage pass- through obligations, collateralized
mortgage obligations, zero coupon bonds, and preferred stock. The Balanced
Fund may also buy debt securities with equity features such as conversion or
exchange rights or warrants for the acquisition of stock or participations
based on revenues, sales or profits. The Balanced Fund's non-money market
debt securities will be subject to the same investment quality criteria at
the time of
- -------------------------------------------------------------------------------
Copyright 1995 The Equitable Life Assurance Society of the United States. All
Rights Reserved.
                                                                      888-1101



        
<PAGE>

purchase as are described above for the non-money market investments of the
Bond Fund. The average maturity of the non-money market debt securities held
by the Balanced Fund will vary according to market conditions and the state
of interest rate cycles.

The Balanced Fund may invest in money market securities through our Separate
Account No. 2A or directly. See COMMON STOCK FUND below. The investments the
Balanced Fund makes in money market instruments will be payable only in
United States dollars and will consist principally of securities issued or
guaranteed by the United States Government or one of its agencies or
instrumentalities, negotiable certificates of deposit, bankers' acceptances
or bank time deposits, repurchase agreements (covering securities issued or
guaranteed by the United States Government or one of its agencies or
instrumentalities, certificates of deposit or bankers' acceptances),
commercial paper that is rated Prime-1 by Moody's Investors Services, Inc.
(MOODY'S) or A-1 or A-1 Plus by Standard & Poor's Corporation (S&P), unrated
commercial paper, master demand notes or variable amount floating rate notes
of any issuer that has an outstanding issue of unsecured debt that is
currently rated Aa or better by Moody's or AA or better by S&P with less than
one year to maturity. Such investments may include certificates of deposit
and time deposits of London branches of United States banks (these
investments are usually referred to as EURODOLLARS) and certificates of
deposit and commercial paper issued by Schedule B Banks (Canadian chartered
bank subsidiaries of United States banks). For additional information
concerning the debt instruments in which the Balanced Fund may invest, see
PART I--FUND INFORMATION--CERTAIN INVESTMENTS OF THE BOND AND BALANCED FUNDS
in the SAI.

Mortgage pass-through securities and certain collateralized mortgage
obligations, asset-backed securities and other debt instruments in which the
Fund may invest are subject to prepayments prior to their stated maturity. It
is usually not possible to accurately predict the rate at which prepayments
will be made, which rate may be affected, among other things, by changes in
generally-prevailing market interest rates. If prepayments occur, the Fund
suffers the risk that it will not be able to reinvest the proceeds at as high
a rate of interest as it had previously been receiving. Also, the Fund will
incur a loss to the extent that prepayments are made for an amount that is
less than the value at which the security was then being carried by the Fund.
Moreover, securities that may be prepaid tend to increase in value less
during times of declining interest rates, and to decrease in value more
during times of increasing interest rates, than do securities that are not
subject to prepayment.

The Fund may invest up to 10% of its total assets in securities that are not
readily marketable and may invest up to 20% of its total assets in foreign
securities. Certain risks of investment in illiquid or foreign securities are
discussed below under COMMON STOCK FUND. The Balanced Fund may enter into
contracts for the purchase or sale of a specific foreign currency at a future
date at a price set at the time of the contract. Generally, such forward
contracts will be for a period of less than three months. The Fund will enter
into such forward contracts for hedging purposes only. These transactions
will include forward purchases or sales of foreign currencies for the purpose
of protecting the dollar value of securities denominated in a foreign
currency or protecting the dollar equivalent of interest or dividends to be
paid on such securities. Forward contracts are traded in the inter-bank
market, and not on organized commodities or securities exchanges.
Accordingly, the Fund is dependent upon the good faith and creditworthiness
of the other party to the transaction, as evaluated by the Fund's manager.

The Balanced Fund's investment policies permit hedging transactions, such as
through the use of stock index or interest rate futures. Although the
Balanced Fund currently has no plans to enter into such transactions,
information about such transactions is included in the SAI under PART I--FUND
INFORMATION--CERTAIN INVESTMENTS OF THE BOND AND BALANCED FUNDS.

The Balanced Fund may enter into forward commitments for the purchase or sale
of securities and may purchase and sell securities on a when-issued or
delayed delivery basis. For more information about these investment
techniques see PART I--FUND INFORMATION--CERTAIN INVESTMENTS OF THE BOND AND
BALANCED FUNDS in the SAI.

Because the types and proportions of the Balanced Fund's assets are expected
to change frequently in accordance with market conditions, an annual
portfolio turnover rate cannot be predicted.

                                2



        

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- -----------------------------------------------------------------------------
                   SEPARATE ACCOUNT UNITS OF INTEREST UNDER
                           GROUP ANNUITY CONTRACTS

o Money Market Fund
o Intermediate Government
  Securities Fund
o Bond Fund
o Quality Bond Fund
o High Yield Fund o Growth & Income Fund
o Equity Index Fund
o Common Stock Fund
o Global Fund
o International Fund
o Aggressive Stock Fund   Blended Funds:
o Conservative Investors Fund
o Balanced Fund
o Growth Investors Fund

                                      OF
          THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

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Retirement Investment Account (RIA) is an investment vehicle for the assets
of employee retirement plans (EMPLOYER PLANS) that meet the requirements of
Section 401(a) of the Internal Revenue Code of 1986, as amended (CODE), and
whose funds are maintained by trusts described in Section 501(a) of the Code.
In addition, some of these employer plans meet the requirements of the
Employee Retirement Income Security Act of 1974, as amended (ERISA). RIA is
offered under a group annuity contract issued by THE EQUITABLE LIFE ASSURANCE
SOCIETY OF THE UNITED STATES.

Under RIA, employers may choose from fifteen investment options (INVESTMENT
OPTIONS) available under the Contracts. These Investment Options include (i)
the GUARANTEED INTEREST ACCOUNT, which is part of Equitable Life's general
account and pays interest at a periodically redetermined guaranteed fixed
rate; (ii) the investment funds of our Separate Account No. 51--Money Market
Fund, Intermediate Government Securities Fund, Quality Bond Fund, High Yield
Fund, Growth & Income Fund, Equity Index Fund, Global Fund, International
Fund, Conservative Investors Fund and Growth Investors Fund (THE INVESTMENT
FUNDS OF SEPARATE ACCOUNT NO. 51), and (iii) the Bond Fund (our Separate
Account No. 13--Pooled), the Balanced Fund (our Separate Account No.
10--Pooled), the Common Stock Fund (our Separate Account No. 4--Pooled), the
Aggressive Stock Fund (our Separate Account No. 3--Pooled) (collectively with
the investment funds of Separate Account No. 51, the FUNDS.)

We invest each Investment Fund of Separate Account No. 51, in shares of a
corresponding Portfolio (PORTFOLIO) of the Hudson River Trust (TRUST), a
mutual fund whose shares are purchased by the separate accounts of insurance
companies. The prospectus for the Trust, which is attached to this
prospectus, describes the investment objectives, policies and risks of the
Portfolios.

Employer plan assets invested in a Fund will fluctuate in value with the
investment performance of that Fund. The Bond Fund is available only to
employer plans that signed an agreement to invest monies in the Bond Fund
prior to June 1, 1994. Subject to regulatory approvals, the International
Fund will be available on or about September 1, 1995.

This prospectus provides important information you should be aware of before
investing. Additional information is included in the Statement of Additional
Information (SAI) dated May 1, 1995 which has been filed with the Securities
and Exchange Commission. Parts of the SAI have been incorporated by reference
into this prospectus. A table of contents for the SAI appears at page 41 of
this prospectus. To obtain a copy of the SAI free of charge, complete the SAI
request form on page 41 and mail it to us, or call or write:

   The Equitable Life Assurance Society of the United States -- RIA Service
                                    Office
                              Attn. SAI Request
                          200 Plaza Drive, 3rd floor
                           Secaucus, NJ 07094-3689
                                   or call




        
<PAGE>

                                (800) 967-4560
                                (201) 392-5500
                (Business Days, 9 A.M. to 5 P.M. Eastern time)
                                    or fax
                         (201) 392-2285, 2286 or 2287

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.

KEEP THIS PROSPECTUS FOR FUTURE REFERENCE.

MAY 1, 1995
- -----------------------------------------------------------------------------

                                Copyright 1995
          The Equitable Life Assurance Society of the United States.
                             All rights reserved.
                                                               888-1094 (5/95)




        
<PAGE>

- -----------------------------------------------------------------------------
                              TABLE OF CONTENTS
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                      <C>
 PART I--RIA SUMMARY                                     PAGE 3
Equitable Life                                              3
RIA Terms                                                   3
Business Day and Transaction Date                           3
Participation and Funding Requirements                      4
Miscellaneous                                               4
Investment Options                                          4
Charges and Fees                                            4
Cash Available to a Participant Under RIA Before
 Retirement                                                 5
Benefit Payments                                            5
Fee Tables                                                  5
Condensed Financial Information                             7
Investment Policies and Objectives                         13
Contributions, Transfers and Withdrawals                   13
Loans                                                      14
Communications with Us                                     14
PART II--CHARGES AND FEES                                PAGE 15
Charges Which Are Reflected in Reductions in the
 Unit Value                                                15
Charges Which Reduce the Number of Units in RIA            15
Ongoing Operations Fee                                     16
Participant Recordkeeping Services Charge                  16
Loan Fee                                                   16
PART III--EQUITABLE LIFE AND ITS FUNDS                   PAGE 17
Equitable Life                                             17
About Our Funds                                            17
The Trust                                                  17
Purchase and Redemption of Units                           17
How We Determine the Unit Value                            18
Investment Objectives and Policies                         18
Bond Fund                                                  18
Balanced Fund                                              19
Common Stock Fund                                          19
Aggressive Stock Fund                                      20
Investment Management                                      21
Rates of Return                                            21
Inception Dates and Comparative
 Benchmarks                                                22
Annualized Rates of Return for Periods Ending
 December 31, 1994                                         23
Cumulative Rates of Return for Periods Ending
 December 31, 1994                                         24
PART IV--THE GUARANTEED INTEREST ACCOUNT                 PAGE 25
General                                                    25
The Guarantees                                             25
Current and Minimum Interest Rates                         25
Classes of Employer Plans                                  25
Charges and Fees                                           25
Deferred Payout Provision                                  25
PART V--PROVISIONS OF RIA AND RETIREMENT BENEFITS        PAGE 28
Contributions; Frequency and Amount                        28
Rollover or Transfer from a Plan                           28
Selecting Investment Options                               28
Allocation Choices                                         28
Transfer Provisions                                        28
Special Rules Applicable to Plans That
 May Invest in the Bond Fund                               29
Loan Provision                                             29
Benefit Payments General                                   30
Cash Distributions                                         30
Annuity Benefits                                           30
Amount of Fixed Annuity Payments                           30
Payment of Annuity                                         31
Assignment and Alienation                                  31
Creditors' Claims                                          31
When We Pay Proceeds                                       31
Periodic Reports                                           31
If a Plan Fails to Qualify                                 31
Modification or Contract Discontinuance/
 Termination                                               31
PART VI--MISCELLANEOUS MATTERS                           PAGE 32
How We are Regulated                                       32
Commissions and Service Fees                               32
Copies of the Master Retirement Trust Agreement            32
Fiduciaries                                                32
Acceptance                                                 32
Voting Rights                                              32
Our Rights                                                 33
Legal Proceedings                                          33
Experts                                                    33
Where To Get Additional Information                        33




        
<PAGE>

Changes in Funding Vehicle                                 33
PART VII--TAX AND ERISA CONSIDERATIONS                   PAGE 34
Tax Aspects of Contributions to a Plan                     34
Tax Aspects of Distributions from a Plan                   35
Certain Rules Applicable to Plan Loans                     37
Impact of Taxes to Equitable Life                          38
Certain Rules Applicable to Plans Designed to Comply
 With Section 404(c) of ERISA                              38
PART VIII--PARTICIPANT RECORDKEEPING SERVICES
 (OPTIONAL)                                              PAGE 39
SAI TABLE OF CONTENTS                                    PAGE 41
Index
Financial Statements
SAI REQUEST FORM                                         PAGE 41

</TABLE>

                                2



        
<PAGE>

                             Part I--RIA Summary

EQUITABLE LIFE

We are The Equitable Life Assurance Society of the United States. "We," "us"
or "Equitable Life" refers to us. We are a New York stock life insurance
company that has been in business since 1859.

RIA TERMS

RIA is an investment program designed for employer plans that qualify for
tax-favored treatment under Section 401(a) of the Code. Eligible employer
plans include defined benefit plans, defined contribution plans or
profit-sharing plans, including 401(k) plans. RIA is composed of two group
annuity contracts (CONTRACTS), a MASTER RETIREMENT TRUST agreement, a
participation or installation agreement, an optional participant
recordkeeping services (PRS) agreement and fifteen investment options. The
trustee of the Master Retirement Trust has entered into the two Contracts
with us to implement RIA. Currently the United States Trust Company of New
York acts as trustee under the Master Retirement Trust. The sole
responsibility of the United States Trust Company of New York is to serve as
a party to the Contracts. It has no responsibility for the administration of
RIA.

The INVESTMENT FUNDS OF SEPARATE ACCOUNT NO. 51 are the Money Market Fund,
Intermediate Government Securities Fund, Quality Bond Fund, High Yield Fund,
Growth & Income Fund, Equity Index Fund, Global Fund, International Fund,
Conservative Investors Fund and Growth Investors Fund. Each invests in
corresponding Portfolios of the Trust. The other funds are held in pooled
separate accounts as follows:

The BOND FUND is our Separate Account No. 13 -Pooled.

The BALANCED FUND is our Separate Account No. 10 - Pooled.

The COMMON STOCK FUND is our Separate Account No. 4 - Pooled.

The AGGRESSIVE STOCK FUND is our Separate Account No. 3 - Pooled.

A PARTICIPANT-DIRECTED EMPLOYER PLAN is an employer plan that by its terms
permits investment directions by participants for contribution allocations or
transfers of account accumulations among investment options. The provisions
of one of the Contracts govern this plan.

A TRUSTEE-DIRECTED EMPLOYER PLAN permits these same directions to be made
only by the employer, a trustee or any named fiduciary or an authorized
delegate of the plan. The provisions of the other Contract govern this plan.
At our sole discretion, a trustee-directed plan may change its participation
basis to a participant-directed plan.

An EMPLOYER is an employer, a plan trustee or other named fiduciary, or an
authorized delegate, of the plan. The employer is specified in the RIA
adoption documents.

The PLAN TRUSTEE is generally responsible for instructing us as to the
investment of plan contributions (including allocations and transfers) and
withdrawals, and receives amounts withdrawn from RIA.

A BUSINESS DAY is any day on which Equitable Life is open and the New York
Stock Exchange is open for trading. We are closed on national business
holidays, Martin Luther King, Jr. Day and the Friday after Thanksgiving. We
may also choose to close on the day immediately preceding or following a
national business holiday or due to emergency conditions. Our Business Day
ends at 4:00 p.m. Eastern time.

A TRANSACTION DATE is the Business Day we receive a contribution at the RIA
contribution processing office with properly completed and signed allocation
instructions, or a properly completed and signed written or facsimile request
for a financial transaction at the RIA Service Office. (For the addresses,
see the inside back cover of this prospectus.)

An EXCLUSIVE FUNDING EMPLOYER PLAN is one which uses RIA as the exclusive
funding vehicle for the assets of an employer plan. The annual amount of
contributions must be at least $10,000.

Subject to our sole discretion, a PARTIAL FUNDING EMPLOYER PLAN is one which
uses RIA as a partial investment funding vehicle for an employer plan. The
aggregate amount of contributions in the initial participation year must be
at least $50,000 and the annual aggregate amount of contributions thereafter
must be at least $25,000.

An exclusive funding employer plan may not change its participation basis to
that of a partial funding employer plan, or vice versa, unless the
underwriting and other requirements referred to above are satisfied and
approved by us.




        
<PAGE>

We reserve

o  the right to change these amounts in the future for new sales only; and

o  the right to impose higher annual minimums for certain plans.

We will give you advance notice of any such changes.

THE EMPLOYER OR PLAN SPONSOR, AS THE CASE MAY BE, IS RESPONSIBLE FOR
DETERMINING WHETHER RIA IS A SUITABLE FUNDING VEHICLE AND SHOULD CAREFULLY
READ THE PROSPECTUS AND INSTALLATION DOCUMENTS BEFORE SIGNING A PARTICIPATION
OR INSTALLATION AGREEMENT.

NOTE TO PARTICIPANTS: This prospectus describes RIA as it is generally
available to employer plans. However, the terms and conditions of the
employer's plan govern which aspects of RIA are available to participants.
Therefore, the employer's plan may be different from the features of RIA
described in this prospectus.

NOTE TO EMPLOYERS: Equitable Life's duties and responsibilities are limited
to those described in this prospectus. Except as explicitly set forth in the
PRS program, we do not provide administrative services in connection with an
employer plan. SEE PART VIII--PARTICIPANT RECORDKEEPING SERVICES (OPTIONAL).
In addition, no Equitable Life Agent or firm operated by an Equitable Life
Agent (AGENT) is authorized to solicit or agree to perform plan
administrative services in his capacity as an Agent. If an employer or
trustee

                                3



        
<PAGE>

engages an Agent to provide administrative support services to an employer
plan, the employer or trustee engages that Agent as its representative rather
than Equitable Life's. EQUITABLE LIFE IS NOT LIABLE TO ANY EMPLOYER, TRUSTEE
OR EMPLOYER PLAN FOR ANY DAMAGES ARISING FROM OR IN CONNECTION WITH ANY PLAN
ADMINISTRATION SERVICES PERFORMED OR AGREED TO BE PERFORMED BY AN AGENT.

PARTICIPATION AND FUNDING REQUIREMENTS

You may participate in RIA as either an exclusive funding employer plan or a
partial funding employer plan, subject to our sole discretion and
underwriting standards and on a case-by-case basis.

To enroll in RIA, a partnership, sole proprietor or corporation must adopt
the Master Retirement Trust as part of its employer plan, and the employer
must execute the participation or installation agreement and provide us with
certain plan information. No contributions will be accepted until the
Transaction Date on which we accept the enrollment of the employer plan.

MISCELLANEOUS

This prospectus describes units of interest (UNITS) in the Funds which are
registered under the Securities Act of 1933 (REGISTERED UNITS). Pursuant to
an exemption under the Securities Act of 1933, the Units maintained by
corporate or governmental entities (CORPORATE PLANS) are not Registered
Units. In all other respects, Registered Units are identical to unregistered
Units.

INVESTMENT OPTIONS

There are fifteen investment options available for employers to fund their
plans: the Guaranteed Interest Account and the Money Market Fund,
Intermediate Government Securities Fund, Bond Fund, Quality Bond Fund, High
Yield Fund, Growth & Income Fund, Equity Index Fund, Common Stock Fund,
Global Fund, International Fund, Aggressive Stock Fund, Conservative
Investors Fund, Balanced Fund, and Growth Investors Fund. All of the Funds
except for the Bond Fund, Balanced Fund, Common Stock Fund and Aggressive
Stock Fund, invest in shares of a corresponding Portfolio of a mutual fund
called The Hudson River Trust (TRUST). The Trust prospectus (found in the
second part of this booklet) describes the investment objectives and policies
of the available Portfolios. The investment objectives and policies of the
Bond Fund, Balanced Fund, Common Stock Fund and Aggressive Stock Fund are
described in this prospectus under PART III--EQUITABLE LIFE AND ITS FUNDS and
in the SAI under PART I--FUND INFORMATION. If the Employer or Plan Trustee
does not select all fifteen Investment Options in the RIA program, your
choices will be limited to the Investment Options selected. If the Plan is
intended to comply with the requirements of ERISA Section 404(c), the
Employer or the Plan Trustee is responsible for making sure that the
Investment Options chosen constitute a broad range of investment choices as
required by the Department of Labor (DOL) Section 404(c) regulations. See
"PLANS DESIGNED TO COMPLY WITH SECTION 404(C) OF ERISA" in PART VII--TAX AND
ERISA CONSIDERATIONS.

CHARGES AND FEES

INVESTMENT MANAGEMENT AND FINANCIAL ACCOUNTING FEEFOR THE BOND, BALANCED,
COMMON STOCK AND AGGRESSIVE STOCK FUNDS. An investment management and
financial accounting fee equal to 0.50% of the assets in the Bond, Balanced,
Common Stock and Aggressive Stock Funds, is reflected in the daily Unit value
for each of these Funds. The Bond, Balanced, Common Stock and Aggressive
Stock Funds incur certain commissions, fees and expenses, including audit,
custody and other expenses, as part of their portfolio transactions and
overall operation of these Funds are reflected in the Unit values.

SEPARATE ACCOUNT ADMINISTRATIVE CHARGE FOR THE INVESTMENT FUNDS OF SEPARATE
ACCOUNT NO. 51. An administrative charge at an annual rate of 0.05% of the
assets is reflected in the daily Unit value for each Investment Fund.

TRUST CHARGES. Investment advisory fees and other expenses of the Trust are
charged daily against the Trust's assets. These charges are reflected in the
Portfolio's daily share price and in the Unit value for the Investment Funds
of Separate Account No. 51.

ONGOING OPERATIONS FEE. The ongoing operations fee, which is paid monthly, is
based on a declining scale which starts at a maximum annual rate of 1.25% of
the combined balances of all of the Investment Options in which the employer
plan assets are allocated.

PARTICIPANT RECORDKEEPING SERVICES. If the employer elects to enroll in RIA's
PRS program, there is an annual charge of $25 per participant under the
employer plan. The charge is applied on a pro-rata basis against the combined
balances of all the Investment Options in which the employer plan assets are
invested and is deducted monthly. See PART VIII--PARTICIPANT RECORDKEEPING
SERVICES (OPTIONAL).

LOAN FEE. We charge an employer plan a loan fee in an amount equal to 1% of
the loan principal amount on the Transaction Date a loan is made.




        
<PAGE>

CONTINGENT WITHDRAWAL CHARGE. We impose a contingent withdrawal charge
against withdrawals made from RIA at any time up to and including the ninth
anniversary of the date on which the employer plan began its participation in
RIA. The maximum contingent withdrawal charge is 6% of the employer plan
assets withdrawn. Outstanding loan balances are included in the plan's assets
for purposes of assessing the contingent withdrawal charge. See PART II--
CHARGES AND FEES--CONTINGENT WITHDRAWAL CHARGE.

FIXED ANNUITY ADMINISTRATIVE CHARGE. If a fixed annuity under RIA is elected
by or on behalf of a participant or by a beneficiary, an administrative
charge of $175 will be deducted from the amount of the employer plan proceeds
applied to purchase the annuity.

PREMIUM TAX CHARGE. At the time an amount is applied to an annuity
distribution option, we currently deduct a charge based on any applicable
state or local taxes imposed on the transaction. We reserve the right to
deduct any such charge from each contribution or from withdrawals. The
current premium tax rate that might be imposed ranges from 0% to 2.25%. The
rate is 1% in Puerto Rico and 5% in the Virgin Islands.

DIRECT BILLING. Subject to a written agreement between Equitable Life and an
employer, the employer has the option of being billed directly for the
Ongoing Operations fee and, if applicable, the fee for PRS.

                                4



        
<PAGE>

We reserve the right to change certain of the charges and fees discussed
above. However, the investment advisory fees for the Portfolios of the Trust
cannot be changed without a vote of that Portfolio's shareholders.

CASH AVAILABLE TO A PARTICIPANT UNDER
RIA BEFORE RETIREMENT

The amount of any cash payments that may be available to a participant before
retirement will depend on the terms of the employer plan and will be affected
by the charges to the employer plan and investment performance of the Funds.
Certain cash withdrawals by a participant that are permitted under an
employer plan prior to retirement may give rise to tax penalties or other
adverse tax consequences. See PART II--CHARGES AND FEES, PART V--PROVISIONS
OF RIA AND RETIREMENT BENEFITS and PART VII--TAX AND ERISA CONSIDERATIONS.

BENEFIT PAYMENTS

At retirement, in accordance with the employer plan, a participant can
receive fixed annuity payments funded through our general account, a lump sum
payment or a combination of both. RIA does not offer variable annuity
payments. The amount available for retirement benefits will depend upon the
amount invested in the Guaranteed Interest Account and the Funds and the
investment perfor- mance of the Funds, and may be affected by charges to the
employer plan. See PART V--PROVISIONS OF RIA AND RETIREMENT BENEFITS.

Disability and death benefits are provided in accordance with the employer
plan; RIA does not have separate disability or death benefit provisions.

We pay benefit distribution payments withdrawn from RIA to the plan trustee
of the employer plan.

FEE TABLES

The purpose of these Tables is to assist you in understanding the various
costs and expenses which may affect employer plan balances participating in
the Funds. See PART II--CHARGES AND FEES and PART V--PROVISIONS OF RIA AND
RETIREMENT BENEFITS for a description of fees for optional PRS, loan fees,
annuity purchase charges and state or local tax charges. If an annuity
benefit is elected under RIA, a $175 annuity benefit charge will be imposed
and a charge for any applicable premium taxes will be deducted from the
amount applied to provide an annuity benefit. The Tables reflect expenses of
Funds including, for Separate Account No. 51, the corresponding Trust
Portfolio, for the period ended December 31, 1994.

As explained in Part IV, the Guaranteed Interest Account is not a Fund.
Therefore, the only expenses shown in the Table which apply to the Guaranteed
Interest Account are the "Contingent Withdrawal Charge" and the "Ongoing
Operations Fee." In addition, there is a loan fee charged against the
Guaranteed Interest Account which is equal to 1% of the principal amount of
the loan.

Certain expenses and fees shown in these Tables may not apply to your plan.
To determine whether a particular item in a Table applies (and the actual
amount, if any), consult the portion of the prospectus indicated in the
notes.

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

<TABLE>
<CAPTION>
                                                                             BALANCED      COMMON      AGGRESSIVE
                                                                BOND FUND      FUND      STOCK FUND    STOCK FUND
- -------------------------------------------------------------  ---------  ------------  ----------  --------------
<S>                                                            <C>        <C>           <C>         <C>
PARTICIPATING PLAN
TRANSACTION EXPENSES:
 Sales Load on Purchases .....................................        -----------------None-----------------
 Maximum Contingent Withdrawal Charge (as a percentage of
  plan balances)(1) ..........................................        --------------6% Maximum--------------
 Maximum Annual Ongoing Operations Fee (as a percentage of
  plan balances)(2) ..........................................        -------------1.25% Maximum-------------
SEPARATE ACCOUNT ANNUAL EXPENSES:
 Administrative Charge ....................................... None       None          None        None
 Annual Investment Management Fee Including Financial
  Accounting Fees (as a percentage of plan balances in  each
 Fund) ....................................................... 0.50%      0.50%         0.50%       0.50%
                                                               ---------  ------------  ----------  --------------
  Total Separate Account Annual Expenses (3) ................. 0.50%      0.50%         0.50%       0.50%
                                                               =========  ============  ==========  ==============
TRUST ANNUAL EXPENSES:                                               --------------not applicable-------------
- ------------------------------  .............................. ---------------------------------------------------
</TABLE>

- ------------------
(1) The contingent withdrawal charge is waived in certain circumstances. The
    charge reduces to 2% of the amount withdrawn in the ninth participation
    year and cannot be imposed after the ninth anniversary of a plan's
    participation in RIA. See PART II--CHARGES AND FEES--CONTINGENT
    WITHDRAWAL CHARGE.




        
<PAGE>

(2) The annual ongoing operations fee is applied on a decremental scale,
    declining to 0.50% on the portion of plan balances over $1,000,000,
    except for plans that adopted RIA before February 9, 1986. See PART
    II--CHARGES AND FEES.

(3) The Total Separate Account Annual Expenses are reflected in the Unit
    value.

                                5



        
<PAGE>

<TABLE>
<CAPTION>
                                      INVESTMENT FUNDS OF SEPARATE
                                             ACCOUNT NO. 51
                                  -----------------------------------
                                              INTERMEDIATE
                                    MONEY      GOVERNMENT     QUALITY
                                    MARKET     SECURITIES      BOND
- --------------------------------  --------  --------------  ---------
<S>                               <C>       <C>             <C>
PARTICIPATING PLAN TRANSACTION
 EXPENSES
 Sales Load on Purchases ........ -----------------None----------------
 Maximum Contingent Withdrawal
  Charge (as a percentage of
  plan balances)(1) ............. -------------6% Maximum--------------
 Maximum Annual Ongoing
  Operations Fee (as a
  percentage of plan
 balances)(2) ................... -----------1.25% Maximum-------------
SEPARATE ACCOUNT ANNUAL EXPENSES
 Administrative Charge (3)(5)  .. ----------------0.05%----------------

TRUST ANNUAL EXPENSES
  Investment Advisory Fee .......    0.40%        0.50%        0.55%
  Other Expenses ................    0.02%        0.06%        0.04%
                                  --------  --------------  ---------
   Total Annual Expenses
    for the Trust(4)(5) .........    0.42%        0.56%        0.59%
                                  ========  ==============  =========
</TABLE>

                    (RESTUBBED TABLE CONTINUED FROM ABOVE)

<TABLE>
<CAPTION>
                                    HIGH     GROWTH &    EQUITY               INTER- CONSERVATIVE  GROWTH
                                    YIELD     INCOME     INDEX     GLOBAL    NATIONAL  INVESTORS INVESTORS
- --------------------------------  -------  ----------  --------  --------  ----------  --------  --------
<S>                               <C>      <C>         <C>       <C>       <C>         <C>       <C>
PARTICIPATING PLAN TRANSACTION
 EXPENSES
 Sales Load on Purchases ........ ---------------------------------None--------------------------------
 Maximum Contingent Withdrawal
  Charge (as a percentage of
  plan balances)(1) ............. ------------------------------6% Maximum------------------------------
 Maximum Annual Ongoing
  Operations Fee (as a
  percentage of plan
 balances)(2) ................... -----------------------------1.25% Maximum----------------------------
SEPARATE ACCOUNT ANNUAL EXPENSES
 Administrative Charge (3)(5)  .. ----------------------------------0.05%-------------------------------
TRUST ANNUAL EXPENSES
  Investment Advisory Fee .......   0.55%      0.55%      0.35%     0.54%      0.90%      0.55%     0.54%
  Other Expenses ................   0.06%      0.23%      0.14%     0.15%      0.41%      0.04%     0.05%
                                  -------  ----------  --------  --------  ----------  --------  --------
   Total Annual Expenses
    for the Trust(4)(5) .........   0.61%      0.78%      0.49%     0.69%      1.31%      0.59%     0.59%
                                  =======  ==========  ========  ========  ==========  ========  ========
</TABLE>



        
- -------------
Notes:

(1) The contingent withdrawal charge is waived in certain circumstances. The
    charge reduces to 2% of the amount withdrawn in the ninth participation
    year and cannot be imposed after the ninth anniversary of a plan's
    participation in RIA. See PART II--CHARGES AND FEES--CONTINGENT
    WITHDRAWAL CHARGE.

(2) The annual ongoing operations fee is applied on a decremental scale,
    declining to 0.50% on the portion of plan balances over $1,000,000,
    except for plans that adopted RIA before February 9, 1986. See PART
    II--CHARGES AND FEES.

(3) Separate Account expenses are shown as a percentage of each Investment
    Fund's average value. We reserve the right to increase the Separate
    Account Administrative Charge upon 90 days written notice to the
    employer. See PART II--CHARGES AND FEES.

(4) The Hudson River Trust expenses are shown as a percentage of each
    Portfolio's average value. See PART II-- CHARGES AND FEES--TRUST CHARGES
    TO PORTFOLIOS. Amounts shown for all Portfolios except the Equity Index
    Portfolio are for the fiscal year ended December 31, 1994. Amounts shown
    for the Equity Index Portfolio, which was established on March 1, 1994,
    are annualized. The amounts shown for the International Portfolio which
    was established under the Trust on April 3, 1995, are an estimate. The
    investment advisory fee for each Portfolio may vary from year to year
    depending upon the average daily net assets of the respective Portfolio
    of the Trust. The maximum investment advisory fees, however, cannot be
    changed without a vote of that Portfolio's shareholders. The other direct
    operating expenses will also fluctuate from year to year depending on
    actual expenses. The Trust expenses are shown as a percentage of each
    Portfolio's average value. See PART II--CHARGES AND FEES--TRUST CHARGES
    TO PORTFOLIOS.

(5) The Separate Account Annual Expenses and Trust Annual Expenses are
    reflected in the Unit value.

                               6



        
<PAGE>

EXAMPLES--

The examples below show the expenses that a plan would pay in two
hypothetical situations, assuming a single investment of $1,000 in each Fund
listed and a 5% annual return on assets. For purposes of these examples, the
ongoing operations fee is computed by reference to the actual aggregate
annual ongoing operations fee as a percentage of total assets held under the
Contracts invested in Registered Units. The expenses shown would be lower for
corporate plans which generally have greater total assets. See Note (2) to
the Table above. These examples assume that no loan has been taken and do not
reflect PRS or annuity benefit charges or a charge for premium taxes, none of
which may apply to any particular Participant.

IF THE ENTIRE EMPLOYER PLAN BALANCE IS WITHDRAWN AT THE END OF EACH PERIOD
SHOWN, THE EXPENSE WOULD BE--

<TABLE>
<CAPTION>
                            1 YEAR    3 YEARS    5 YEARS    10 YEARS
                          --------  ---------  ---------  ----------
<S>                       <C>       <C>        <C>        <C>
Money Market ............   $75.35    $ 96.62    $118.65    $155.46
Intermediate Government
 Securities .............    76.72     100.86     125.94     171.56
Bond ....................    75.64      97.53     120.22     158.93
Quality Bond ............    77.01     101.77     127.49     174.98
High Yield ..............    77.21     102.37     128.53     177.25
Growth & Income .........    78.87     107.49     137.30     196.40
Equity Index ............    76.04      98.74     122.30     163.54
Common Stock ............    75.64      97.53     120.22     158.93
Global ..................    77.99     104.78     132.66     186.30
International ...........    84.06     123.35     164.23     254.07
Aggressive Stock ........    75.64      97.53     120.22     158.93
Blended Funds:
 Conservative Investors      77.01     101.77     127.49     174.98
 Balanced ...............    75.64      97.53     120.22     158.93
 Growth Investors .......    77.01     101.77     127.49     174.98
</TABLE>

IF THE ENTIRE EMPLOYER PLAN BALANCE IS NOT WITHDRAWN AT THE END OF EACH
PERIOD SHOWN, THE EXPENSE WOULD BE--

<TABLE>
<CAPTION>
                            1 YEAR    3 YEARS    5 YEARS    10 YEARS
                          --------  ---------  ---------  ----------
<S>                       <C>       <C>        <C>        <C>
Money Market ............   $13.14    $40.88     $ 70.71    $155.46
Intermediate Government
 Securities .............    14.60     45.36       78.34     171.56
Bond ....................    13.45     41.84       72.35     158.93
Quality Bond ............    14.91     46.31       79.96     174.98
High Yield ..............    15.12     46.95       81.05     177.25
Growth & Income .........    16.89     52.36       90.22     196.40
Equity Index ............    13.87     43.12       74.53     163.54
Common Stock ............    13.45     41.84       72.35     158.93
Global ..................    15.95     49.50       85.37     186.30
International ...........    22.41     69.10      118.40     254.07
Aggressive Stock ........    13.45     41.84       72.35     158.93
Blended Funds:
 Conservative Investors      14.91     46.31       79.96     174.98
 Balanced ...............    13.45     41.84       72.35     158.93
 Growth Investors .......    14.91     46.31       79.96     174.98
</TABLE>

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



        
These examples should not be considered a representation of past or future
expenses for each Fund. Actual expenses may be greater or less than those
shown above. Similarly, the annual rate of return assumed in the examples is
not an estimate or guarantee of future investment performance.

CONDENSED FINANCIAL INFORMATION

The following tables give information about income, ex- penses and capital
changes of the Bond, Balanced, Common Stock and Aggressive Stock Funds, and
Unit values of the Investment Funds of Separate Account No. 51, attributable
to a Registered Unit outstanding for the periods indicated, along with other
supplementary data. Registered Units have been offered under RIA in the Bond,
Balanced, Common Stock and Aggressive Stock Funds as of May 1, 1992, January
23, 1985, April 8, 1985 and July 7, 1986 respectively. Registered and
Non-Registered Units for the Investment Funds of Separate Account No. 51 were
first offered under RIA on June 1, 1994. Non-registered Units have been
offered under RIA in the Bond Fund since 1991, the Balanced and Common Stock
Funds since 1983 and the Aggressive Stock Fund since 1986.

Condensed Financial Information for the Portfolios is contained in the Hudson
River Trust prospectus attached to this prospectus.

High portfolio turnover rates may result in additional transaction and
brokerage expenses which are reflected in the Unit values.



The selected per unit data and ratios for the years ended December 31, 1994
and 1993 have been audited by Price Waterhouse LLP, independent accountants,
as stated in their report on the FINANCIAL STATEMENTS contained in Part III
of the SAI. The selected per unit data and ratios for each of the years prior
to 1993 were audited by other independent accountants. The financial
statements of the separate accounts as well as the Consolidated Financial
Statements of Equitable Life are contained in the SAI. These tables should be
read in conjunction with the Financial Statements.

                                7



        
<PAGE>

 SEPARATE ACCOUNT NO. 13--POOLED (BOND FUND) OF THE EQUITABLE LIFE ASSURANCE
                                   SOCIETY
                             OF THE UNITED STATES
 INCOME, EXPENSES AND CAPITAL CHANGES PER REGISTERED UNIT OUTSTANDING DURING
          THE PERIOD INDICATED AND OTHER SUPPLEMENTARY DATA (NOTE F)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                        YEAR ENDED
                                       DECEMBER 31,
                                   ------------------    MAY 1, 1992-
                                     1994     1993     DECEMBER 31, 1992
                                   -------   --------  -----------------
<S>                                <C>       <C>            <C>
Income ........................... $   2.32  $ 2.18          $0.59
Expenses (Note B) ................    (0.12)     --            --
- ---------------------------------  --------  --------  -----------------
Net investment income ............     2.20    2.18           0.59
Net realized and
 unrealized gain (loss)
 on investments
 (Note C) ........................    (2.99)   1.65           2.37
- ---------------------------------  --------  --------  -----------------
Net increase in Bond Fund
 Unit Value ......................    (0.79)   3.83           2.96
Bond Fund
 Unit Value
 (Note A):
  Beginning of
   Period ........................    43.14   39.31           36.35
- ---------------------------------  --------  --------  -----------------
  End of Period .................. $  42.35  $43.14          $39.31
=================================  ========  ========  =================
Ratio of expenses to
 average net assets
 attributable to Units
 (Note B) ........................     0.36%    N/A            N/A
Ratio of net investment income to
 average net assets
 attributable to Units ...........     5.12%   5.17%          6.00% (Note D)
Number of registered
 Bond Fund Units
 outstanding at end of period  ...    1,632     545            288
Portfolio turnover rate (Note E)        264%    254%           151%
=================================  ========  ========  =================
</TABLE>

See Notes following tables.

                                8



        
<PAGE>

    SEPARATE ACCOUNT NO. 10--POOLED (BALANCED FUND) OF THE EQUITABLE LIFE
                              ASSURANCE SOCIETY
                             OF THE UNITED STATES
 INCOME, EXPENSES AND CAPITAL CHANGES PER REGISTERED UNIT OUTSTANDING DURING
         THE PERIODS INDICATED AND OTHER SUPPLEMENTARY DATA (NOTE F)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                          YEAR ENDED DECEMBER 31,
                                  --------------------------------------
                                     1994      1993      1992      1991
- --------------------------------  --------  --------  --------  --------
<S>                               <C>       <C>       <C>       <C>
Income ..........................   $ 2.63   $  2.67    $ 2.69   $  2.63
Expenses (Note B) ...............    (0.23)    --        --        --
- --------------------------------  --------  --------  --------  --------
Net investment
 income .........................     2.40      2.67      2.69      2.63
Net realized and
 unrealized gain
 (loss) on investments
 (Note C) .......................    (9.48)     7.28     (4.51)    20.34
- --------------------------------  --------  --------  --------  --------
Net increase
 (decrease) in
 Balanced Fund
 Unit Value .....................    (7.08)     9.95     (1.82)    22.97
Balanced Fund Unit
 Value (Note A):
  Beginning of
   Period .......................    85.85     75.90     77.72     54.75
- --------------------------------  --------  --------  --------  --------
  End of Period .................   $78.77   $ 85.85    $75.90   $ 77.72
================================  ========  ========  ========  ========
Ratio of expenses to
 average net assets
 attributable to
 Units (Note B) .................     0.30%   N/A         N/A     N/A
Ratio of net
 investment income
 to average net
 assets attributable
 to Units .......................     2.94%     3.31%     3.68%     4.15%
Number of registered
 Balanced Fund
 Units outstanding
 at end of period ...............   86,914    87,242    81,860    80,964
Portfolio turnover rate (Note E)       107%      102%       90%      114%

</TABLE>



        

                    (RESTUBBED TABLE CONTINUED FROM PREVIOUS PAGE)

<TABLE>
<CAPTION>
                                                                                     JANUARY 23, 1985-
                                     1990      1989      1988      1987      1986    DECEMBER 31, 1985
- --------------------------------  --------  --------  --------  --------  --------  -----------------
<S>                               <C>       <C>       <C>       <C>       <C>       <C>
Income ..........................  $  3.08   $  3.04   $  2.30   $  1.63   $  1.56        $  1.63
Expenses (Note B) ...............     --        --        --        --        --             --
- --------------------------------  --------  --------  --------  --------  --------  -----------------
Net investment
 income .........................     3.08      3.04      2.30      1.63      1.56           1.63
Net realized and
 unrealized gain
 (loss) on investments
 (Note C) .......................    (3.17)     8.66      3.44     (3.54)     4.09           3.96
- --------------------------------  --------  --------  --------  --------  --------  -----------------
Net increase
 (decrease) in
 Balanced Fund
 Unit Value .....................    (0.09)    11.70      5.74     (1.91)     5.65           5.59
Balanced Fund Unit
 Value (Note A):
  Beginning of
   Period .......................    54.84     43.14     37.40     39.31     33.66          28.07
- --------------------------------  --------  --------  --------  --------  --------  -----------------
  End of Period .................  $ 54.75   $ 54.84   $ 43.14   $ 37.40   $ 39.31        $ 33.66
================================  ========  ========  ========  ========  ========  =================
Ratio of expenses to
 average net assets
 attributable to
 Units (Note B) .................   N/A       N/A       N/A       N/A       N/A            N/A
Ratio of net
 investment income
 to average net
 assets attributable
 to Units .......................     5.78%     6.12%     5.70%     3.79%     3.97%       5.50%(Note D)
Number of registered
 Balanced Fund
 Units outstanding
 at end of period ...............   86,377    86,942    67,815    54,112    31,233         7,706
Portfolio turnover rate (Note E)       199%      175%      172%      238%      230%           161%

</TABLE>

See Notes to following tables.

                                9



        
<PAGE>

   SEPARATE ACCOUNT NO. 4--POOLED (COMMON STOCK FUND) OF THE EQUITABLE LIFE
                              ASSURANCE SOCIETY
                             OF THE UNITED STATES
 INCOME, EXPENSES AND CAPITAL CHANGES PER REGISTERED UNIT OUTSTANDING DURING
         THE PERIODS INDICATED AND OTHER SUPPLEMENTARY DATA (NOTE F)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                            YEAR ENDED DECEMBER 31,
                                  ------------------------------------------
                                     1994       1993       1992       1991
- --------------------------------  ---------  ---------  ---------  ---------
<S>                               <C>        <C>        <C>        <C>
Income ..........................   $  3.83    $  3.69    $  3.13    $  2.74
Expenses (Note B) ...............     (1.00)     --         --         --
- --------------------------------  ---------  ---------  ---------  ---------
Net investment income ...........      2.83       3.69       3.13       2.74
Net realized and
 unrealized gain
 (loss)
 on investments
 (Note C) .......................     (8.98)     56.16       1.86      96.86
- --------------------------------  ---------  ---------  ---------  ---------
Net increase
 (decrease) in
 Common Stock
 Fund Unit Value ................     (6.15)     59.85       4.99      99.60
Common Stock
 Fund Unit Value
 (Note A):
  Beginning of
   Period .......................    353.07     293.22     288.23     188.63
- --------------------------------  ---------  ---------  ---------  ---------
  End of Period .................   $346.92    $353.07    $293.22    $288.23
================================  =========  =========  =========  =========
Ratio of expenses to
 average net assets
 attributable to Units
 (Note B) .......................      0.30%    N/A        N/A        N/A
Ratio of net income to
 average net assets
 attributable to Units ..........      0.81%      1.17%      1.13%      1.14%
Number of registered
 Common Stock
 Fund Units
 outstanding at end
 of period ......................    27,438     24,924     23,331     20,799
Portfolio turnover rate (Note E)         91%        82%        68%        66%
================================  =========  =========  =========  =========
</TABLE>



        

                    (RESTUBBED TABLE CONTINUED FROM PREVIOUS PAGE)

<TABLE>
<CAPTION>
                                                                                           APRIL 8, 1985-
                                     1990       1989       1988       1987       1986     DECEMBER 31, 1985
- --------------------------------  ---------  ---------  ---------  ---------  ---------  -----------------
<S>                               <C>        <C>        <C>        <C>        <C>        <C>
Income ..........................   $  3.82    $  3.42    $  2.52    $  2.37    $  2.58        $  1.90
Expenses (Note B) ...............     --         --         --         --         --             --
- --------------------------------  ---------  ---------  ---------  ---------  ---------  -----------------
Net investment income ...........      3.82       3.42       2.52       2.37       2.58           1.90
Net realized and
 unrealized gain
 (loss)
 on investments
 (Note C) .......................    (26.92)     62.70      19.19       4.86      12.09          15.95
- --------------------------------  ---------  ---------  ---------  ---------  ---------  -----------------
Net increase
 (decrease) in
 Common Stock
 Fund Unit Value ................    (23.10)     66.12      21.71       7.23      14.67          17.85
Common Stock
 Fund Unit Value
 (Note A):
  Beginning of
   Period .......................    211.73     145.61     123.90     116.67     102.00          84.15
- --------------------------------  ---------  ---------  ---------  ---------  ---------  -----------------
  End of Period .................   $188.63    $211.73    $145.61    $123.90    $116.67        $102.00
================================  =========  =========  =========  =========  =========  =================
Ratio of expenses to
 average net assets
 attributable to Units
 (Note B) .......................    N/A        N/A        N/A        N/A        N/A            N/A
Ratio of net income to
 average net assets
 attributable to Units ..........      2.02%      1.85%      1.84%      1.69%      2.18%       2.77% (Note D)
Number of registered
 Common Stock
 Fund Units
 outstanding at end
 of period ......................    18,286     14,129      8,461      5,466      3,508            452
Portfolio turnover rate (Note E)         93%       113%       101%       121%       102%            92%
================================  =========  =========  =========  =========  =========  =================
</TABLE>

See Notes following tables.

                               10



        
<PAGE>

 SEPARATE ACCOUNT NO. 3--POOLED (AGGRESSIVE STOCK FUND) OF THE EQUITABLE LIFE
                              ASSURANCE SOCIETY
                             OF THE UNITED STATES
 INCOME, EXPENSES AND CAPITAL CHANGES PER REGISTERED UNIT OUTSTANDING DURING
         THE PERIODS INDICATED AND OTHER SUPPLEMENTARY DATA (NOTE F)
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                             YEAR ENDED DECEMBER 31,
                                   ------------------------------------------
                                      1994       1993       1992       1991
- ---------------------------------  ---------  ---------  ---------  ---------
<S>                                <C>        <C>        <C>        <C>
Income ...........................   $  0.71    $  1.01    $  1.21    $  1.06
Expenses (Note B) ................     (0.37)     --         --         --
- ---------------------------------  ---------  ---------  ---------  ---------
Net investment income ............      0.34       1.01       1.21       1.06
Net realized and unrealized gain
 (loss) on investments (Note C)  .     (5.81)     17.43      (4.23)     55.15
- ---------------------------------  ---------  ---------  ---------  ---------
Net increase (decrease) in
Aggressive Stock Fund
 Unit Value ......................     (5.47)     18.44      (3.02)     56.21
Aggressive Stock Fund
 Unit Value (Note A):
  Beginning of Period ............    135.42     116.98     120.00      63.79
- ---------------------------------  ---------  ---------  ---------  ---------
  End of Period ..................   $129.95    $135.42    $116.98    $120.00
=================================  =========  =========  =========  =========
Ratio of expenses to average net
 assets attributable to Units
 (Note B) ........................      0.30%    N/A        N/A        N/A
Ratio of net investment income to
 average net assets attributable
 to Units ........................      0.25%      0.82%      1.09%      1.11%
Number of registered Aggressive
 Stock Fund Units
 outstanding at end of period  ...    26,964     23,440     21,917     14,830
Portfolio turnover rate (Note E)          94%        83%        71%        63%
=================================  =========  =========  =========  =========
</TABLE>

                    (RESTUBBED TABLE CONTINUED FROM ABOVE)

<TABLE>
<CAPTION>
                                                                             JULY 7, 1986 -
                                      1990      1989      1988      1987    DECEMBER 31, 1986
- ---------------------------------  --------  --------  --------  --------  -----------------
<S>                                <C>       <C>       <C>       <C>       <C>
Income ...........................  $  1.03   $  1.06   $  0.60   $  0.62        $  0.24
Expenses (Note B) ................    --        --        --        --             --
- ---------------------------------  --------  --------  --------  --------  -----------------
Net investment income ............     1.03      1.06      0.60      0.62           0.24
Net realized and unrealized gain
 (loss) on investments (Note C)  .     4.45     17.77      0.35     (1.36)         (5.79)
- ---------------------------------  --------  --------  --------  --------  -----------------
Net increase (decrease) in
Aggressive Stock Fund
 Unit Value ......................     5.48     18.83      0.95     (0.74)         (5.55)
Aggressive Stock Fund
 Unit Value (Note A):
  Beginning of Period ............    58.31     39.48     38.53     39.27          44.82
- ---------------------------------  --------  --------  --------  --------  -----------------
  End of Period ..................  $ 63.79   $ 58.31   $ 39.48   $ 38.53        $ 39.27
=================================  ========  ========  ========  ========  =================
Ratio of expenses to average net
 assets attributable to Units
 (Note B) ........................   N/A       N/A       N/A       N/A            N/A
Ratio of net investment income to
 average net assets attributable
 to Units ........................     1.72%     2.09%     1.47%     1.35%       1.23% (Note D)
Number of registered Aggressive
 Stock Fund Units
 outstanding at end of period  ...    8,882     5,519     3,823     2,630         651
Portfolio turnover rate (Note E)         48%       92%      103%      227%        162%
=================================  ========  ========  ========  ========  =================
</TABLE>

See Notes following tables.

                               11



        
<PAGE>

<TABLE>
<CAPTION>
<S>     <C>
 Notes:
A.      The values for a Registered Bond Fund, Balanced Fund, Common Stock Fund and
        Aggressive Stock Fund Unit on May 1, 1992, January 23, 1985, April 8, 1985 and July
        7, 1986, the first date on which payments were allocated to purchase Registered Units
        in each Fund, were $36.35, $28.07, $84.15 and $44.82, respectively.
B.      Certain expenses under RIA are borne directly by employer plans participating in RIA.
        Accordingly, those charges and fees discussed under PART II--CHARGES AND FEES are not
        included above and did not affect the Fund Unit values. Those charges and fees are
        recovered through an appropriate reduction in the number of Units credited to each
        employer plan participating in the Fund unless the charges and fees are billed
        directly to the employer. The dollar amount recovered is included in the expenses in
        the Statements of Operations and Changes in Net Assets for each Fund, which appear in
        PART III--FINANCIAL STATEMENTS of the SAI.
        As of June 1, 1994, the Annual Investment Management and Financial Accounting Fee is
        deducted from the assets of the Bond, Balanced, Common Stock and Aggressive Stock
        Funds and is reflected in the computation of their unit values. Prior to June 1,
        1994, if the Annual Investment Management and Financial Accounting Fee and certain
        other fees had been reflected in the computation of Fund Unit Values, RIA Registered
        Unit expenses would have amounted to $0.67, $1.26, $5.41 and $2.05 for the year ended
        December 31, 1994 on a per Unit basis for the Bond, Balanced, Common Stock and
        Aggressive Stock Funds, respectively. For the same reporting periods, the ratio of
        expenses to average net assets attributable to Registered Units would have been (on
        an annualized basis) 1.57%, 1.56%, 1.57% and 1.59%, for the Bond, Balanced, Common
        Stock and Aggressive Stock Funds, respectively.
C.      See Note 2 to Financial Statements of Separate Account Nos. 13 (Pooled), 10 (Pooled),
        4 (Pooled), 3 (Pooled) and 51 which appear in Part III of the SAI.
D.      Annualized basis.
E.      The portfolio turnover rate excludes all short-term U.S. Government securities and
        all other securities whose maturities at the time of acquisition were one year or
        less. The rate stated is the annual turnover rate for the entire Separate Account
        Nos. 13--Pooled, 10--Pooled, 4--Pooled and 3--Pooled.
F.      Income, expenses, gains and losses shown above pertain only to employer plans'
        accumulations attributable to RIA Registered Units. Other plans and trusts also
        participate in Separate Account Nos. 13--Pooled, 10--Pooled, 4--Pooled and 3--Pooled
        and may have operating results and other supplementary data different from those
        shown above.
</TABLE>

                 SEPARATE ACCOUNT NO. 51 (POOLED) UNIT VALUES

<TABLE>
<CAPTION>
                                                          INTERMEDIATE
                                                           GOVERNMENT
                                          MONEY MARKET     SECURITIES     QUALITY
                                              FUND            FUND       BOND FUND
                                        --------------  --------------  ---------
<S>                                     <C>             <C>             <C>
Unit Value as of:
 December 31, 1994 ....................     $102.65          $98.94       $99.83
Number of Registered Units Outstanding
 at December 31, 1994 .................          28              --           --
</TABLE>

                    (RESTUBBED TABLE CONTINUED FROM ABOVE)

<TABLE>
<CAPTION>
                                           HIGH     GROWTH &    EQUITY                                GROWTH
                                          YIELD      INCOME      INDEX     GLOBAL    CONSERVATIVE    INVESTORS
                                           FUND       FUND       FUND       FUND    INVESTORS FUND     FUND
                                        --------  ----------  ---------  --------  --------------  -----------
<S>                                     <C>       <C>         <C>        <C>       <C>             <C>
Unit Value as of:
 December 31, 1994 ....................   $98.99    $ 99.81     $101.71  $   99.84      $99.83        $ 99.52
Number of Registered Units Outstanding
 at December 31, 1994 .................       --        192          10      2,468          --            981
</TABLE>

                               12



        
<PAGE>

INVESTMENT POLICIES AND OBJECTIVES

The investment objectives and policies of the Bond, Balanced, Common Stock
and Aggressive Stock Funds are summarized below. Similarly, the investment
objectives and policies of the corresponding Portfolios of the Trust are
summarized for each of the Investment Funds of Separate Account No. 51.
Investment policies and objectives are explained in more detail in this
prospectus under PART III--EQUITABLE AND ITS FUNDS and in the SAI under PART
I--FUND INFORMATION, and, with respect to the Portfolios, in the Trust's
prospectus and SAI. Investment objective and policies can be expected to
affect the rate of return for the Fund and the market and financial risks to
which the Fund is subject. There is no assurance that the objectives
described below will be met.

The MONEY MARKET FUND invests in the Trust's Money Market Portfolio which
invests primarily in high quality short- term money market instruments. Its
objective is to achieve high level of current income while preserving assets
and maintaining liquidity.

The INTERMEDIATE GOVERNMENT SECURITIES FUND invests in the Trust's
Intermediate Government Securities Portfolio which invests primarily in debt
securities issued or guaranteed by the U.S. Government, its agencies and
instrumentalities. Each investment will have a final maturity of not more
than 10 years or a duration not exceeding that of a 10-year Treasury note.
Its objective is to achieve high current income consistent with relative
stability of principal.

The BOND FUND invests primarily in publicly traded fixed income securities,
such as bonds, debentures and notes. Its objective is to achieve maximum
total return, consistent with investment quality, with less volatility than a
long-term bond-account. The weighted average duration of the total portfolio
will be between one and five years.

The QUALITY BOND FUND invests in the Trust's Quality Bond Portfolio which
invests primarily in investment grade fixed income securities. Its objective
is to achieve current income consistent with preservation of capital.

The HIGH YIELD FUND invests in the Trust's High Yield Portfolio which invests
primarily in a diversified mix of high yield, fixed income securities
involving greater volatility of price and risk of principal and income than
high quality fixed income securities. Its objective is to achieve high return
through a combination of current income and capital appreciation. The medium
and lower quality debt securities in which the Portfolio may invest are known
as "junk bonds." See "Investment Policies of the High Yield Portfolio--Risk
Factors" Under "Investment Objectives and Policies" in the Trust prospectus.

The GROWTH & INCOME FUND invests in the Trust's Growth & Income Portfolio
which invests primarily in income producing common stocks and securities
convertible into common stocks. Its objective is to achieve high total return
through a combination of current income and capital appreciation.

The EQUITY INDEX FUND invests in the Trust's Equity Index Portfolio which
invests in securities in the Standard & Poor's 500 Index (the INDEX) which
the adviser believes will, in the aggregate, approximate the performance
results of the Index. Its objective is to achieve a total return performance
(before Trust expenses) that approximates the investment performance of the
Index, including reinvestment of dividends, at a risk level consistent with
that of the Index.

The COMMON STOCK FUND invests primarily in common stocks and other
equity-type securities, generally issued by intermediate and large sized
companies. Its objective is to achieve long-term capital growth.

The GLOBAL FUND invests in the Trust's Global Portfolio which invests
primarily in equity securities of non-United States as well as United States
companies. Its objective is to achieve long-term growth of capital.

The INTERNATIONAL FUND invests in the Trust's International Portfolio which
invests primarily in equity securities selected principally to permit
participation in non-United States companies with prospects for growth. Its
objective is to achieve long-term growth of capital.*

The AGGRESSIVE STOCK FUND invests primarily in securities of medium and
smaller sized companies (with capitalization's generally between $50 million
to $1.5 billion) perceived to have greater growth potential than larger
companies. Its objective is to achieve long-term capital growth, consistent
with investment quality.





        
Blended Funds :**


The CONSERVATIVE INVESTORS FUND invests in the Trust's Conservative Investors
Portfolio which invests in a diversified mix of publicly-traded, fixed income
and equity securities; asset mix and security selection are primarily based
upon factors expected to reduce risk. The Portfolio is generally expected to
hold approximately 70% of its assets in fixed income securities and 30% in
equity securities. Its objective is high total return consistent with the
adviser's opinion, without undue risk to principal.

The BALANCED FUND invests primarily in common stocks, other equity-type
instruments, longer-term fixed income securities, publicly-traded debt
securities and short-term money market instruments. Its objective is to
achieve both appreciation of capital and current income.

The GROWTH INVESTORS FUND invests in the Trust's Growth Investors Portfolio
which invests in a diversified mix of publicly-traded, fixed income and
equity securities; asset mix and security selection are primarily based upon
factors expected to increase possibility of high long-term return. The
Portfolio is generally expected to hold approximately 70% of its assets in
equity securities and 30% in fixed income securities. Its objective is high
total return consistent with the adviser's determination of reasonable risk.

CONTRIBUTIONS, TRANSFERS AND WITHDRAWALS

All contributions under an employer plan should be sent to the "CONTRIBUTIONS
ONLY" address listed at the end of this

[FN]
 * The International Portfolio received its initial funding on April 3, 1995
and will become available under RIA on or about September 1, 1995.

**For convenience, we have included the Balanced Fund as a Blended Fund,
because it invests in both equity and debt securities. The Balanced Fund is
not part of theTrust and is not managed by Alliance in the same manner as the
Trust's Conservative Investors and Growth Investors Portfolios.


                               13



        

prospectus. We will process transactions in accordance with instructions
received from the employer/plan sponsor. We will allocate contributions among
and process withdrawals from one or more investment options by dollar amount.
We will transfer accumulated invested amounts among the investment options in
any whole number percentage or by dollar amount. All transactions are
effective as of the Transaction Date.

Changes in the allocation percentages of contributions made subsequent to the
initial allocation among the Investment Options and transfers of accumulated
invested amounts among the Investment Options may be made subject to our
consent, but when permitted, are made without charge and are not subject to
tax liability. See PART IV--THE GUARANTEED INTEREST ACCOUNT and PART
V--PROVISIONS OF RIA and RETIREMENT BENEFITS-- ALLOCATION CHOICES and PART
V--TRANSFER PROVISIONS.

Withdrawals from any Fund for purposes of transfers among Investment Options,
loan transactions (see below) or to provide benefits under RIA are made by
the redemption of Units. In all cases, the value of a Unit changes in
accordance with the investment experience of the Fund. Fund investment
performance does not affect the number of Units owned in a Fund at any one
time.

LOANS

Plan loans are available in our RIA program to the plan trustees of the
employer plan. We pay the loan amount to the plan trustees of the employer
plan. It is the responsibility of the plan administrator, the plan trustees
and/or the employer, and not Equitable Life, to properly administer any loan
made to the plan participants in accordance with the provisions of the plan
and to the extent allowed by the Code and ERISA. See PART V--PROVISIONS OF
RIA AND RETIREMENT BENEFITS.

COMMUNICATIONS WITH US

Our Agents are available for information and assistance and can answer
questions about RIA. INFORMATION AND DAILY FUND UNIT VALUES MAY BE OBTAINED
BY CALLING THE RIA SERVICE OFFICE, TOLL FREE, AT 1-800-967-4560. WRITTEN
COMMUNICATIONS, INCLUDING REQUESTS FOR CONTRIBUTION ALLOCATION CHANGES,
LOANS, TRANSFERS OR WITHDRAWALS, MUST BE SENT DIRECTLY TO US AT THE RIA
SERVICE OFFICE LISTED ON THE INSIDE BACK COVER OF THIS PROSPECTUS.

Transaction requests must be made by the authorized person for the employer
plan as shown on our records (referred to herein as the employer, as
explained above), in a written or facsimile form acceptable to us and signed
by the employer. All requests will be effective on the Transaction Date. In
certain cases, transfers may not be effected until approved by us. See PART
V--PROVISIONS OF RIA AND RETIREMENT BENEFITS--ALLOCATION CHOICES AND TRANSFER
PROVISIONS.

We will honor your properly completed transaction requests received via
facsimile only if we receive a properly completed transaction request form.
The request form must be signed by an individual who the plan trustees have
previously authorized in writing. We are not responsible for determining the
accuracy of a transmission and are not liable for any consequences,
including, but not limited to, investment losses and lost investment gains,
resulting from a faulty or incomplete transmission. If your request form is
not properly completed we will contact you within 24 hours of our receipt of
your facsimile.

We will use our best efforts to acknowledge receipt of a facsimile
transmission, but our failure to acknowledge or a failure in your receipt of
such acknowledgment will not invalidate your transaction request. If you do
not receive acknowledgment of your facsimile within 24 hours, contact the RIA
Service Office on the toll-free 800 number.

                               14



        
<PAGE>
- -----------------------------------------------------------------------------
                          PART II--CHARGES AND FEES
- -----------------------------------------------------------------------------
There are two general types of expenses you may incur under RIA. The first
includes expenses which are reflected as reductions in the Unit values of the
Funds. These charges apply to all amounts invested in RIA, including amounts
being distributed under installment payout options.

The second type of charge is typically stated in terms of a defined
percentage or dollar amount and is deducted by reducing the number of Units
in the appropriate Funds and the number of dollars in the GIA.

No deductions are made from contributions for sales expenses. We reserve the
right (1) to change from time to time the charges and fees described in this
prospectus upon prior notice to the employer and (2) to establish separate
fee schedules for requested non-routine administrative services and for
newly-scheduled services not presently contemplated under the Contracts.

Under PART V--PROVISIONS OF RIA AND RETIREMENT BENEFITS, we discuss a $175
annuity benefit charge and the possible application of a charge for state tax
which may arise if an annuity benefit is elected under RIA. We also discuss
the operation of the Ongoing Operations Fee and the Contingent Withdrawal
Charge in the event a loan is outstanding.

The Ongoing Operations Fee and the Participant Recordkeeping Services Charge,
each described below under CHARGES WHICH REDUCE THE NUMBER OF UNITS IN RIA,
can be paid either under a direct billing arrangement we have with the
employer or by redeeming the number of Units in each Fund applicable to the
employer plan or, finally, by reducing the amount of proceeds payable under
the employer plan.

CHARGES WHICH ARE REFLECTED IN REDUCTIONS IN THE
UNIT VALUE

Trust Charges to Portfolios

Investment Advisory fees charged daily against assets of the Trust, direct
operating expenses of the Trust (such as trustees' fees, expenses of
independent auditors and legal counsel, bank and custodian charges and
liability insurance), and certain investment-related expenses of the Trust
(such as brokerage commissions and other expenses related to the purchases
and sale of securities), are reflected in each Portfolio's daily share price.
The maximum investment advisory fees paid by the Portfolios cannot be changed
without a vote by the shareholders. The maximum investment advisory fees are
as follows:
<TABLE>
<CAPTION>
                             DAILY AVERAGE NET ASSETS
                         -------------------------------
                            FIRST
                            $350     NEXT $400  OVER $750
                           MILLION    MILLION    MILLION
                         ---------  ---------  ---------
<S>                      <C>        <C>        <C>
Money Market ...........    .400%      .375%      .350%
Intermediate Government
 Securities ............    .500%      .475%      .450%
High Yield, Global,
 Conservative Investors
 and Growth Investors  .    .550%      .525%      .500%
</TABLE>

<TABLE>
<CAPTION>
                            FIRST
                            $500     NEXT $500   OVER $1
                           MILLION    MILLION    BILLION
                         ---------  ---------  ---------
<S>                      <C>        <C>        <C>
Quality Bond and Growth
 & Income ..............    .550%      .525%      .500%
</TABLE>

<TABLE>
<CAPTION>
                            FIRST
                            $750     NEXT $750  OVER $1.5
                           MILLION    MILLION    BILLION
                         ---------  ---------  ---------
<S>                       <C>        <C>        <C>
EQUITY INDEX ...........    .350%      .300%      .250%
</TABLE>

<TABLE>
<CAPTION>
                            FIRST
                            $500      NEXT $1   OVER $1.5
                           MILLION    BILLION    BILLION
                         ---------  ---------  ---------
<S>                       <C>       <C>        <C>
INTERNATIONAL ..........    .900%      .850%      .800%
</TABLE>



        
All of these fees and expenses are described more fully in the Trust
prospectus attached to this prospectus. Since the Trust shares are purchased
at their net asset value, these fees and expenses are passed on to the
Investment Funds of Separate Account No. 51 and are reflected in their Unit
values. See PART III--EQUITABLE LIFE AND ITS FUNDS.



Investment Management and Financial Accounting Fee Applicable to the Bond,
Balanced, Common Stock and Aggressive Stock Funds

We make a daily charge for investment management and financial accounting
fees at an annual rate equal to 0.50% of the assets in the Bond, Balanced,
Common Stock and Aggressive Stock Funds that is reflected in the daily Unit
values for the Funds. This is the fee charged for services as described in
PART III--EQUITABLE LIFE AND ITS FUNDS.

Separate Account Administrative Charge for the Investment Funds of Separate
Account No. 51

We make a daily charge at an annual rate of 0.05% of the assets invested in
the Investment Funds of Separate Account No. 51. The charge is designed to
reimburse us for our costs in providing the administrative services in
connection with the Contracts. See PART III--EQUITABLE LIFE AND ITS FUNDS.

CHARGES WHICH REDUCE THE NUMBER OF UNITS IN RIA

Contingent Withdrawal Charge

We impose a contingent withdrawal charge (CWC) against withdrawals made from
RIA at any time up to and including

                               15



        
<PAGE>
the ninth anniversary of the date on which the employer plan began its
participation in RIA. However, a CWC will not be applied against amounts
withdrawn for the purpose of making benefit distribution payments unless such
withdrawals are made (i) on or after the date of discontinuance of an
employer plan's participation in RIA or (ii) as a result of a full or partial
termination, within the meaning of applicable Internal Revenue Service (IRS)
or court interpretations. A CWC will be applied against amounts withdrawn for
purposes of making benefit payments to participants who terminated employment
either voluntarily or involuntarily, BUT ONLY when such terminations are
attributable to (i) the employer's merger with another company, (ii) the sale
of the employer or (iii) the bankruptcy of the employer which leads to the
full or partial termination of the plan or the discontinuance of the employer
plan's participation in RIA.

Outstanding loan balances are included in the plan's assets for purposes of
assessing the CWC. There is no CWC on transfers between the Investment
Options. However, unless otherwise agreed to in writing by an officer of
Equitable Life, withdrawals from RIA for the purpose of transferring to
another investment option under the employer plan will be subject to the CWC.
Withdrawals from RIA for the purpose of paying plan expenses or the premium
on a life insurance policy, including one held under the employer plan (see
PART VI--COMMISSIONS AND SERVICE FEES), are not considered in-service
withdrawals or any other type of benefit distribution and are subject to the
CWC. The amount of any CWC is determined in accordance with the rate schedule
set forth below.
- -----------------------------------------------------------------------------
<TABLE>
<CAPTION>
  WITHDRAWAL IN
  PARTICIPATION
       YEARS          CONTINGENT WITHDRAWAL CHARGE
- -----------------  --------------------------------
<S>                <C>
      1 or 2       6% of Amount Withdrawn
      3 or 4       5%
      5 or 6       4%
      7 or 8       3%
         9         2%
   10 and later    0%
- -----------------  --------------------------------
</TABLE>

Benefit distribution payments are those payments that become payable with
respect to participants under the terms of the employer plan as follows: (1)
as the result of the retirement, death or disability of a participant; (2) as
the result of a participant's separation from service as defined under
Section 402(d)(4)(A) of the Code; (3) in connection with a loan transaction,
if the loan is repaid in accordance with its terms; (4) as a minimum
distribution pursuant to Section 401(a)(9) of the Code; (5) as a hardship
withdrawal pursuant to Section 401(k) of the Code; (6) pursuant to a
qualified domestic relations order (QDRO) under Section 414(p) of the Code,
but only if the QDRO specifically requires that the plan administrator
withdraw amounts for payment to an alternate payee; (7) as a result of an in-
service withdrawal attributable to the after-tax contributions of a
participant; or (8) as a result of an in-service withdrawal from a
profit-sharing plan after meeting a minimum number of years of service and/or
participation in the plan, and the attainment of a minimum age specified in
the plan. Prior to any withdrawal from RIA for benefit distribution purposes,
Equitable Life reserves the right to receive from the employer and/or
trustees of the plan, evidence satisfactory to it that such benefit
distribution conforms to at least one of the types mentioned above. See PART
V--PROVISIONS OF RIA AND RETIREMENT BENEFITS.

The CWC is designed to recover the unamortized sales and promotion expenses
and initial enrollment expenses.

Ongoing Operations Fee

The Ongoing Operations Fee is based on the combined net balances (including
any outstanding loan balance) of an employer plan in the Investment Options
at the close of business on the last Business Day of each month. The amount
of the Ongoing Operations Fee is determined under the rate schedule that
applies to the employer plan. Except as discussed above, it is paid from the
employer plan balances at the close of business on the last Business Day of
the following month.

Set forth below is the rate schedule for employer plans which adopted RIA
after February 9, 1986. Information concerning the rate schedule for employer
plans that adopted RIA on or before February 9, 1986 is included in the SAI
under PART I--FUND INFORMATION.
- -----------------------------------------------------------------------------
<TABLE>
<CAPTION>
  COMBINED BALANCE OF
  INVESTMENT OPTIONS     MONTHLY RATE
- ----------------------  -------------
<S>                    <C>
First    $  150,000    1/12 of 1.25%
Next     $  350,000    1/12 of 1.00%
Next     $  500,000    1/12 of 0.75%
Over     $1,000,000    1/12 of 0.50%
- ----------------------  -------------
</TABLE>




        
The Ongoing Operations Fee is designed to cover such expenses as Contract
underwriting and issuance for employer plans, employer plan-level
recordkeeping, processing transactions and benefit distributions,
administratively maintaining the Investment Options, commissions, promotion
of RIA, administrative costs (including certain enrollment and other
servicing costs), systems development, legal and technical support, product
and financial planning and part of our general overhead expenses.
Administrative costs and overhead expenses include such items as salaries,
rent, postage, telephone, travel, office equipment and stationery, and legal,
actuarial and accounting fees.

Participant Recordkeeping Services Charge

The PRS is an optional service. If this service is elected, we charge a per
participant annual fee of $25. The fee is deducted on a monthly basis at the
rate of $2.08 per participant. The amount of the fee for an employer plan is
determined at the close of business on the last Business Day of each month
based on the number of participants enrolled with us at that time. Except as
discussed above, we charge the amount against the combined balances of each
participant in the Investment Options at the close of business on the last
Business Day of the following month.

The PRS fee covers expenses incurred for establishing and maintaining
individual records, issuing statements and reports for individual employees
and employer plans, and processing individual transactions and benefit
distributions. We are not responsible for reconciling participants'
individual account balances with the entire amount of the employer plan where
we do not maintain individual account balances. See PART VIII--PARTICIPANT
RECORDKEEPING SERVICES (OPTIONAL).

Loan Fee

We charge a loan fee in an amount equal to 1% of the loan principal amount on
the Transaction Date the plan loan is made. See PART V--PROVISIONS OF RIA AND
RETIREMENT BENEFITS.

                               16



        
<PAGE>

- -----------------------------------------------------------------------------
                    PART III--EQUITABLE LIFE AND ITS FUNDS
- -----------------------------------------------------------------------------

EQUITABLE LIFE

EQUITABLE LIFE is a New York stock life insurance company that has been in
business since 1859. For more than 100 years we have been among the largest
life insurance companies in the United States. Equitable Life has been
selling annuities since the turn of the century. Our Home Office is located
at 787 Seventh Avenue, New York, New York 10019. We are authorized to sell
life insurance and annuities in all fifty states, the District of Columbia,
Puerto Rico and the Virgin Islands. We maintain local offices throughout the
United States.

Equitable Life is a wholly-owned subsidiary of The Equitable Companies
Incorporated (the "Holding Company"). The largest stockholder of the Holding
Company is AXA, a French insurance holding company. AXA beneficially owns
60.5% of the outstanding shares of common stock of the Holding Company as
well as $392.2 million stated value of its issued and outstanding Series E
Convertible Preferred Stock. Under its investment arrangements with Equitable
Life and the Holding Company, AXA is able to exercise significant influence
over the operations and capital structure of the Holding Company and its
subsidiaries, including Equitable Life. AXA is the principal holding company
for most of the companies in one of the largest insurance groups in Europe.
The majority of AXA's stock is controlled by a group of five French mutual
insurance companies.

Equitable Life, the Holding Company and their subsidiaries managed
approximately $174.5 billion of assets as of December 31, 1994, including
pension assets of approximately $128 billion. We are one of the nation's
leading pension fund managers. These assets are primarily managed for
retirement and annuity programs for businesses, tax-exempt organizations and
individuals. This broad customer base includes nearly half the Fortune 100,
more than 39,000 small businesses, state and local retirement funds in more
than half the 50 states, approximately 225,000 employees of educational and
non-profit institutions, as well as nearly 370,000 individuals. Millions of
Americans are covered by Equitable Life's annuity, life, health and pension
contracts.

ABOUT OUR FUNDS

We established the Bond, Balanced, Common Stock and Aggressive Stock Funds
under the Insurance Law of New York State as separate investment accounts in
1981, 1979, 1969 and 1969, respectively. Each of these Funds is a pooled
separate investment account used as an investment vehicle for contributions
under tax-favored employee benefit plans participating in the Fund, including
employer plans participating in RIA. The assets of the Bond, Balanced, Common
Stock and Aggressive Stock Funds, consisting of separate portfolios of
securities and cash items, are managed by us through one of our subsidiaries
that also manages the Trust. Because of exclusionary provisions, none of the
Funds is subject to regulation under the Investment Company Act of 1940, as
amended (1940 ACT).




        
<PAGE>

We established the Growth Investors, Conservative Investors and Global Funds
as Investment Funds of Separate Account No. 51 under the Insurance Law of New
York State in 1993. The Money Market, Intermediate Government Securities,
Quality Bond, High Yield, Growth & Income and Equity Index Funds were
established as Investment Funds of Separate Account No. 51 in 1994. The
International Fund will be established as an investment fund of Separate
Account No. 51 on or about September 1, 1995. The Investment Funds of
Separate Account No. 51 invest in shares of a corresponding Portfolio of the
Trust which are actively managed as described in the attached Trust
Prospectus.

The assets of the Funds are our property; however, the portion of the assets
of the Funds equal to the reserves and other contract liabilities with
respect to the Funds will not be chargeable with liabilities arising out of
any other business we may conduct. Income, gains or losses, whether or not
realized, from assets allocated to the Funds are credited to or charged
against the Fund without regard to our other income, gains or losses.

THE TRUST

The Trust is an open-end, diversified management investment company, more
commonly called a mutual fund. As a "series" type of mutual fund, it issues
several different series of stock, each of which relates to a different
Portfolio of the Trust. The Trust commenced operations in January 1976 with a
predecessor of its Common Stock Portfolio. The Trust does not impose a sales
charge.

PURCHASE AND REDEMPTION OF UNITS

Amounts allocated to the Funds pursuant to an employer plan, with respect to
contributions submitted and transfers of accumulations from other Investment
Options (and in appropriate circumstances upon repayments of loans), are
invested in Separate Account No. 13--Pooled, Separate Account No. 10--Pooled,
Separate Account No. 4--Pooled or Separate Account No. 3--Pooled,
respectively, through the purchase of Bond Fund Units, Balanced Fund Units,
Common Stock Fund Units or Aggressive Stock Fund Units. Similarly, amounts
allocated to the Investment Funds of Separate Account No. 51 are invested
through the purchase of Money Market Units, Intermediate Government
Securities Units, Quality Bond Units, High Yield Units, Growth & Income
Units, Equity Index Units, Global Units, International Units, Conservative
Investors Units or Growth Investors Units. The number of Units of each Fund
purchased is equal to the amount of the payment allocated to that Fund,
divided by that Fund's Unit value determined as of the Transaction Date. See
PART I--FUND INFORMATION in the SAI. The resulting number of Units does not
vary because of any subsequent fluctuation in value, but the Unit values
fluctuate to reflect the investment income, realized and unrealized capital
gains and losses of the Funds (or the Trust's Portfolios), fees and expenses
in connection with portfolio transactions, investment management fees, and
the annual operation of the Funds.

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<PAGE>

Amounts withdrawn from a Fund for the purposes of payments of employer plan
benefits, transfers of accumulations to other Investment Options, loans or
payments of certain charges and fees when due are effected by reducing the
number of Units in the appropriate Fund. The number of Units redeemed for an
employer plan for such purposes is determined by the amount to be withdrawn
divided by the Unit value on the Transaction Date.

HOW WE DETERMINE THE UNIT VALUE

The Unit values (rounded to the nearest cent) of the Bond, Balanced, Common
Stock and Aggressive Stock Funds were $36.35, $28.07, $84.15, and $44.82,
respectively, on May 1, 1992, January 23, 1985, April 8, 1985 and July 7,
1986, respectively, the first date on which Registered Units under the
Contracts were purchased in these Funds under RIA. The Unit values (rounded
to the nearest cent) of the Money Market, Intermediate Government Securities,
Quality Bond, High Yield, Growth & Income, Equity Index, Global, Conservative
Investors and Growth Investors Funds were $10.00 on June 1, 1994, the first
date on which Registered Units under the Contracts were purchased in these
Funds.

We calculate Unit values for the Funds at the end of each Business Day. The
Unit value for the Bond, Balanced, Common Stock and Aggressive Stock Funds
reflect investment performance (including related expenses) and the
investment management and financial accounting fee. The Unit values for the
Investment Funds of Separate Account No. 51 reflect investment performance,
the Separate Account Administrative Charge and, indirectly, Trust expenses.
For each of the Funds, we determine the Unit value by multiplying the Unit
value for the preceding Business Day by the "net investment factor" for that
subsequent day. For a description of how the net investment factors are
determined, see PART I--FUND INFORMATION in the SAI.

When payments are invested in a Fund, the number of Units outstanding
attributable to each Fund is correspondingly increased; and when amounts are
withdrawn from a Fund, the number of Units outstanding attributable to that
Fund is correspondingly decreased. See PART I--FUND INFORMATION in the SAI.

INVESTMENT OBJECTIVES AND POLICIES

Before deciding whether amounts will be allocated entirely to one of the
Funds or entirely to the Guaranteed Interest Account, or divided among the
Investment Options, the investment objectives and policies should be
considered.

Each Fund, or Trust Portfolio in which an Investment Fund of Separate Account
No. 51 is invested, has different investment objectives and policies. The
differences may affect the return of each Fund, as well as the market and
financial risks of each. By market risks, we mean factors which do not
necessarily relate to a particular issuer but which affect the way markets,
and securities within those markets, perform. We sometimes describe market
risk in terms of volatility, that is, the range and frequency of market value
changes. Market risks include such things as changes in interest rates,
general economic conditions and investor perceptions regarding the value of
debt and equity securities. By financial risks we mean factors associated
with a particular issuer which may affect the price of its securities, such
as its competitive posture, its earnings and its ability to meet its debt
obligations. There is no assurance that the objectives of any of the Funds
will be met. All investments involve risk and there can be no guarantee
against loss resulting from an investment in the Funds.

Set forth below is information regarding the investment objectives and
policies of the Bond, Balanced, Common Stock and Aggressive Stock Funds.
Additional information regarding investment restrictions and requirements
with respect to these Funds, is given in the SAI in PART I--FUND INFORMATION.
A Statement of Investments of the Bond, Balanced, Common Stock and Aggressive
Stock Funds is included in the financial statements of Separate Account No.
13--Pooled, Separate Account No. 10--Pooled, Separate Account No. 4--Pooled
and Separate Account No. 3--Pooled, respectively, in Part III of the SAI.

Information regarding the investment objectives and policies, as well as
investment restrictions and requirements, with respect to the corresponding
Trust Portfolios in which the Investment Funds of Separate Account No. 51 are
invested, is included in the Trust's prospectus and SAI. A statement of
investments for each of the Portfolios is included in the Trust's financial
statements in the Trust's SAI.

BOND FUND

The Bond Fund invests primarily in publicly-traded fixed income securities,
such as bonds, debentures and notes. Its objective is to achieve maximum
total return, consistent with investment quality, with less volatility than a
long-term bond account.

The Bond Fund seeks to achieve its objective by investing primarily in
fixed-income securities including, but not limited to, the following:
obligations issued or guaranteed by the U.S. Government (such as U.S.
Treasury securities), its agencies (such as the Government National Mortgage




        
<PAGE>

Association), or instrumentalities (such as the Federal National Mortgage
Association); corporate debt securities; mortgage pass-through securities;
collateralized mortgage obligations; asset-backed securities; zero coupon
bonds; and equipment trust certificates. All such securities will be
investment grade, i.e. rated within the four highest credit categories by S&P
(AAA, AA, A or BBB) or by Moody's (Aaa, Aa, A or Baa) or, if unrated, will be
of comparable investment quality as determined by our credit analysis. Bonds
rated below A by S&P or Moody's are more susceptible to adverse economic
conditions or changing circumstances than those rated A or higher but are
regarded as having an adequate capacity to pay principal and interest.

The fixed-income securities in which the Bond Fund invests have maturities
less than or equal to ten years. The weighted average duration of the total
portfolio will be between one and five years. Duration is a principle used in
selecting portfolio securities that indicates a particular fixed-income
security's price volatility. Duration is measured by taking into account all
of the expected payments relating to that security and the time in the future
when each payment will be made and weighting all such times by the present
value of the corresponding payments. The duration of a fixed-income security
with interest payments occurring prior to its maturity is always shorter than
its term to maturity. In addition, given identical maturities, the lower the
stated rate of interest of a fixed-income security, the longer its duration,
and, conversely, the higher the stated rate of interest of a fixed-income
security, the shorter its duration. We believe that the Bond Fund's policy of
purchasing intermediate duration bonds significantly reduces the volatility
of the Fund's unit price over that of a long-term bond account.

                               18



        
<PAGE>

While the Bond Fund will invest primarily in the types of fixed-income
securities described above, the Bond Fund may also invest in high-quality
money market securities, which may include obligations of the U.S.
Government, its agencies and instrumentalities; negotiable certificates of
deposit; banker's acceptances or bank time deposits; repurchase agreements;
master demand notes; and other money market instruments of the type described
below for the Balanced Fund. See--BALANCED FUND below. The Bond Fund may
purchase these money market securities directly or may acquire units in our
Separate Account No. 2A. See --COMMON STOCK FUND below. For temporary or
defensive purposes the Bond Fund may invest directly or indirectly in money
market securities without limitation.

The Bond Fund may purchase fixed-income securities and money market
securities having adjustable rates of interest with periodic demand features.
The Bond Fund may also purchase fixed-income securities and certain money
market securities on a when-issued or delayed delivery basis. The price of
when-issued securities is fixed at the time of commitment, but delivery and
payment for such securities may take place up to 90 days after the date of
the commitment. The securities so purchased are subject to market
fluctuation, and no interest accrues to the purchaser during this period.
When-issued securities involve a risk of loss if the value of the security
declines prior to the settlement date. For additional information on the
instruments in which the Bond Fund invests, see PART I--FUND INFORMATION--
CERTAIN INVESTMENTS OF THE BOND FUND in the SAI.

The Bond Fund is designed for participants who seek a greater rate of return
than that normally provided by money market investments and less volatility
than that experienced by long-term bond investments. Both the financial and
market risks of an investment in the Bond Fund are expected to be less than
those for the Common Stock, Balanced and Aggressive Stock Funds.
Nevertheless, the Bond Fund's unit price and yield will fluctuate. Interest
rate fluctuations will affect the value of Bond Fund Units but will not
affect the income received from the Fund's portfolio securities. A decline in
prevailing interest rates generally will increase the value of the securities
held by the Bond Fund, while an increase in prevailing interest rates usually
reduces the value of the Bond Fund's portfolio securities.

The portfolio turnover rate for the Bond Fund cannot be accurately predicted
and may be high.

BALANCED FUND

The Balanced Fund's investment objective is to achieve both appreciation of
capital and current income by investing in a diversified portfolio of
publicly traded common stocks, other equity-type securities and debt
securities and short-term money market instruments. The Balanced Fund will
seek to achieve long-term growth of its capital by investments in common
stocks, other equity-type instruments and longer-term fixed income
securities, and increasing income through investments in publicly traded debt
securities and short-term money market instruments.

We will vary the portion of the Balanced Fund's assets invested in each type
of security in accordance with our evaluation of economic conditions, the
general level of common stock prices, anticipated interest rates and other
relevant considerations, including our assessment of the risks associated
with each investment medium. In general, equity securities will comprise the
greatest portion of the Balanced Fund's assets. From its inception through
December 31, 1994, the percentage of the Balanced Fund's assets invested in
equity securities (including convertibles) has ranged from 50% to 57%. The
equity securities invested in by the Balanced Fund will consist of the types
of securities in which the Common Stock Fund may invest, including
equity-type securities (such as convertible preferred stocks or convertible
debt instruments). The publicly traded debt securities investments will
consist primarily of such securities as bonds, notes, debentures and
equipment trust certificates and also may include equity features such as
those described for the Common Stock Fund. The average maturity of the debt
securities held by the Balanced Fund will vary according to market conditions
and the stage of interest rate cycles. The Balanced Fund may also realize
gains on debt securities when such actions are considered advantageous in
light of existing market conditions. Like the Common Stock Fund, the Balanced
Fund may invest up to 10% of its total assets in restricted securities and
may invest in foreign companies without substantial business in the United
States. See--COMMON STOCK FUND below.

The Balanced Fund may invest in money market securities through our Separate
Account No. 2A or directly. See-- COMMON STOCK FUND below. The kinds of
investments the Balanced Fund makes in money market instruments will be
payable only in United States dollars and will consist principally of
securities issued or guaranteed by the United States Government or one of its
agencies or instrumentalities, negotiable certificates of deposit, bankers'
acceptances or bank time deposits, repurchase agreements (covering securities
issued or guaranteed by the United States Government or one of its agencies
or instrumentalities, certificates of deposit or bankers' acceptances),
commercial paper that is rated Prime-1 by Moody's Investors Services, Inc.
(MOODY'S) or A-1 or A-1 Plus by Standard & Poor's Corporation (S&P), unrated
commercial paper, master demand notes or variable amount floating rate notes




        
<PAGE>

of any issuer that has an outstanding issue of unsecured debt that is
currently rated Aa or better by Moody's or AA or better by S&P with less than
one year to maturity. Such investments may include certificates of deposit
and time deposits of London branches of United States banks (these
investments are usually referred to as EURODOLLARS) and certificates of
deposit and commercial paper issued by SCHEDULE B BANKS (Canadian chartered
bank subsidiaries of United States banks). The Balanced Fund's investment
policies do not prohibit hedging transactions such as through the use of put
and call options and stock index or interest rate futures. However, the
Balanced Fund currently has no plans to enter into such transactions.

Because we have discretion to vary the proportion of the portfolio invested
in the different types of securities based on the factors indicated above,
the Balanced Fund is subject to the risk that we may incorrectly predict
changes in the relative values of the stock and bond markets.

Because the types and proportions of the Balanced Fund's assets are expected
to change frequently in accordance with market conditions, an annual
portfolio turnover rate cannot be predicted.

COMMON STOCK FUND

The Common Stock Fund's investment objective is to achieve long-term capital
growth. We try to achieve this objective by investing in the securities of
carefully selected companies we believe will share in the growth of our
nation's economy--and those of other leading industrialized

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<PAGE>

countries--over a long period. The Common Stock Fund invests in securities of
companies of any capitalization but is generally invested primarily in
securities of intermediate to large size companies.

The Common Stock Fund invests primarily in common stocks and other
equity-type securities (such as convertible preferred stocks or convertible
debt instruments). The Common Stock Fund may use its assets to make
non-equity investments. These could include non-participating and
non-convertible preferred stocks, bonds and debentures. Some non-equity
investments may carry certain equity features such as conversion or exchange
rights or warrants for the acquisition of stocks of the same or different
issuers or participations based on revenues, sales or profit. If, in light of
economic conditions and the general level of stock prices, it appears that
the Common Stock Fund's investment objective will not be met by buying
equities, non-equity investments may be substantial. The Common Stock Fund
may invest up to 10% of its total assets in securities which are restricted
as to resale under Federal securities law (generally referred to as
"restricted securities").

The Common Stock Fund may make temporary investments in government
obligations, short-term commercial paper and other money market instruments
of the types purchased by the Balanced Fund. It may buy these directly or
acquire units in our Separate Account No. 2A. We established Separate Account
No. 2A in 1983 to provide a more efficient means for our separate accounts to
invest cash positions on a pooled basis at no additional cost. Separate
Account No. 2A seeks to obtain a high level of current income, preserve its
assets and maintain liquidity. It invests only in short-term securities which
mature in 60 days or less from the date of purchase or which are subject to a
repurchase agreement requiring repurchases in 60 days or less. Units in
Separate Account No. 2A are not registered under the Securities Act of 1933
(1933 ACT). Some amounts may be invested in securities which are restricted
as to disposition under Federal securities law.

While equity investments will be made primarily in securities of U.S.
companies or foreign companies doing substantial business here, a limited
portion of the Common Stock Fund's investments may be made in the securities
of established foreign companies without substantial business here. The
amount of these investments will not generally exceed 15% of the value of the
Common Stock Fund's assets. For many foreign securities, there are dollar-
denominated American Depository Receipts (ADRS), which are traded in the
United States on exchanges or over-the-counter, and are issued by domestic
banks. The Common Stock Fund may invest in foreign securities directly and
through ADRs, and may hold some foreign securities outside the United States.
The Common Stock Fund intends to invest in foreign securities only when the
potential benefits to the Common Stock Fund are deemed to outweigh the risks.

In addition to the general risks inherent in any equity investment, and the
market and financial risks discussed above, investment in the Common Stock
Fund is subject to the risk of investment in foreign securities and
restricted securities. Foreign investments may involve risks not present in
domestic investments, such as changes in the political or economic climate of
countries in which portfolio companies do business. Foreign securities may be
less liquid or subject to greater price volatility than securities of
domestic issuers, and foreign accounting, auditing and disclosure standards
may differ from domestic standards. There may be less regulation in foreign
countries of stock exchanges, brokers, banks, and listed companies than in
the United States. The value of foreign investments may rise or fall because
of changes in currency exchange rates or exchange controls. ADRs do not
lessen the foreign exchange risk inherent to investing in the securities of
foreign issuers. However, by investing in ADRs rather than directly in
foreign issuers' stock, the Common Stock Fund will avoid currency risks
during the settlement period for either purchases or sales. Restricted
securities are generally less liquid than registered securities and market
quotations for such securities may not be readily available. The Common Stock
Fund may not be able to sell restricted securities except pursuant to
registration under applicable Federal and State securities laws or pursuant
to SEC rules which limit their sale to certain purchasers and may require
that they be held by the Common Stock Fund for a specified period of time
prior to resale. Because of these restrictions, at times the Common Stock
Fund may not be readily able to sell them at fair market value. From time to
time, the equity holdings in the Common Stock Fund may be concentrated in the
securities of a relatively small number of issues. In no event will an
investment be made for the Fund in securities of one issuer if such
investment would cause more than 10% of the net asset value of the Common
Stock Fund to be invested in the securities of such issuer, and no investment
will be made for the Fund if such investment would cause more than 40% of the
net asset value of the Fund to be invested in the securities of four or fewer
issuers. This strategy of investment concentration may increase an investor's
risk of loss in the event of a decline in the value of one of these
securities while it is held in the Common Stock Fund. As of December 31,
1994, 29.8% of the Common Stock Fund's assets was held in the securities of
four issuers. See PORTFOLIO OF INVESTMENTS in the SAI.

The Common Stock Fund will generally hold its investments for an extended
period, and the annual portfolio turnover rate will normally be under 125%.




        
<PAGE>

AGGRESSIVE STOCK FUND

The Aggressive Stock Fund seeks to achieve long-term capital growth,
consistent with investment quality. It will attempt to achieve this objective
by investing primarily in securities of medium and smaller sized companies
(with capitalizations generally between $50 million to $1.5 billion) which
are perceived to have greater growth potential than larger companies.

Most of the time, the Aggressive Stock Fund will invest primarily in common
stocks of medium and smaller sized companies. It may also invest in
securities not generally considered defined growth stocks, but that may have
unusual value or potential. For example, opportunities for capital growth
exist from time to time in what are believed to be cyclical industries,
companies whose securities are temporarily undervalued, special situations,
younger but not widely known companies and companies doing business in
countries whose economies are expanding. The Aggressive Stock Fund may invest
in foreign companies without substantial business activities in the United
States. Industry diversification is not an objective of the Aggressive Stock
Fund and it may at times be less diversified than a traditional equity
portfolio. Some other equity-type investments may also be made. The
Aggressive Stock Fund may also invest in short-term debt securities such as
corporate notes and the types of temporary money market investments

                               20



        
<PAGE>

described above for the Balanced Fund. The Aggressive Stock Fund may invest
up to 10% of its total assets in restricted securities. See--BALANCED FUND
and--COMMON STOCK FUND above.

Medium and smaller sized companies may be dependent on only one or two
products. They may be more vulnerable to the competition from larger
companies with greater resources and to economic conditions affecting their
market sector. Therefore, consistent earnings may not be as likely in smaller
companies as they may be in more established companies. Such companies may
also be more dependent on access to equity markets to raise capital than
larger companies with ability to support debt. Small and intermediate sized
companies may be new, without long business or management histories, and
perceived by the market as unproven. Their securities may be held primarily
by insiders or institutional investors which may have an impact on
marketability. These stocks may rise and fall more than the overall market.

Foreign and restricted securities in the Aggressive Stock Fund are subject to
the risks described above for the Common Stock Fund.

IN LIGHT OF THE AGGRESSIVENESS OF ITS POLICIES AND THE LESS DIVERSIFIED
NATURE OF ITS INVESTMENTS, AS PARTICIPANTS NEAR RETIREMENT, THEY SHOULD
PERIODICALLY REEVALUATE THE AMOUNT ALLOCATED TO THE AGGRESSIVE STOCK FUND.

Many investments which we believe would have the greatest growth potential
may involve greater risks than are inherent in the Common Stock Fund and the
Balanced Fund.

In general, the annual portfolio turnover rate of the Aggressive Stock Fund
is not expected to exceed 150%.

INVESTMENT MANAGEMENT

As the investment manager of the Bond, Balanced, Common Stock and Aggressive
Stock Funds, we invest and reinvest the assets of these Funds in a manner
consistent with the policies described above under INVESTMENT OBJECTIVES AND
POLICIES OF THE FUNDS.

In providing these services to the Bond, Balanced, Common Stock and
Aggressive Stock Funds, we currently use the personnel and facilities of our
majority-owned subsidiary, Alliance Capital Management L.P. (ALLIANCE), for
portfolio selection and transaction services. Alliance is also the investment
adviser for the Trust.

Alliance is a registered investment adviser under the Investment Advisors Act
of 1940 and acts as an investment adviser to various separate accounts and
general accounts of Equitable Life and other affiliated insurance companies.
Alliance's main office is located at 1345 Avenue of the Americas, New York,
New York 10105. On December 31, 1994, Alliance was managing $121 billion in
assets.

The securities held in the Bond, Balanced, Common Stock and Aggressive Stock
Funds must be reviewed and approved by the Investment Committee of our Board
of Directors. Subject to the Investment Committee's broad supervisory
authority, our investment officers have been given discretion as to sales
and, within specified limits, purchases of stocks, other equity securities
and certain debt securities. When an investment opportunity arises that is
consistent with the objectives of more than one of these Funds, investment
opportunities are allocated among these Funds in an impartial manner based on
certain factors such as the Funds' investment objectives and their
then-current investment and cash positions.

Our parent, The Holding Company, owns Donaldson, Lufkin & Jenrette, Inc.
(DLJ). A DLJ subsidiary, Donaldson, Lufkin & Jenrette Securities Corporation,
is one of the nation's largest investment banking and securities firms.
Another DLJ subsidiary, Autranet, Inc., is a securities broker that markets
independently originated research to institutions. Through the Pershing
Division of Donaldson, Lufkin & Jenrette Securities Corporation, DLJ supplies
correspondent services, including order execution, securities clearance and
other centralized financial services, to numerous independent regional
securities firms and banks.

To the extent permitted by law, and consistent with the Bond, Balanced,
Common Stock and Aggressive Stock Funds transaction practices discussed in
this prospectus and the SAI, these Funds may engage in securities and other
transactions with the above entities or may invest in shares of the
investment companies with which those entities have affiliations.

RATES OF RETURN

In order to show how the performance of the Funds may affect employer
balances, the following tables provide a historical view of investment
performance. The information presented includes performance results for each
Fund including, for the Investment Funds of Separate Account No. 51,
performance results since inception of the corresponding Portfolios, along
with the appropriate benchmarks. These performance results are based on the
change in the Unit value for the periods shown. Note that year-to-date




        
<PAGE>

figures are not annualized.

Performance data for the Bond, Balanced, Common Stock and Aggressive Stock
Funds reflect (i) the investment results of the Fund since inception and (ii)
the investment management and financial accounting fee. We have recalculated
performance prior to June 1, 1994 to reflect the deduction of this fee even
though it did not apply as an asset-based charge. Performance data for the
Investment Funds of Separate Account No. 51 (other than the International
Fund) reflect (i) the investment results of the corresponding Portfolios of
the Trust from the date of inception of those Portfolios, (ii) the actual
investment advisory fee and direct operating expenses of the relevant
Portfolio and (iii) the Separate Account Administrative Charge (although this
latter charge was not an asset-based charge before the Portfolios were
available under RIA). None of the data reflects the Ongoing Operations Fee,
which may be paid by a reduction in the number of Units credited under an
employer plan and applied (for employer plans enrolled in RIA on or after
February 9, 1986, on a decremental scale based on employer plan balances), or
loan fee, annuity benefit charge or charge for premium taxes, which may not
be applicable to any particular Participant. Because rates of return do not
reflect the Ongoing Operations Fee or other charges and fees applicable to
employer plans under RIA, the rate of return for an employer plan would be
lower if such charges and fees were reflected.

For amounts allocated or transferred to a Fund, investment return and
principal will fluctuate and Unit values may be worth more or less than the
original cost when redeemed.

Market indices are not subject to any charges for investment advisory fees
typically associated with a managed

                               21



        
<PAGE>

portfolio. Comparisons with these benchmarks, therefore, are of limited use.
We include them because they are widely known and may help you to understand
the universe or securities from which each Fund is likely to select its
holdings.

INCEPTION DATES AND COMPARATIVE BENCHMARKS

MONEY MARKET: May 11, 1982; Salomon Brothers Three-Month T-Bill Index
(3-Month T-Bill).

INTERMEDIATE GOVERNMENT SECURITIES: April 1, 1991; Lehman Intermediate
Government Bond Index (Lehman Intermediate Government).

BOND: May 1, 1981; Lehman Intermediate Government/Corporate Bond Index
(Lehman Intermediate GC).

QUALITY BOND: October 1, 1993; Lehman Aggregate Bond Index (Lehman
Aggregate).

HIGH YIELD: January 2, 1987; Merrill Lynch High Yield Master Index (Master
High Yield).

GROWTH & INCOME: October 1, 1993; 75% Standard & Poor's 500 Index (S&P 500),
and 25% Value Line Convertible Index (75% S&P 500/25% Value Line Conv.).

EQUITY INDEX: March 1, 1994; S&P 500 which includes reinvested dividends.

COMMON STOCK: July 1, 1969; Standard & Poor's 500 Index (S&P 500e), which
includes reinvested dividends.

GLOBAL: August 31, 1987; Morgan Stanley Capital International World Index
(MSCI World).

INTERNATIONAL: April 3, 1995; Morgan Stanley Capital International Europe,
Australia, Far East Index (MSCI EAFE) (To be offered under RIA on or about
September 1, 1995.)

AGGRESSIVE STOCK: May 1, 1969; 50% S&P 500 and 50% National Association of
Securities Dealers Automated Quotation System Composite (50% S&P 500/50%
NASDAQ).

CONSERVATIVE INVESTORS: October 2, 1989; 70% Lehman Treasury Bond Composite
Index and 30% S&P 500 (70% Lehman Treas./30% S&P 500).

BALANCED: June 25, 1979; 50% S&P 500 and 50% Lehman Government/Corporate Bond
Index (50% S&P 500/50% Lehman Corp.).

GROWTH INVESTORS: October 2, 1989; 30% Lehman Government/Corporate Bond Index
and 70% S&P 500 (30% Lehman Treas./70% S&P 500).

The Lipper Mutual Funds Survey (LIPPER) records the performance of over 7,000
mutual funds. According to Lipper Analytical Services, Inc., the data are
presented net of investment management fees, direct operating expenses, and,
for funds with Rule 12b-1 plans, asset-based sales charges. Lipper data
provide a more accurate picture of RIA performance relative to that of other
mutual funds underlying retirement plan products than the market indices.

All rates of return presented are time-weighted and include reinvestment of
investment income, including interest and dividends. Cumulative rates of
return reflect performance over a stated period of time. Annualized rates of
return represent the annual rate of growth that would have produced the same
cumulative return, if performance had been constant over the entire period.

The performance of the Funds does not represent the actual experience of a
particular participating employer plan; the amount and timing of
contributions affects individual performance, as do Fund expenses. For a
discussion of charges and fees and how they are deducted from a RIA plan, see
PART II--CHARGES AND FEES.

PAST PERFORMANCE IS NOT A GUARANTEE OR INDICATION OF FUTURE RESULTS. NO
PROVISIONS HAVE BEEN MADE FOR THE EFFECT OF TAXES ON INCOME AND GAINS OR UPON
DISTRIBUTION.

                               22



        
<PAGE>

       Annualized Rates of Return for Periods Ending December 31, 1994:

<TABLE>
<CAPTION>
                                                                                                 SINCE
                                       1 YEAR    3 YEARS    5 YEARS    10 YEARS    20 YEARS    INCEPTION
                                     --------  ---------  ---------  ----------  ----------  -----------
<S>                                  <C>       <C>        <C>        <C>         <C>         <C>
MONEY MARKET                            3.96%      3.46%      4.92%      6.21%        --          7.49%
 Lipper VA Money Market                 2.62       2.15       3.56       4.94         --          5.94
 3-Month T-Bill                         4.22       3.63       4.90       5.98         --          6.75
INTERMEDIATE GOVERNMENT SECURITIES     (4.42)      3.69        --         --          --          6.11
 Lipper VA U.S. Government             (4.94)      2.87        --         --          --          5.57
 Lehman Intermediate Government        (1.75)      4.36        --         --          --          6.55
BOND                                   (2.03)      4.29       6.96       8.81         --         10.60
 Lipper Intermediate
 Government Funds Average              (3.72)      3.51       6.48       8.22         --          8.79
 Lehman Intermediate GC                (1.93)      4.57       7.42       9.07         --         10.93
QUALITY BOND                           (5.15)       --         --         --          --         (4.54)
 Lipper VA Corporate Bond A-Rated      (5.64)       --         --         --          --         (4.82)
 Lehman Aggregate                      (2.92)       --         --         --          --         (2.30)
HIGH YIELD                             (2.83)     10.32      10.55        --          --          8.99
 Lipper VA High Yield                  (4.23)      9.45      10.59        --          --          8.07
 Master High Yield                     (1.16)     11.03      11.99        --          --         10.24
GROWTH & INCOME                        (0.62)       --         --         --          --         (0.71)
 Lipper VA Growth & Income             (1.62)       --         --         --          --          0.03
 75% S&P 500/25% Value Line Conv.       0.01        --         --         --          --          1.84
EQUITY INDEX*                            --         --         --         --          --          1.04
 Lipper VA S&P Index Funds*              --         --         --         --          --         (0.54)
 S&P 500*                                --         --         --         --          --          1.28
COMMON STOCK                           (1.94)      5.94       9.89      15.72       15.69%       12.33
 Lipper Growth Funds Avg.              (2.15)      5.64       8.88      12.99       16.05        10.42
 S&P 500e                               1.32       6.25       8.68      14.38       14.58        10.55
GLOBAL                                  5.18      11.37      11.09        --          --         10.34
 Lipper VA Global                      (2.40)      7.58       4.57        --          --          3.52
 MSCI World                             5.08       6.85       3.67        --          --          4.97
AGGRESSIVE STOCK                       (4.24)      2.28      16.87      14.36       17.46         9.97
 Lipper Small Company Growth Funds
 Avg.                                  (0.73)      9.93      12.29      14.00       17.11         9.17
 50% S&P 500/50% NASDAQ                (0.94)      7.46       9.65      13.14       14.06       N/A
THE BLENDED FUNDS:
CONSERVATIVE INVESTORS                 (4.15)      3.91       7.41        --          --          7.67
 Lipper VA Income                      (3.13)      5.30       7.67        --          --          7.77
 70% Lehman Treas./30% S&P 500         (1.97)      5.14       7.85        --          --          8.11
BALANCED                               (8.43)      0.05       7.04      10.89         --         13.68
 Lipper Balanced Portfolio             (2.52)      5.27       7.87      11.70         --         12.65
 50% S&P 500/50% Lehman Govt./Corp.    (1.09)      5.55       8.20      12.31         --         12.62
GROWTH INVESTORS                       (3.19)      5.36      13.99        --          --         14.14
  Lipper VA Flexible Portfolio         (3.65)      4.46       7.01        --          --          6.86
  30% Lehman Corp./70% S&P 500         (0.13)      5.83       8.39        --          --          8.49
<FN>
- ---------------
* Unannualized
</TABLE>

                               23



        
<PAGE>
       Cumulative Rates of Return for Periods Ending December 31, 1994:
<TABLE>
<CAPTION>
                                                                                                 SINCE
                                       1 YEAR    3 YEARS    5 YEARS    10 YEARS    20 YEARS    INCEPTION
                                     --------  ---------  ---------  ----------  ----------  -----------
<S>                                  <C>       <C>        <C>        <C>         <C>         <C>
MONEY MARKET                          3.96%    10.75%      27.16%     82.74%             %     164.60%
 Lipper VA Money Market               2.62      6.60       19.12      62.02         --         107.76
 3-Month T-Bill                       4.22     11.29       26.99      78.68         --         128.84
INTERMEDIATE GOVERNMENT              (4.42)    11.49        --         --           --          24.91
 Lipper VA U.S. Government           (4.94)     8.85        --         --           --          22.56
 Lehman Intermediate Government      (1.75)    13.65        --         --           --          26.89
BOND                                 (2.03)    13.44       39.99     132.75         --         296.65
 Lipper Intermediate
 Government Funds Average            (3.72)    10.89       36.88     120.25         --         216.45
 Lehman Intermediate GC              (1.93)    14.34       43.06     138.26         --         313.48
QUALITY BOND                         (5.15)      --         --         --           --          (5.64)
 Lipper VA Corporate Bond A-Rated    (5.64)      --         --         --           --          (5.99)
 Lehman Aggregate                    (2.92)      --         --         --           --          (2.86)
HIGH YIELD                           (2.83)    34.25       65.10       --           --          99.07
 Lipper VA High Yield                (4.23)    31.12       65.43       --           --          86.07
 Master High Yield                   (1.16)    36.87       76.16       --           --         118.08
GROWTH & INCOME                      (0.62)      --         --         --           --          (0.89)
 Lipper VA Growth & Income           (1.62)      --         --         --           --           0.04
 75% S&P 500/25% Value Line Conv.     0.01       --         --         --           --           2.30
EQUITY INDEX                           --        --         --         --           --           1.04
 Lipper VA S&P Index Funds             --        --         --         --           --          (0.54)
 S&P 500                               --        --         --         --           --           1.28
COMMON STOCK                         (1.94)    18.92       60.26     330.61      1,744.91    1,838.12
 Lipper Growth                       (2.15)    17.90       53.00     239.11      1,862.91    1,161.74
 S&P 500                              1.32     19.95       51.64     283.20      1,421.23    1,192.08
GLOBAL                                5.18     38.12       69.22       --           --         106.01
 Lipper VA Global                    (2.40)    24.49       25.04       --           --          29.26
 MSCI World                           5.08     21.99       19.74       --           --          42.79
AGGRESSIVE STOCK                     (4.24)     6.99      117.99     282.53      2,400.03    1,045.95
 Lipper Small Company Growth Funds
 Avg.                                (0.73)    32.86       78.56     270.59      2,255.15      851.16
 50% S&P 500/50% NASDAQ              (0.94)    24.10       58.49     243.61      1,289.14      N/A
THE BLENDED FUNDS:
CONSERVATIVE INVESTORS               (4.15)    12.21       42.95       --           --          47.35
 Lipper VA Income                    (3.13)    16.75       44.72       --           --          48.12
 70% Lehman Treas./30% S&P 500       (1.97)    16.24       45.93       --           --          50.68
BALANCED                             (8.43)     0.14       40.50     181.02         --         631.02
 Lipper Balanced Portfolio           (2.52)    16.66       46.03     202.40         --         533.72
 50% S&P 500/50% Lehman Govt./Corp.  (1.09)    17.61       48.29     219.37         --         533.60
GROWTH INVESTORS                     (3.19)    16.97       92.48       --           --         100.15
  Lipper VA Flexible Portfolio       (3.65)    14.00       40.35       --           --          41.66
   30% Lehman Corp./70% S&P 500      (0.13)    18.54       49.63       --           --          53.39
</TABLE>
                         YEAR-BY-YEAR RATES OF RETURN
<TABLE>
<CAPTION>
                    INTERMEDIATE
          MONEY      GOVERNMENT               QUALITY    HIGH     GROWTH &
          MARKET     SECURITIES      BOND      BOND      YIELD     INCOME
        --------  --------------  --------  ---------  -------  ----------
<S>     <C>       <C>             <C>       <C>        <C>      <C>
1985       8.11%             %      19.53%          %         %          %
1986       6.55          --         13.79       --        --         --
1987       6.58          --          1.58       --       4.62*       --
1988       7.27          --          6.21       --       9.68        --
1989       9.13          --         13.29       --       5.08        --
1990       8.19          --          7.82       --      -1.15        --
1991       6.13        12.03*       14.45       --      24.40        --
1992       3.48         5.54         6.03       --      12.26        --
1993       2.94        10.52         9.21     -0.52*    23.08      -0.27*
1994       3.96        -4.42        -2.03     -5.15     -2.83      -0.62
</TABLE>
                    (RESTUBBED TABLE CONTINUED FROM ABOVE)
<TABLE>
<CAPTION>
          EQUITY    COMMON               AGGRESSIVE    CONSERVATIVE                 GROWTH
          INDEX     STOCK     GLOBAL       STOCK        INVESTORS      BALANCED    INVESTORS
        --------  --------  ---------  ------------  --------------  ----------  -----------
            --                   --                         --                        --
<S>     <C>       <C>       <C>        <C>           <C>             <C>         <C>
1985           %     32.06%          %     18.07%               %       25.27%            %
1986        --       13.81       --         1.61            --          16.19         --
1987        --        5.67    -13.28*      -2.36            --          -5.34         --
1988        --       16.94     10.83        1.94            --          14.78         --
1989        --       44.68     26.67       46.97           3.08*        26.48        3.98*
1990        --      -11.35     -6.11        8.85           6.35         -0.65       10.56
1991        --       52.03     30.49       87.18          19.79         41.23       48.84
1992        --        1.22     -0.56       -3.01           5.74         -2.83        4.88
1993        --       19.81     32.06       15.19          10.71         12.54       15.20
1994      1.04*      -1.94      5.18       -4.24          -4.15         -8.43       -3.19
<FN>
- --------------
* Unannualized
</TABLE>
                               24



        
<PAGE>

- -----------------------------------------------------------------------------
                                  PART IV--
                       THE GUARANTEED INTEREST ACCOUNT
- -----------------------------------------------------------------------------

GENERAL

Contributions allocated to the Guaranteed Interest Account become part of our
general account, which supports all of our insurance and annuity guarantees
and our general obligations. Our general account, as part of our insurance
and annuity operations, is subject to regulation and supervision by the
Insurance Department of the State of New York and to the insurance laws and
regulation of all jurisdictions in which we are authorized to do business, as
discussed in PART VI--MISCELLANEOUS MATTERS. Because of applicable exemptive and
exclusionary provisions, interests in our general account have not been
registered under the Securities Act of 1933 nor is the general account an
investment company under the 1940 Act. Accordingly, neither our general account
nor any interests in our general account are subject to regulation under the
Securities Act of 1933 or 1940 Act, and we have been advised that the staff
of the SEC has not made a review of the information which is included in this
prospectus or in the SAI relating to our general account and the Guaranteed
Interest Account. These disclosures, however, may be subject to certain
generally applicable provisions of the Federal securities laws relating to
the accuracy and completeness of statements made in prospectuses.

THE GUARANTEES

The Guaranteed Interest Account provides an investment option in which the
value of the principal will not fluctuate. The amount allocated to the
Guaranteed Interest Account earns interest at the current guaranteed interest
rate which is an annual effective rate. After interest is credited, certain
charges and fees are deducted. The value of an employer plan's investment in
the Guaranteed Interest Account is, at any time, the total contributions
allocated to the Guaranteed Interest Account, PLUS the interest earned, LESS
(i) employer plan benefit payments, (ii) other employer plan withdrawals
(including loans) and (iii) charges and fees provided for under the
Contracts.

Interest is credited through and allocated on the Trans- action Date of any
transfer or withdrawal request. Interest is credited for each day of the
month on the amount maintained for the employer plan at the beginning of the
day at a daily rate equivalent to the guaranteed interest rate ap- plicable
to the employer plan. The annual effective rate does not reflect deductions
of fees and expenses.

CURRENT AND MINIMUM INTEREST RATES

Except as described below, the "current" rate is the rate of interest that we
actually credit to amounts in the Guar- anteed Interest Account for a given
calendar year. Current rates are declared for each class of employer plans
before the beginning of each calendar year. In addition to the current rate,
we declare "minimum" rates for the next two calendar years. The minimum
interest rates will never be lower than 4%. In general, we expect to declare
current rates in any year greater than the previously declared minimum rates
for that year. If the employer plan is permitted to invest in the Bond Fund,
we may at times have the right to declare a lower "current" rate of interest
(REVISED RATE) which will be applicable for the remainder of the calendar
year only to new amounts contributed or transferred by the employer plan to
the Guaranteed Interest Account. See PART V--PROVISIONS OF RIA AND RETIREMENT
BENEFITS--SPECIAL RULES APPLICABLE TO PLANS THAT MAY INVEST IN THE BOND FUND,
for circumstances in which a revised rate might be declared. Such revised rate
will reflect market interest rates for money market instruments and other
short-term investments existing at the time any such amount is contributed or
transferred to the Guaranteed Interest Account without regard to any
previously declared minimum rate.

THE CURRENT RATE OF INTEREST FOR 1995 AND THE 1996 AND 1997 MINIMUM RATES OF
INTEREST GUARANTEED FOR EACH CLASS ARE STATED IN THE PROPOSAL DOCUMENTS
SUBMITTED TO SPONSORS OF PROSPECTIVE RIA EMPLOYER PLANS. The establishment of
new classes will not decrease the rates applicable to employer plans already
assigned to a previous class. The effective current rate for 1996 and the
minimum rates effective for calendar years 1997 and 1998 will be declared in
December 1995.

CLASSES OF EMPLOYER PLANS

We assign an employer plan to a "class" of employer plans upon its
participation in the Master Retirement Trust in order to facilitate the
determination of current and minimum guaranteed rates of interest that are
applicable for that employer plan participating in our Guaranteed Interest
Account. The initial class of employer plans to which an employer plan is
assigned will depend on the adoption effective date.

However, we reserve the right to, at any time during a calendar year, (1)




        
<PAGE>

close a class and begin a new class for employer plans adopting the Master
Retirement Trust during the balance of the calendar year or (2) combine two
or more classes of employer plans. When we begin a new class of employer
plans or combine two or more classes of employer plans we will not decrease
the "current" or "minimum" guaranteed rates of interest for a class once
those rates have been declared.

CHARGES AND FEES

The ongoing operations fee, contingent withdrawal charge, loan fee, PRS
charge, annuity benefit charge and the charge for applicable state taxes
discussed in PART II--CHARGES AND FEES apply to employer plan balances
maintained in the Guaranteed Interest Account. The loan fee is applied on the
Transaction Date that the loan amount is paid out of the Guaranteed Interest
Account.

DEFERRED PAYOUT PROVISION

With respect to trustee-directed employer plans which are terminating their
RIA Contract, there is a deferred payout provision. Under that provision, we
can defer payment of

                               25



        
<PAGE>

the employer plan balance held in the Guaranteed Interest Account less the
contingent withdrawal charge by paying out the balance in six installments
over five years. During the deferred payout period, the balances upon which
we defer payment continue to earn the current interest rate declared for each
year. The ongoing operations fee continues to be deducted monthly from the
balance during the deferred payout period.

When the deferred payout provision is imposed, any trustee-directed employer
plan benefits becoming due during the deferred payout period will not be paid
from the employer plan balance in the Guaranteed Interest Account but, if
sufficient funds are available, would be paid from the new funding vehicle
for the trustee-directed employer plan. Participant-directed employer plans
are not subject to the deferred payout provision.

                               26



        
<PAGE>

                  ILLUSTRATION OF DEFERRED PAYOUT PROVISION
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
 TRANSACTION DATE          END OF YEAR 1        END OF YEAR 2         END OF YEAR 3        END OF YEAR 4        END OF YEAR 5
- ---------------------  --------------------  --------------------  ---------------------  ------------------  -----------------
<S>                    <C>                   <C>                   <C>                    <C>                  <C>
   GUARANTEED INTEREST
   ACCOUNT PLAN ASSETS
 - WITHDRAWAL CHARGE
- --------------------
 DISTRIBUTION AMOUNT 1
 DIST. AMT. 1 = 1ST PAYMENT
- -------------
  6

 DIST. AMOUNT 1
 - 1ST PAYMENT
- ---------------
       BALANCE 1
                         BALANCE 1
                       + INTEREST
                       - OPERATIONS FEE
                       ----------------
                       DISTRIBUTION AMOUNT 2
                       DIST. AMT. 2 = 2ND PAYMENT
                       ------------
                         5

                       DIST. AMOUNT 2
                       - 2ND PAYMENT
                       -------------
                            BALANCE 2
                                               BALANCE 2
                                             + INTEREST
                                             - OPERATIONS FEE
                                             ----------------
                                             DISTRIBUTION AMOUNT 3
                                             DIST. AMT. 3 = 3RD PAYMENT
                                             ------------
                                               4
                                             DIST. AMOUNT 3
                                             - 3RD PAYMENT
                                             -------------
                                                  BALANCE 3
                                                                     BALANCE 3
                                                                   + INTEREST
                                                                   - OPERATIONS FEE
                                                                   ----------------
                                                                   DISTRIBUTION AMOUNT 4
                                                                   DIST. AMT. 4 = 4TH PAYMENT
                                                                   ------------
                                                                     3
                                                                   DIST. AMOUNT 4
                                                                   - 4TH PAYMENT
                                                                   -------------
                                                                        BALANCE 4
                                                                                            BALANCE 4
                                                                                          + INTEREST
                                                                                          - OPERATIONS FEE
                                                                                          ----------------
                                                                                          DISTRIBUTION AMOUNT 5
                                                                                          DIST. AMT. 5 = 5TH PAYMENT
                                                                                          ------------
                                                                                            2

                                                                                          DIST. AMOUNT 5
                                                                                          - 5TH PAYMENT
                                                                                          -------------
                                                                                               BALANCE 5
                                                                                                                BALANCE 5
                                                                                                              + INTEREST
                                                                                                              - OPERATIONS FEE
                                                                                                              ----------------
                                                                                                              FINAL DISTRIBUTION

</TABLE>

                               27



        
<PAGE>

- -----------------------------------------------------------------------------
                                   PART V--
                  PROVISIONS OF RIA AND RETIREMENT BENEFITS
- -----------------------------------------------------------------------------

CONTRIBUTIONS; FREQUENCY AND AMOUNT

When RIA is utilized as the exclusive investment funding vehicle for the
assets of an employer plan, the annual aggregate amount of contributions must
be at least $10,000 (EXCLUSIVE FUNDING EMPLOYER PLAN).

In our sole discretion, RIA may also be utilized as a partial investment
funding vehicle for employer plans. In such cases, the aggregate amount of
contributions in the initial participation year must be at least $50,000 and
the annual aggregate amount of contributions thereafter must be at least
$25,000 (PARTIAL FUNDING EMPLOYER PLANS). There is no required minimum for
the amount of each contribution where employer plan contributions are made on
a basis more frequent than annually. The total amount of contributions under
an employer plan is limited by law. See PART VII--TAX CONSIDERATIONS.

ROLLOVER OR TRANSFER FROM A PLAN

An employer can change the funding of an existing plan to use RIA.

Before making a change, the following should be carefully considered:

o  The comparative costs and benefits under existing funding arrangements and
under RIA; and

o  The amendments or changes that may have to be made in the plan if funds
are transferred.

To make a rollover or transfer to RIA, funds must be in cash. Therefore, any
assets accumulated under an existing plan will have to be liquidated for
cash.

SELECTING INVESTMENT OPTIONS

An employer can elect to fund the employer plan with any number of the
Investment Options available under the Contracts. Generally, for
participant-directed plans, if the employer elects to fund the employer plan
by selecting any of the Intermediate Government Securities, Quality Bond,
High Yield or Conservative Investors Funds and intends for the employer plan
to comply with the requirements of ERISA Section 404(c), the employer should
also select the Money Market Fund. If the employer intends for the employer
plan to comply with ERISA Section 404(c) and none of the Money Market,
Intermediate Government Securities, Quality Bond, High Yield or Conservative
Investors Funds is selected, the employer should elect the Guaranteed
Interest Account as a funding option. If the employer selects any of the
Money Market, Bond, Intermediate Government Securities, Quality Bond, High
Yield or Conservative Investors Funds and the Guaranteed Interest Account,
certain restrictions will apply to transfers out of the Guaranteed Interest
Account. The Bond Fund is available only to employer plans that signed an
Agreement to participate in that Fund prior to June 1, 1994, and special
transfer rules apply for these employer plans. See SPECIAL RULES APPLICABLE
TO PLANS THAT MAY INVEST IN THE BOND FUND in this Section. If the Employer
adds any of the Investment Funds of Separate Account No. 51, the Bond Fund
will no longer be subject to any transfer restrictions. However, transfers
out of the Guaranteed Interest Account will be subject to certain
restrictions. See TRANSFER PROVISIONS in this Section.

ALLOCATION CHOICES

Contributions may be allocated to the Investment Options by dollar amounts or
in any whole number percentages that total 100% in accordance with the
allocation instructions on file.

In addition to our rules, allocation changes may be subject to employer plan
provisions which may limit or disallow such movements. Allocation changes may
be made without charge.

EXCEPT AS PROVIDED BELOW IN CONNECTION WITH TRUSTEE- DIRECTED PLANS, AMOUNTS
TO BE ALLOCATED TO AN INVESTMENT OPTION TO EFFECTUATE PERMITTED CONTRIBUTION
ALLOCATION CHANGES WILL BE EFFECTIVE ON THE TRANSACTION DATE.

For allocations to the Guaranteed Interest Account in connection with
trustee-directed plans, any proposed change in an employer plan's
contribution allocation must be provided to us by written notice at least 60
days before the effective date of the proposed change.

TRANSFER PROVISIONS

Transfers of accumulated amounts among the Investment Options will be
permitted at any time and in any amount, subject to the transfer limitations
described in this section. In addition to our rules, transfers among the




        
<PAGE>

Investment Options may be subject to employer plan provisions which may limit
or disallow such movements. Transfers among the Investment Options may be
made without charge.

Under certain situations, amounts transferred out of the Guaranteed Interest
Account during the calendar quarter in which the request is made and the
three preceding calendar quarters (TRANSFER PERIOD) are subject to a transfer
limitation described in this section.

PARTICIPANT-DIRECTED EMPLOYER PLANS THAT HAVE ELECTED THE PRS: If the
employer elects to fund the employer plan with the Guaranteed Interest
Account and the Money Market, Bond, Intermediate Government Securities,
Quality Bond, High Yield or Conservative Investors Funds, during any transfer
period, the maximum amount that may be transferred by a participant from the
Guaranteed Interest Account is equal to the greater of: (i) 25% of the amount
the participant had in the Guaranteed Interest Account as of the last
calendar day of the prior calendar year and (ii) the total of all amounts the
participant transferred out of the Guaranteed Interest Account during the
prior calendar year. Generally, this means that new participants will not be
able to transfer amounts out of the Guaranteed Interest Account during the
first calendar year of their participation under the Contract.

If assets have been transferred from another funding vehicle by the Employer,
the participant, for the remainder of that calendar year, may transfer to the
Funds up to 25% of

                               28



        
<PAGE>

such transferred amount that the participant initially allocated to the
Guaranteed Interest Account.

PARTICIPANT-DIRECTED EMPLOYER PLANS THAT HAVE NOT ELECTED THE PRS: If the
employer elects to fund the employer plan with the Guaranteed Interest
Account and the Money Market, Bond, Intermediate Government Securities,
Quality Bond, High Yield or Conservative Investors Funds, during any transfer
period the maximum amount that may be transferred from the Guaranteed
Interest Account is equal to the greater of: (i) 25% of the amount the
employer plan had in the Guaranteed Interest Account as of the last calendar
day of the prior calendar year and (ii) the total of all amounts the employer
plan transferred out of the Guaranteed Interest Account during the prior
calendar year. The employer plan is responsible for monitoring this transfer
limitation.

If assets have been transferred from another funding vehicle by the Employer,
the trustee on behalf of the participant, for the remainder of that calendar
year, may transfer to the Funds up to 25% of such transferred amount that was
initially allocated to the Guaranteed Interest Account.

TRUSTEE-DIRECTED PLANS: Transfers of accumulated amounts among the Investment
Options will be permitted as determined by us in our sole discretion only.

If assets have been transferred from another funding vehicle by the Employer,
the plan trustee, for the remainder of that calendar year may transfer to an
Investment Option up to 25% of such transferred amount that was initially
allocated to the Guaranteed Interest Account.

SPECIAL RULES APPLICABLE TO PLANS
THAT MAY INVEST IN THE BOND FUND

The Bond Fund is available only to Participant-directed employer plans that
signed an agreement to participate in that Fund prior to June 1, 1994.
Special transfer rules, described below, apply to these employer plans when
none of the Investment Funds of Separate Account No. 51 is available (OLD
EMPLOYER PLANS). If the Employer for an old employer plan adds any of the
Investment Funds of Separate Account No. 51, the Bond Fund will no longer be
subject to any transfer restrictions. However, transfers out the Guaranteed
Interest Account will be subject to certain restrictions. See TRANSFER
PROVISIONS in this Section.

TRANSFERS TO THE BOND FUND: Except as described below, a plan participant in
an old employer plan may elect to transfer to the Bond Fund any whole
percentage up to and including 100% of the amounts arising from participant-
directed contributions that are held on behalf of the plan participant under
any other Investment Option. Requests to transfer amounts to the Bond Fund
will be processed only if, on the Transaction Date with respect to such
transfer, the current guaranteed interest rate with respect to the employer
plan's Guaranteed Interest Account is higher than the then-current benchmark
treasury rate.

A BENCHMARK TREASURY RATE will be determined on the Business Day coinciding
with or last preceding the 10th day of each month and will be applicable to
transfer requests with Transaction Dates that occur on or after the 16th day
of the month but before the 16th day of the immediately following month. The
BENCHMARK TREASURY RATE will be equal to the Five Year Constant Maturity rate
(as published in Federal Reserve Statistical Release H.15) for the Business
Day on which the rate is determined. The benchmark treasury rate can also be
obtained via a daily tape recording which can be accessed by calling the RIA
Service Office at 1-800-967-4560.

If we receive a request for a transfer of amounts into the Bond Fund that
would occur on a Transaction Date on which such a transfer is not permitted,
we will not process the transfer and will so notify the Employer within four
Business Days. We will not redirect the transfer to another Investment Option
and will not maintain any record of such request for future processing.

TRANSFERS FROM THE BOND FUND: Except as described below, a plan participant
in an old employer plan may elect to transfer any whole percentage (up to and
including 100%) of the amounts held in the Bond Fund on behalf of such
participant to one, or any combination, of the other Investment Options.

RESTRICTIONS AFFECTING THE GUARANTEED INTEREST ACCOUNT: We reserve the right
to declare a lower revised interest rate (see PART IV--THE GUARANTEED INTEREST
ACCOUNT--CURRENT AND MINIMUM INTEREST RATES) applicable only to new
contributions and transfers (ALLOCATIONS) being made to the Guaranteed Interest
Account from any Fund available under the employer plan, if all of the following
conditions exist:

- --  on the Transaction Date with respect to the allocation, the aggregate amount
    held in the Bond Fund with respect to all employer plans comprising
    Equitable Life's Small Pension book of business is at least 10% of the
    aggregate amount then held under all the contracts which fund those plans;




        
<PAGE>

- --  on the Transaction Date with respect to the allocation, the otherwise
    applicable "current" guaranteed interest rate with respect to the employer
    plan's Guaranteed Interest Account exceeds the benchmark treasury rate by at
    least 0.75%; and

- --  prior allocations to the Guaranteed Interest Account for the employer plan
    during that calendar year equal or exceed 110% of the average annual
    allocations to the Guaranteed Interest Account for the employer plan during
    the three immediately preceding calendar years.

If we declare a revised rate the employer or plan trustee may, by written
notice, withdraw all or part of the amount that would be credited with such
lower revised rate, without deduction of the contingent withdrawal charge.
The investment, for the remainder of the calendar year, of such withdrawn or
returned amounts in a funding vehicle other than RIA shall not be considered
a violation of an employer plan's exclusive funding obligation provided such
amount is contributed to RIA at the beginning of the following calendar year.

LOAN PROVISION

Loans to plan trustees on behalf of participants are permitted in our RIA
program. It is the plan administrator's responsibility to administer the loan
program. See PART VII--TAX AND ERISA CONSIDERATIONS.

The following are important features of the RIA loan provision.

A loan will be permitted only from the Guaranteed Interest Account. If the
amount requested to be borrowed plus the loan fee and loan reserve we discuss
below is more than the amount available in the Guaranteed Interest Account
for the loan transaction, the employer can move the additional amounts
necessary from one or more Funds to the Guaranteed Interest Account.

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<PAGE>

o The plan administrator determines the interest rate, the maximum term and all
other terms and conditions of the loan.

o Repayment of loan principal and interest can be made only to the Guaranteed
Interest Account. The employer must identify the portion of the repayment
amount which is principal and which is interest.

o Upon repayment of a loan amount, any repayment of loan principal and loan
reserve (see below) taken from one or more Funds for loan purposes may be
moved back to a Fund.

o We charge a loan fee in an amount equal to 1% of the loan principal amount on
the Transaction Date a loan is made. The Contingent Withdrawal Charge will be
applied to any unpaid principal, as if the amount had been withdrawn on the
day the principal payment was due. See PART II--CHARGES AND FEES.

o The minimum amount of a loan for a participant is $1,000, and the maximum
amount is 90% of the balances in all the Investment Options for a
participant. An employer plan, the Code and the Department of Labor (DOL) (as
described in PART VII--TAX AND ERISA CONSIDERATIONS) may impose additional
conditions or restrictions on loan transactions.

o On the Transaction Date a loan is made, we create a loan reserve account in
the Guaranteed Interest Account in an amount equal to 10% of the loan amount.
The 10% loan reserve is intended to cover (1) the ongoing operations fee
applicable to amounts borrowed, (2) the possibility of our having to deduct
applicable contingent withdrawal charges (see PART II--CHARGES AND FEES) and (3)
the deduction of any other withholdings, if required. The loan amount will not
earn any interest under the Contracts while the loan is outstanding. The amount
of the loan reserve will continue to earn interest at the Guaranteed Interest
Account rate applicable for the employer plan.

o The ongoing operations fee will apply to the sum of the Investment Option
balances (including the loan reserve) plus any unpaid loan principal. If the
employer plan is terminated or any amount is withdrawn, or if any
withdrawal from RIA results in the reduction of the 10% loan reserve amount
in the Guaranteed Interest Account, during the time a loan is outstanding,
the contingent withdrawal charge will be applied to any principal loan
balances outstanding as well as to any employer plan balances (including the
loan reserve) in the Investment Options. See PART II--CHARGES AND FEES.

BENEFIT PAYMENTS GENERAL

Subject to the provisions of an employer plan, proceeds for the participant
may be applied to any one of the following benefit choices offered by RIA:

o purchase of one of our annuities;

o lump sum distribution;

o use of part of the proceeds to purchase one of our annuities with the balance
to be paid as a lump sum; or

o permitted cash withdrawal.

The amount used to purchase any one form of annuity un- der the Contracts,
net of all applicable charges and fees, must be at least $3,500. See PART
II--CHARGES AND FEES--CONTINGENT WITHDRAWAL CHARGE.

We require that the amount of any benefit distribution from an employer plan
that uses RIA as a partial investment funding vehicle be in proportion to the
amount of plan assets held in RIA unless some other method is specifically
agreed upon in writing between Equitable and the trustees of the employer
plan.

CASH DISTRIBUTIONS

Requests for cash distributions must be made to us on an aggregate as opposed
to a participant-by-participant basis, except for employer plans using the
PRS. See PART VIII--PARTICIPANT RECORDKEEPING SERVICES (OPTIONAL). Distribution
checks are made payable to the trustees of the plan. The plan trustees are
responsible for distribution of funds to the participant or other payee and for
any applicable Federal and state income tax withholding and reporting. See PART
VII--TAX AND ERISA CONSIDERATIONS.

ANNUITY BENEFITS

Subject to the provisions of an employer plan, we have available under RIA




        
<PAGE>

the following forms of fixed annuities.

o LIFE ANNUITY: An annuity which guarantees a lifetime income to the retired
employee-participant (ANNUITANT) and ends with the last monthly payment
before the annuitant's death. There is no death benefit associated with
this annuity form and it provides the highest monthly amount of any of the
guaranteed life annuity forms. If this form of annuity is selected, it is
possible that only one payment will be made if the annuitant dies after that
payment.

o LIFE ANNUITY-PERIOD CERTAIN: This annuity form guarantees a lifetime income
to the annuitant and, if the annuitant dies during a previously selected
minimum payment period, continuation of payments to a designated beneficiary
for the balance of the period. The minimum period is usually 5, 10, 15 or 20
years.

o LIFE ANNUITY-REFUND CERTAIN: This annuity form guarantees a lifetime income
to the annuitant and, if the annuitant dies before the initial single
premium has been recovered, payments will continue to a designated
beneficiary until the single premium has been recovered. If no beneficiary
survives the annuitant, the refund will be paid in one lump sum to the
estate.

o PERIOD CERTAIN ANNUITY: Instead of guaranteed lifetime income, this annuity
form provides for payments to the annuitant over a specified period, usually
5, 10, 15 or 20 years, with payments continuing to the designated beneficiary
for the balance of the period if the annuitant dies before the period
expires.

o QUALIFIED JOINT AND SURVIVOR LIFE ANNUITY: This annu- ity form guarantees
lifetime income to the annuitant, and, after the annuitant's death, the
continuation of income to the surviving spouse. Generally, unless a married
annuitant elects otherwise with the written consent of his spouse, this will
be the form of annuity payment. If this form of annuity is selected, it is
possible that only one payment will be made if both the annuitant and the
spouse die after that payment.

All of the forms outlined above (with the exception of Qualified Joint and
Survivor Life Annuity) are available as either Single or Joint life
annuities. We offer other forms not out- lined here. Your Agent can provide
details.

AMOUNT OF FIXED ANNUITY PAYMENTS

Our forms of a fixed annuity provide monthly payments of specified amounts.
Fixed annuity payments, once begun,

                               30



        
<PAGE>

will not change. The size of payments will depend on the form of annuity that
is chosen, our annuity rate tables in effect when the first payment is
made, and, in the case of a life income annuity, on the annuitant's age. The
tables in our Contracts show monthly payments for each $1,000 of proceeds
applied under an annuity. If our annuity rates in effect on the annuitant's
retirement date would yield a larger payment, those current rates will apply
instead of the tables. Our annuity rate tables are designed to determine the
amounts required for the annuity benefits elected and for administrative and
investment expenses and mortality and expense risks. Under our Contracts we
can change the annuity rate tables every five years. Such changes would not
affect annuity payments being made.

PAYMENT OF ANNUITY

Amounts in the Funds to be applied to retirement benefits are made available
by the redemption of Units. The proceeds, plus any amounts in the Guaranteed
Interest Account, less a $175 ADMINISTRATIVE CHARGE and PREMIUM TAX CHARGE,
if applicable, are applied to purchase the form of distribution selected.

ASSIGNMENT AND ALIENATION

The employer plan balances and rights under RIA cannot be assigned, sold,
alienated, discounted or pledged as collateral for a loan or other obligation
to any party (this reference to a loan does not apply to a loan discussed
above under--LOAN PROVISION), except to the extent allowed by law for a
Qualified Domestic Relations Order (QDRO), as that term is defined in the Code.

CREDITORS' CLAIMS

Proceeds payable under our Contracts cannot be assigned or encumbered by the
payee.

All proceeds under our Contracts will be paid free from the claims of
creditors to the extent allowed by law.

WHEN WE PAY PROCEEDS

Application of proceeds to an annuity and payments or withdrawals out of the
Investment Options ordinarily will be made promptly after the Transaction
Date. However, we can defer payments, applications and withdrawals from the
Funds for any period during which the New York Stock Exchange is closed for
trading, sales of securities are restricted or determination of the fair
market value of assets of the Funds is not reasonably practicable because of
an emergency. We may also defer withdrawals from the Funds for up to 60 days
and pay any withdrawals from the plan in installments in order to protect the
interests of the other contract holders in a Fund.

PERIODIC REPORTS

We send the employer a report each quarter that shows transactions in the
Investment Options during the quarter for the employer plan, the number of
Units in the Funds credited to the employer plan, the Unit values and the
balances in all of the Investment Options as of the end of the quarter.

The employer will also receive an annual report and a semi-annual report
containing financial statements of the Funds and a list of the Funds' or
Trust's portfolio securities.

The employer automatically receives a confirmation notice following the
processing of a financial Investment Option transaction.

IF A PLAN FAILS TO QUALIFY

If an employer plan fails to maintain its qualification under the Code, we
can terminate the employer plan's participation under RIA. If we terminate
the employer plan's participation under RIA, we will withdraw the employer
plan balances from the Investment Options, less applicable charges and fees
and any outstanding loan balances, and pay the amounts to the trustees of the
plan.

MODIFICATION OR CONTRACT
DISCONTINUANCE/TERMINATION

The Contracts are group annuity contracts which may be modified between us
and United States Trust Company under the Master Retirement Trust agreement
and, by such agreement, have been amended from time to time. However, no
change to the Contracts can reduce annuities in the course of payment.

The trustee under the Master Retirement Trust agreement at any time upon
notice to us may resign and we may appoint a successor trustee.

We can discontinue offering RIA at any time. Discontinuance of RIA would not
affect annuities in the course of payment, but no further contributions
would be accepted by us. The employer may elect to maintain Investment
Options balances with us to provide annuity benefits in accordance with the




        
<PAGE>

terms of the Contracts. The employer may elect to discontinue the
participation of the employer plan in RIA at any time upon advance written
notice to us. WE MAY ELECT, UPON WRITTEN NOTICE TO THE EMPLOYER, TO
DISCONTINUE THE PARTICIPATION OF THE EMPLOYER PLAN IN RIA IF (1) THE EM-
PLOYER FAILS TO COMPLY WITH ANY TERMS OF THE MASTER RETIREMENT TRUST, (2) THE
EMPLOYER FAILS TO MAKE THE REQUIRED MINIMUM CONTRIBUTIONS, (3) AS MAY BE
AGREED UPON IN WRITING BETWEEN EQUITABLE LIFE AND THE EMPLOYER IF THE PLAN
FAILS TO MAINTAIN MINIMUM AMOUNTS OF FUNDS INVESTED IN RIA, OR (4) THE
EMPLOYER FAILS TO COMPLY WITH ANY REPRESENTATIONS AND WARRANTIES MADE BY THE
EMPLOYER, TRUSTEES OR EMPLOYER PLAN TO EQUITABLE LIFE IN CONNECTION WITH THE
EMPLOYER PLAN'S PARTICIPATION IN RIA. See PART I--RIA SUMMARY--PARTICIPATION AND
FUNDING REQUIREMENTS.

At any time on or after the participation of the employer in RIA has been
discontinued, we may withdraw the entire amount of the employer plan assets
held in the Investment Options, and pay them to the trustee of the employer
plan, subject to our right to defer payout of amounts held in the Guaranteed
Interest Account, less any applicable charges and fees and outstanding loan
balances. See PART II--CHARGES AND FEES and PART IV--THE GUARANTEED INTEREST
ACCOUNT.

Reference is made to copies of the Contracts, as amended and modified, which
have been filed as an exhibit to our Registration Statement, as amended from
time to time, and which are incorporated by reference herein.

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<PAGE>

- -----------------------------------------------------------------------------
                                  PART VI--
                            MISCELLANEOUS MATTERS
- -----------------------------------------------------------------------------

HOW WE ARE REGULATED

We are regulated and supervised by the New York State Insurance Department.
In addition, we are subject to the insurance laws and regulations in all
jurisdictions where we are authorized to do business. We submit annual
reports on our operations and finances to insurance officials in these
jurisdictions. The officials review our reports to be sure we are financially
sound and that we are complying with applicable laws and regulations.

The Contracts have been approved by the New York State Insurance Department.
Its regulation and Contract approvals do not involve any supervision of the
investment policies of the Funds or the selection of investments except to
determine compliance with New York insurance laws.

We are also subject to various Federal securities laws and regulations.
However, this does not involve supervision by the SEC of us or of the
management or investment practices or policies of the Funds or the Trust
portfolios.

We are registered with the SEC as a broker-dealer under the Securities
Exchange Act of 1934. We are also a member of the National Association of
Securities Dealers, Inc. (NASD). We offer RIA through our Agents who are
licensed by state insurance officials and, where necessary, qualified by the
NASD.

COMMISSIONS AND SERVICE FEES

Our Agents who assist in establishing an employer plan in RIA and providing
necessary services (not including recordkeeping services) are entitled to
receive commissions and service fees from us, which are paid to Agents and
are not in addition to the fees and charges we describe under PART II--
CHARGES AND FEES. Any service fees paid to Agents are contingent upon their
providing service satisfactory to us.

While the charges and fees we receive from a RIA employer plan initially may
be less than the commissions and service fees paid to Agents by us, it is
expected that over time those charges and fees will be adequate to cover all
expenses.

CERTAIN RETIREMENT PLANS THAT USE RIA MAY ALLOW EMPLOYER PLAN ASSETS TO BE
USED IN PART TO BUY LIFE INSURANCE POLICIES RATHER THAN APPLYING ALL OF THE
CONTRIBUTIONS TO RIA. Our Agents will receive commissions on any such
Equitable Life life insurance policies at standard rates. These commissions
are subject to regulation by state law and are at rates higher than those
applicable to commissions payable for placing an employer plan under RIA.

COPIES OF THE MASTER RETIREMENT TRUST AGREEMENT

We give a copy of the Master Retirement Trust and participation agreement to
the employer before the participation agreement is signed. It is recommended
that the contents of the Master Retirement Trust and participation agreement
be fully understood before the participation agreement is signed.
Consultation with independent financial counsel or tax counsel regarding the
suitability of the Master Retirement Trust and participation agreement is
advisable, as we are not permitted to give such advice.

FIDUCIARIES

We are registered as an investment adviser under the Investment Advisers Act
of 1940, and we acknowledge that we are an investment manager and a
fiduciary, as defined in ERISA, with respect to employer plan assets that are
allocated to the Bond, Balanced, Common Stock and Aggressive Stock Funds
under RIA.

ACCEPTANCE

The employer or plan sponsor, as the case may be, is solely responsible for
determining whether RIA is a suitable funding vehicle and should, therefore,
carefully read the prospectus and installation materials before the
participation agreement is signed.

VOTING RIGHTS

No voting rights apply to any of the Separate Accounts or the Guaranteed
Interest Account. As legal owners of the shares of the Trust held in Separate
Account No. 51 which invests in the Trust, however, we have the right to vote
on certain matters. The Trust is not required to hold annual meetings of
shareholders and may elect not to do so. If a meeting of shareholders is
held, they may vote on such matters as election of directors and any other
matters requiring a vote by shareholders under the 1940 Act. Equitable Life
will vote the shares of the Trust allocated to the Investment Funds of




        
<PAGE>

Separate Account No. 51 in accordance with instructions received from
employers, participants or trustees, as the case may be, in the respective
Investment Funds of Separate Account No. 51. Each participant for whom we
maintain records and, in other cases, the employer or trustee, will be
allowed to instruct us on how to vote shares of the Trust in proportion to
their interest in the Investment Funds of Separate Account No. 51 as of the
record date for the shareholder meeting. If we do not receive instructions in
time from all shareholders, we will vote the shares for which no instructions
have been received in the same proportion as we vote shares for which we have
received instructions. If you invest in Separate Account No. 51, you will
receive periodic reports relating to the Trust and proxy material together
with a voting instruction form, in connection with shareholder meetings.

Currently, we control the Trust. Trust shares are held by other separate
accounts of ours and by separate accounts of insurance companies affiliated
and unaffiliated with us. Shares held by these separate accounts will
generally be voted according to the instructions of the owners of insurance
policies and contracts funded through those separate accounts, thus diluting
the effect of your voting instructions.

                               32



        
<PAGE>

OUR RIGHTS

We reserve the right to take certain actions in connection with our
operations and the operations of the Funds as permitted by applicable law. If
necessary, we will seek approval by participants in RIA.

We have reserved all rights to our corporate name or any part of it. We may
allow our Funds and other entities to use our name but we may also withdraw
this right.

We may unilaterally amend or modify the Contracts or the Master Retirement
Trust without the consent of the employer or plan sponsor, as the case may
be, in order to keep the Contracts or the Master Retirement Trust in
compliance with law.

LEGAL PROCEEDINGS

We are engaged in various litigation. In our judgment, no litigation is of
material importance to our total assets.

EXPERTS

The financial statements as of December 31, 1994 and for each of the two
years in the period then ended included in the SAI for Separate Account Nos.
13, 10, 4, 3 and 51 and the condensed financial information for each of the
two years in the period ended December 31, 1994 included in this prospectus
and the financial statements as of December 31, 1994 and 1993 and for each of
the two years in the period ended December 31, 1994 included in the SAI for
Equitable Life have been so included in reliance on the report of Price
Waterhouse LLP, independent accountants, given on the authority of said firm
as experts in auditing and accounting.

The financial statements of Equitable Life for the year ended December 31,
1992 included in the SAI have been audited by Deloitte and Touche LLP, as
stated in their report, and have been so included in reliance on the report
of Deloitte and Touche LLP, independent accountants, given upon the authority
of such firm as experts in accounting and auditing.

WHERE TO GET ADDITIONAL INFORMATION

We have filed with the SEC a registration statement relating to the Units and
the offering described in this prospectus and augmented with the information
in the related SAI. The registration statement, which is required by the
Securities Act of 1933, contains additional information that is not required
in this prospectus or SAI under the rules and regulations of the SEC. Copies
of the registration statement may be obtained from the SEC's main office in
Washington, D.C. upon payment of the applicable fee.

CHANGES IN FUNDING VEHICLE

A qualified retirement plan may ordinarily change the means of funding
retirement benefits. Persons contemplating such a change in order to
participate in RIA should carefully consider the relative advantages and
disadvantages of such a change, including, in particular, comparative cost
factors and benefits available under RIA and under existing investing
vehicles. Such a change may affect only future contributions or may include
the transfer of funds previously contributed. If funds already invested are
transferred to us, they will normally be accepted only in cash, making
necessary liquidation of the assets accumulated under the existing funding
media. If a transfer is contemplated, it may be advisable to study the terms
of the existing funding vehicle for the employer plan, with special reference
to any liquidation charges or termination costs that may be incurred.

                               33



        
<PAGE>
- -------------------------------------------------------------------------------
                 Part VII: TAX AND ERISA CONSIDERATIONS
- -------------------------------------------------------------------------------

Employer retirement plans that may qualify for tax-favored treatment are
governed by the provisions of the Internal Revenue Code (CODE) and the
Employee Retirement Income Security Act (ERISA). The Code is administered by
the Internal Revenue Service (IRS). ERISA is administered primarily by the
Department of Labor (DOL).

Provisions of the Code and ERISA include requirements for various features
including:

o  participation, vesting and funding;

o  nondiscrimination;

o  limits on contributions and benefits;

o  distributions;

o  penalties;

o  duties of fiduciaries;

o  prohibited transactions; and

o  withholding, reporting and disclosure.

IT IS THE RESPONSIBILITY OF THE EMPLOYER, PLAN TRUSTEE AND PLAN ADMINISTRATOR
TO SATISFY THE REQUIREMENTS OF THE CODE AND ERISA.

This prospectus does not provide detailed tax or ERISA information. The
following discussion briefly outlines the Code provisions relating to
contributions to and distributions from certain tax-qualified retirement
plans, although some information on other provisions is also provided.
Various tax disadvantages, including penalties, may result from actions that
conflict with requirements of the Code or ERISA, and regulations or other
interpretations thereof. In addition, Federal tax laws and ERISA are
continually under review by the Congress, and any changes in those laws, or
in the regulations pertaining to those laws, may affect the tax treatment of
amounts contributed to tax-qualified retirement plans or the legality of
fiduciary actions under ERISA.

Certain tax advantages of tax-qualified retirement plan may not be available
under certain state and local tax laws. This outline does not discuss the
effect of any state or local tax laws. It also does not discuss the effect of
federal estate and gift tax laws (or state and local estate, inheritance and
other similar tax laws). This outline assumes that the participant does not
participate in any other qualified retirement plan. Finally, it should be
noted that many tax consequences depend on the particular jurisdiction or
circumstances of a participant or beneficiary.

THE PROVISIONS OF THE CODE AND ERISA ARE HIGHLY COMPLEX. FOR COMPLETE
INFORMATION ON THESE PROVISIONS, AS WELL AS ALL OTHER FEDERAL, STATE, LOCAL
AND OTHER TAX CONSIDERATIONS, QUALIFIED LEGAL AND TAX ADVISERS SHOULD BE
CONSULTED.

TAX ASPECTS OF CONTRIBUTIONS TO A PLAN

Corporations, partnerships and self-employed individuals can establish
qualified plans for the working owners and their employees who participate in
the plan. Qualified plans established by partnerships and sole
proprietorships are frequently referred to as "Keogh" plans. The trustee or
plan administrator may make contributions on behalf of the plan participants
which are deductible from the employer's Federal gross income. Employer
contributions which exceed the amount currently deductible are subject to a
10% penalty tax. There are specific rules that affect owner employees (i.e.,
a person who owns 100% of an unincorporated trade or business or a person who
owns more than 10% of either the capital or profits of a partnership) who
participate in a Keogh plan. In addition, there are special rules for
corporate plans and Keogh plans which are top heavy plans (i.e., more than
60% of the contributions or benefits are allocated to certain highly
compensated employees otherwise known as key employees).

The limits on the amount of contributions that can be made and/or forfeitures
that can be allocated to each participant in defined contribution plans is
the lesser of $30,000 or 25% of the compensation or earned income for each
participant. For self-employed individuals, earned income is defined so as to
exclude deductible contributions made to all tax- qualified retirement plans,
including Keogh plans, and takes into account the deduction for one-half the
individual's self-employment tax. Deductions for aggregate contributions to
profit sharing plans may not exceed 15% of all participants' compensation.

There are special limits on deductions for contributions to one or more
defined contribution plans and one or more defined benefit plans. The
employer may not consider compensation in excess of $150,000 in calculating
contributions or benefits to the plan. This amount may be adjusted for cost




        
<PAGE>

of living changes in future years. Special limits on contributions apply to
anyone who participates in more than one qualified plan or who controls
another trade or business. In addition, there is an overall limit on the
total amount of contributions and benefits under all tax-qualified retirement
plans in which an individual participates.

The deductible limits for corporate plans and Keogh plans which are defined
benefit plans are based on the minimum funding standard determined by the
plan actuary each year. No participant can receive a benefit which exceeds
the lesser of (i) $90,000 ($120,000 as indexed for inflation for the 1995
plan year) or (ii) 100% of the participant's average compensation for the
consecutive three year period which results in the highest such average. The
$90,000 limit is actuarially reduced for participants retiring prior to the
social security retirement age (currently age 65) and actuarially increased
for participants retiring after the social security retirement age. Special
grandfathering rules apply to certain participants whose benefits exceed the
$90,000 limit.

A qualified plan may allow the participant to direct the employer to make
contributions which will not be included in the employee's income (elective
deferrals) by entering into a salary reduction agreement with the employer
under Section 401(k) of the Code. The 401(k) plan, otherwise known as a cash
or deferred arrangement, must not allow withdrawals of elective deferrals and
the earnings thereon

                               34



        
<PAGE>

prior to the earliest of the following events: (i) attainment of age 59 1/2 ,
(ii) death, (iii) disability, (iv) certain business dispositions and plan
terminations or (v) termination of employment. In addition, in service
withdrawals of elective deferrals (but not earnings after 1988) may be made
in the case of financial hardship.

A participant cannot elect to defer annually more than $7,000 ($9,240 as
indexed for inflation in 1995) under all salary reduction arrangements in
which the individual participates. If an individual's aggregate elective
deferrals under all such salary reduction arrangements exceeds the permitted
elective deferral limit in any taxable year, the individual will be taxed
twice on the excess deferral--once in the year of the deferral and again when a
distribution occurs. If the participant notifies the affected plan or plans by
March 1 of the following year and by April 15 of such year takes a distribution
of the excess deferral and related income, the excess deferral will only be
taxed once in the year of the distribution. The excess deferral distribution
will not be treated as an impermissible withdrawal or an "eligible rollover
distribution" and will not be subject to the 10% penalty tax on premature
distributions, discussed below.

A qualified plan must not discriminate in favor of highly compensated
employees. Two special nondiscrimination rules limit contributions and
benefits for highly compensated employees in the case of (1) a 401(k) plan
and (2) any defined contribution plan, whether or not a 401(k) plan, which
provides for employer matching contributions to employee after-tax
contributions or elective deferrals. In both cases the special
nondiscrimination tests compare the deferrals or the aggregate contributions,
as the case may be, made by the eligible highly compensated employees with
those made by the non-highly compensated employees. Coordination rules
between the two provisions are prescribed. Highly compensated participants
include five percent owners, employees earning more than $100,000 per year,
employees earning more than $66,000 per year and who are in the top 20% of
all employees based on compensation, and officers (or deemed officers)
earning more than $60,000 per year (in each case after indexing for inflation
in 1995).

If a 401(k) plan or defined contribution plan with an employer match makes
contributions to highly compensated employees exceeding applicable
nondiscrimination limits for any plan year, the plan may be disqualified
unless the excess amounts including earnings are distributed before the close
of the next plan year. In addition, the employer is subject to a 10% penalty
on any such excess contributions or excess aggregate contributions. The
employer may avoid the penalty by distributing the excess contributions or
excess aggregate contributions, plus income, within two and one-half months
after the close of the plan year. Except where the distribution is de minimis
(under $100), the participant receiving any such distribution is taxed on the
distribution and the related income for the year of the excess contribution
or excess aggregate contribution. Such a distribution is not treated as an
impermissible withdrawal by the employee or an eligible rollover distribution
and will not be subject to the 10% penalty tax on premature distributions.

Contributions to a 401(k) plan or a defined contribution plan as matching
contributions, within the meaning of section 401(m) of the Code, may not be
deductible by the employer for a particular taxable year if the plan
contributions are attributable to compensation earned by a participant after
the end of the taxable year.

TAX ASPECTS OF DISTRIBUTIONS FROM A PLAN

Amounts held under qualified plans are generally not subject to Federal
income tax until benefits are distributed to the participant or other
recipient. In addition, there will not be any tax liability for transfers of
any part of the value of an employer plan among the Investment Options.

The various types of benefit payments include withdrawals, annuity payments
and lump sum distributions. Each benefit payment made to the participant or
other recipient is generally fully taxable as ordinary income. An exception
to this general rule is made, however, to the extent a distribution is
treated as a recovery of after-tax contributions made by the participant.

In addition to income tax, the taxable portion of any distribution may be
subject to a 10% penalty tax. See "Penalty Tax on Premature Distributions"
below.

Income Taxation of Withdrawals

The amount of any partial distribution prior to the annuity starting date is
treated as ordinary income except to the extent the distribution is treated
as a withdrawal of after-tax contributions. Withdrawals from a qualified plan
are normally treated as pro rata withdrawals of after-tax contributions and
earnings on those contributions. If the plan allowed withdrawals prior to
separation from service as of May 5, 1986, however, all after-tax
contributions made prior to January 1, 1987 may be withdrawn tax-free prior
to withdrawing any taxable amounts.




        
<PAGE>

As discussed below in "Certain Rules Applicable to Plan Loans," taking a loan
or failing to repay an outstanding loan as required may, in certain
situations, be treated as a taxable distribution.

Income Taxation of Annuity Payments

In the case of a distribution in the form of an annuity, the amount of each
annuity payment is treated as ordinary income except where the participant
has a cost basis in the annuity. The cost basis is equal to the amount of
after-tax contributions, plus any employer contributions that had to be
included in gross income in prior years. If the participant has a cost basis
in the annuity, a portion of each payment received will be excluded from
gross income to reflect the return of the cost basis. The remainder of each
payment will be includible in gross income as ordinary income.

The excludable portion is based on the ratio of the participant's cost basis
in the annuity on the annuity starting date to the expected return under the
annuity as of such date. Under an annuity with a life contingency, the
expected return is based on the annuitant's life expectancy, that is, the
number of annuity payments anticipated to be made during the annuitant's
lifetime. In the case of a joint and survivor annuity, the expected return is
based on the joint life expectancy, that is, the number of payments
anticipated to be made during both of their lifetimes. An adjustment will be
required in computing the expected return of the annuity with a life
contingency if payments are to be made for any certain period. If the
participant (and beneficiary under a joint and survivor annuity) live beyond
their life expectancies the full amount of the payments received after the
cost basis of the annuity is recovered is fully taxable. If the participant
(and beneficiary under a joint and survivor annuity) die prior to recovering
the full cost basis of the

                               35



        
<PAGE>

annuity, a deduction is allowed on the participant's (or beneficiary's) final
tax return. If there is a refund feature under the annuity, the beneficiary
of the refund may recover the remaining cost basis as payments are made.

Income Taxation of Lump Sum Distributions

If benefits are paid in a lump sum, the payment may be eligible for the
special tax treatment accorded lump sum distributions. Under the five-year
averaging method (and in certain cases, favorable ten-year averaging and
long-term capital gain treatment), the tax on the distribution is calculated
separately from taxes on other income for that year. To qualify, the
participant must have participated in the plan for at least five years and
the distribution must consist of the entire balance to the credit of the
participant. The distribution must be made in one taxable year of the
recipient and must be made (i) after the participant has attained age 59 1/2
or (ii) on account of the participant's (a) death, (b) separation from
service (not applicable to self-employed individuals), or (c) disability
(applicable only to self-employed individuals).

Eligible Rollover Distributions

Many types of distributions from qualified plans are "eligible rollover
distributions" that can be rolled over directly to another qualified plan or
an individual retirement arrangement (IRA), or rolled over to another plan or
IRA within 60 days of receipt by the individual. Death benefits received by a
spousal beneficiary may only be rolled over into an IRA. To the extent a
distribution is rolled over, it remains tax deferred. Distributions not
rolled over directly, however, are subject to 20% mandatory withholding. See
"Federal Income Tax Withholding" below.

The taxable portion of most distributions will generally be an "eligible
rollover distribution" unless the distribution is one of a series of
substantially equal periodic payments made (not less frequently than
annually) (1) for the life (or life expectancy) of the participant or the
joint lives (or joint life expectancies) of the participant and his or her
designated beneficiary, or (2) for a specified period of ten years or more.
Nondeductible voluntary contributions may not be rolled over.

In addition, none of the following is treated an eligible rollover
distribution:

o  minimum distributions required under Section 401(a)(9) of the Code (see
   "Distribution Requirements and Limits" below);

o  certain corrective distributions in plans subject to Sections 401(k),
   401(m) or 402(g) of the Code;

o  certain loans that are treated as distributions under Section 72(p) of the
   Code;

o  P.S. 58 costs (incurred if the plan provides life insurance protection for
   participants);

o  dividends paid on employer securities as described in Section 404(k) of
   the Code; and

o  a distribution to a non-spousal beneficiary.

If a distribution is made to a participant's surviving spouse, or to a
current or former spouse under a qualified domestic relations order, the
distribution may be an eligible rollover distribution, subject to mandatory
20% withholding, unless one of the exceptions described above applies.

If distributions eligible for rollover are in fact rolled over, the favorable
averaging rules discussed above in "Income Taxation of Lump Sum
Distributions" will not be available for future distributions.

Penalty Tax on Premature Distributions

An additional 10% penalty tax is imposed on all taxable amounts distributed
to a participant who has not reached age 59 1/2 unless the distribution falls
within a specified exception or is rolled over into an IRA or other qualified
plan. The specified exceptions are for (a) distributions made on account of
the participant's death or disability, (b) distributions (which begin after
separation from service) in the form of a life annuity or substantially equal
periodic installments over the participant's life expectancy (or the joint
life expectancy of the participant and the beneficiary), (c) distributions
due to separation from active service after age 55 and (d) distributions used
to pay certain extraordinary medical expenses.

Federal Income Tax Withholding

Mandatory Federal income tax withholding at a 20% rate will apply to all
"eligible rollover distributions" unless the participant elects to have the
distribution directly rolled over to another qualified plan or IRA. See the
description above of "Eligible Rollover Distributions."

                               36



        
<PAGE>

With respect to distributions that are not eligible rollover distributions,
Federal income tax must be withheld on the taxable portion of pension and
annuity payments, unless the recipient elects otherwise. The rate of
withholding will depend on the type of distribution and, in certain cases,
the amount of the distribution. Special rules may apply to foreign
recipients, or United States citizens residing outside the United States. If
a recipient does not have sufficient income tax withheld, or make sufficient
estimated income tax payments, the recipient may incur penalties under the
estimated income tax rules. Recipients should consult their tax advisers to
determine whether they should elect out of withholding.

Requests not to withhold Federal income tax must be made in writing prior to
receiving payments and submitted in accordance with the terms of the employer
plan. No election out of withholding is valid unless the recipient provides
the recipient's correct taxpayer identification number and a U.S. residence
address.

State Income Tax Withholding

Certain states have indicated that pension and annuity withholding will apply
to payments made to residents of such states. In some states a recipient may
elect out of state income tax withholding, even if Federal withholding
applies. It is not clear whether such states may require mandatory
withholding with respect to eligible rollover distributions that are not
rolled over (as described above under "Eligible Rollover Distributions").
Contact your tax adviser to see how state withholding may apply to your
payment.

Distribution Requirements and Limits

Distributions from qualified plans generally must commence no later than
April 1 of the calendar year following

                               36



        

<PAGE>

the calendar year in which the participant attains age 70 1/2 . Distributions
can generally be made (1) in a lump sum payment, (2) over the life of the
participant, (3) over the joint lives of the participant and his or her
designated beneficiary, (4) over a period not extending beyond the life
expectancy of the participant or (5) over a period not extending beyond the
joint life expectancies of the participant and his or her designated
beneficiary. The minimum amount required to be distributed in each year after
age 70 1/2 is described in the Code, Treasury Regulations and IRS guidelines.
If a designated beneficiary is other than a participant's spouse, certain
minimum incidental benefit requirements also apply.

If the participant dies after required distribution has begun, payment of the
remaining interest under the plan must be made at least as rapidly as under
the method used prior to the participant's death. If a participant dies
before required distribution has begun, payment of the entire interest under
the plan must be completed within five years after death, unless payments to
a designated beneficiary begin within one year of the participant's death and
are made over the beneficiary's life or over a period certain which does not
extend beyond the beneficiary's life expectancy. If the surviving spouse is
the designated beneficiary, the spouse may delay the commencement of such
payments up until the date that the participant would have attained age 70
1/2 . Distributions received by a beneficiary are generally given the same
tax treatment the participant would have received if distribution had been
made to the participant.

If there is an insufficient distribution in any year, a 50% tax may be
imposed on the amount by which the minimum required to be distributed exceeds
the amount actually distributed. Failure to have distributions made as the
Code andTreasury Regulations require may result in plan disqualification.

A 15% excise tax is imposed on a participant's aggregate excess distributions
from all tax-favored retirement plans. The excise tax is in addition to the
ordinary income tax due, but is reduced by the amount (if any) of the early
distribution penalty tax imposed by the Code. In addition, in certain cases
the estate tax imposed on a deceased participant's estate will be increased
if the accumulated value of the participant's interests in tax-favored
retirement plans is excessive. The aggregate distributions or accumulations
in any year will be subject to excise tax if they exceed applicable
prescribed limits ($150,000 for 1995). Whether a lump sum distribution is
excessive for excise tax purposes is separately calculated. The applicable
limits are five times the above limits.

Spousal Requirements

In the case of many corporate and Keogh plans, if a participant is married at
the time benefit payments become payable, unless the participant elects
otherwise with written consent of the spouse, the benefit must be paid in the
form of a qualified joint and survivor annuity (QJSA). A QJSA is an annuity
payable for the life of the participant with a survivor annuity for the life
of the spouse in an amount which is not less than one-half of the amount
payable to the participant during his or her lifetime. In addition, most
plans require that a married participant's beneficiary must be the spouse,
unless the spouse consents in writing to the designation of a different
beneficiary.

CERTAIN RULES APPLICABLE TO PLAN LOANS

The following are Federal tax and ERISA rules that apply to loan provisions
of all employer plans. Employer plans may have additional restrictions.
Employers and participants should review these matters with their own tax
advisers before requesting a loan. There will not generally be any tax
liability with respect to properly made loans in accordance with an employer
plan. A loan may be in violation of applicable provisions unles it complies
with the following conditions:

o  With respect to specific loans made by the plan to a plan participant, the
   plan administrator determines the interest rate, the maximum term and all
   other terms and conditions of the loan.

o  In general, the term of the loan cannot exceed five years unless the loan
   is used to acquire the participant's primary residence.

o  All principal and interest must be amortized in substantially level
   payments over the term of the loan, with payments being made at least
   quarterly.

o  The amount of a loan to a participant, when aggregated with all other
   loans to the participant from all qualified plans of the employer, cannot
   exceed the greater of $10,000 or 50% of the participant's non-forfeitable
   accrued benefits, and cannot exceed $50,000 in any event. This $50,000
   limit is reduced by the excess (if any) of the highest outstanding loan
   balance over the previous twelve months over the outstanding balance of
   plan loans on the date the loan was made.

o  For loans made prior to January 1, 1987 and not renewed, modified,
   renegotiated or extended after December 31, 1986 the $50,000 maximum




        
<PAGE>

   aggregate loan balance is not required to be reduced, the quarterly
   amortization requirement does not apply, and the term of a loan may exceed
   five years if used to purchase the principal residence of the participant
   or a member of his or her family, as defined in the Code.

o  Only 50% of the participant's vested account balance may serve as security
   for a loan. To the extent that a participant borrows an amount which
   should be secured by more than 50% of the participant's vested account
   balance, it is the responsibility of the trustee or plan administrator to
   obtain the additional security.

o  Loans must be available to all plan participants, former participants who
   still have account balances under the plan, beneficiaries and alternate
   payees on a reasonably equivalent basis.

o  Each new or renewed loan must bear a reasonable rate of interest
   commensurate with the interest rates charged by persons in the business of
   lending money for loans that would be made under similar circumstances.

o  Many plans provide that the participant's spouse must consent in writing
   to the loan.

o  Except to the extent permitted in accordance with the terms of a
   prohibited transaction exemption issued by DOL, loans are not available
   (i) in a Keogh (non-

                               37



        
<PAGE>

   corporate) plan to an owner-employee or a partner who owns more than 10%
   of a partnership or (ii) to 5% shareholders in an S corporation.

o  If the loan does not qualify under the conditions above, the participant
   fails to repay the interest or principal when due, or in some instances,
   if the participant separates from service or the plan is terminated, the
   amount borrowed or not repaid may be treated as a distribution. The
   participant may be required to include as ordinary income the unpaid
   amount due and a 10% penalty tax on early distributions may apply. The
   plan should report the amount of the unpaid loan balance to the IRS as a
   distribution. See "Tax Aspects of Distributions From a Plan" above.

o  The loan requirements and provisions of RIA shall apply regardless of the
   plan administrator's guidelines.

IMPACT OF TAXES TO EQUITABLE LIFE

Under existing Federal income tax law, no taxes are payable on investment
income and capital gains of the Funds that are applied to increase the
reserves under the Contracts. Accordingly, Equitable Life does not anticipate
that it will incur any Federal income tax liability attributable to income
allocated to the variable annuity contracts participating in the Investment
Funds and it does not currently impose a charge for Federal income tax on
this income when it computes Unit values for the Investment Funds. If changes
in Federal tax laws or interpretations thereof would result in Equitable Life
being taxed, then Equitable Life may impose a charge against the Investment
Funds (on some or all Contracts) to provide for payment of such taxes.

CERTAIN RULES APPLICABLE TO PLANS DESIGNED
TO COMPLY WITH SECTION 404(C) OF ERISA.

Section 404(c) of ERISA, and the related DOL regulation, provide that if a
plan participant or beneficiary exercises control over the assets in his or
her plan account, plan fiduciaries will not be liable for any loss that is
the direct and necessary result of the plan participant's or beneficiary's
exercise of control. As a result, if the plan complies with Section 404(c)
and the DOL regulation thereunder, the plan participant can make and is
responsible for the results of his or her own investment decisions.

Section 404(c) plans must provide, among other things, that a broad range of
investment choices are available to plan participants and beneficiaries and
must provide such plan participants and beneficiaries with enough information
to make informed investment decisions. Compliance with the Section 404(c)
regulation is completely voluntary by the plan sponsor, and the plan sponsor
may choose not to comply with Section 404(c).

The RIA Program provides employer plans with the broad range of investment
choices and information needed in order to meet the requirements of the
Section 404(c) regulation. If the plan is intended to be a Section 404(c)
plan, it is, however, the plan sponsor's responsibility to see that the
requirements of the DOL regulation are met. Equitable Life and its Agents
shall not be responsible if a plan fails to meet the requirements of Section
404(c).

                               38



        
<PAGE>

- -----------------------------------------------------------------------------
                                 PART VIII--
                PARTICIPANT RECORDKEEPING SERVICES (OPTIONAL)
- -----------------------------------------------------------------------------

SERVICES PROVIDED

Under the Participant Recordkeeping Services (PRS) program elected by the
employer or plan trustees, we

o  establish an individual participant account for each participant covered
by the employer plan based on data received from the employer or trustees;

o  receive and deposit contributions on behalf of participants to individual
participant accounts;

o  maintain for the employer records reflecting for each participant in the
employer plan the contributions, transfers, loan transactions, withdrawals
and investment experience and interest accrued, as applicable, on an
individual participant's proportionate values in the employer plan;

o  provide to the employer for its individual participants' reports
reflecting the activity in the individual participant's proportionate
interest in the employer plan; and

o  process transfers and distributions of the participant's portion of his or
her share of the employer plan assets among the Investment Options as
instructed by the employer.

The employer or plan trustees are responsible for providing Equitable Life
with required information and for complying with our procedures relating to
the PRS program. We will not be liable for errors in recordkeeping if the
information provided by the employer or plan trustee is not provided on a
timely basis or is incorrect. The plan administrator retains full
responsibility for the income tax withholding and reporting requirements
including required notices to the participants of the employer plan, as set
forth in the Code and applicable Treasury Regulations.

INVESTMENT OPTIONS

The Employer must select the Guaranteed Interest Account when PRS is elected.

FEES

For this service we charge an annual fee of $25 per active participant paid
in twelve equal monthly installments of $2.08. The fee is deducted from the
individual participant's account at the end of each month by means of a
reduction of Units out of the Investment Options and a cash withdrawal from
the Guaranteed Interest Account. We retain the right to change the fee upon
30 days' notice to the employer. See PART II--CHARGES AND FEES.

ENROLLMENT

The employer may enroll for PRS at the time the employer plan is established
with us under RIA or at any time thereafter upon approval by us, at out sole
discretion.

We have summarized the main features of PRS here, and participation in this
aspect of the RIA program is subject to the terms set forth in the
participation agreement (including any separate supplementary agreement)
entered into between us and the employer.

                               39



        
<PAGE>

- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
RETIREMENT
INVESTMENT
ACCOUNT(REGISTERED TRADEMARK)

 #############################################################################

                                IMAGE OMITTED
 (SEE NARRATIVE DESCRIPTION BELOW OR IN "APPENDIX FOR GRAPHICS AND IMAGES".)
 PICKUP: "P2"
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 IMAGE: "RIALOGO"
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                      SEPARATE ACCOUNT UNITS OF INTEREST
                        UNDER GROUP ANNUITY CONTRACTS

o  Money Market Fund
o  Intermediate Government
   Securities Fund
o  Bond Fund
o  Quality Bond Fund
o  High Yield Fund
o  Growth & Income Fund
o  Equity Index Fund
o  Common Stock Fund
o  Global Fund
o  International Fund
o  Aggressive Stock Fund
   Blended Funds:
o  Conservative Investors Fund
o  Balanced Fund
o  Growth Investors Fund

                                      OF
          THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                             RIA SERVICE OFFICE:

                                Equitable Life
                              RIA Service Office
                          200 Plaza Drive, 3rd Floor
                           Secaucus, NJ 07094-3689
                             Tel.: (800) 967-4560
                                (201) 392-5500
                       (9 A.M. to 5 P.M. Eastern time)
                      Fax: (201) 392-2285, 2286 or 2287
  (To obtain pre-recorded Fund unit values, use our toll-free number listed
                                    above)

                       ADDRESS FOR CONTRIBUTIONS ONLY:

                                Equitable Life
                                   RIA/EPP
                                P.O. Box 13503
                               Newark, NJ 07188

                 EXPRESS MAIL ADDRESS FOR CONTRIBUTIONS ONLY:

               First Chicago National Processing Center (FCNPC)
                    300 Harmon Meadow Boulevard, 3rd Floor
                               Attn: Box 13503
                              Secaucus, NJ 07094
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------

                               40



        
<PAGE>

- -----------------------------------------------------------------------------
                     STATEMENT OF ADDITIONAL INFORMATION

                              TABLE OF CONTENTS
- -----------------------------------------------------------------------------

                                                                          PAGE
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
 <S>                                                                             <C>
PART I--FUND INFORMATION ....................................................... 2
 General ....................................................................... 2
 Restrictions and Requirements of the Bond, Balanced, Common Stock
  and Aggressive Stock Funds ................................................... 2
 Certain Investments of the Bond Fund .......................................... 2
 How We Determine the Unit Value ............................................... 3
 Summary of Unit Values ........................................................ 4
 Money Market Yield Information ................................................ 8
 Brokerage Fees and Charges for Securities Transactions ........................ 9
 Ongoing Operations Fee ........................................................ 10
PART II--MANAGEMENT FOR THE BOND, BALANCED, COMMON STOCK AND AGGRESSIVE STOCK
 FUNDS AND EQUITABLE LIFE ...................................................... 11
 Funds ......................................................................... 11
 Distribution .................................................................. 11
 Equitable Life ................................................................ 11
  Directors .................................................................... 11
  Officer-Directors ............................................................ 12
  Other Officers ............................................................... 12
PART III--FINANCIAL STATEMENTS ................................................. 13
 Index ......................................................................... 13
 Financial Statements .......................................................... 14
</TABLE>

- -----------------------------------------------------------------------------
If you wish to obtain a free copy of the Statement of Additional Information,
send or fax this request form to:

                               Equitable Life--
                              RIA Service Office
                              Attn. SAI Request
                          200 Plaza Drive, 3rd Floor
                           Secaucus, NJ 07094-3689
                             Tel: (800) 967-4560
                                (201) 392-5500
                (Business Days, 9 A.M. to 5 P.M. Eastern time)
                      Fax: (201) 392-2285, 2286 or 2287
- ----------------------------------------------------------------------

Please send me a copy of the Statement of Additional Information for RIA
dated May 1, 1995.
- -----------------------------------------------------------------------------
Name
- -----------------------------------------------------------------------------
Address
- -----------------------------------------------------------------------------
City                              State                              Zip Code
- -----------------------------------------------------------------------------
Client Number

                               41



        
<PAGE>

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 (See narrative description below or in "Appendix for Graphics and Images".)
 PICKUP: "63490gr5"
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 IMAGE: "63490gr5"
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<PAGE>
                     Supplement, dated August 30, 1995 to
          Statement of Additional Information, Dated May 1, 1995 for
                        RETIREMENT INVESTMENT ACCOUNT
                                      OF
          THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

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

The text under the heading CERTAIN INVESTMENTS OF THE BOND AND BALANCED FUNDS
in this supplement replaces the information under the heading CERTAIN
INVESTMENTS OF THE BOND FUND on pages 2-3 of the Statement of Additional
Information, dated May 1, 1995, for the Retirement Investment Account of The
Equitable Life Assurance Society of the United States. You should keep this
Supplement for future reference. You may obtain an additional copy of the
Statement of Additional Information, or the related Prospectus (as also
supplemented September 1, 1995), free of charge, if you write to The
Equitable Life Assurance Society of the United States--RIA Service Office,
Attn: SAI Request, 200 Plaza Drive, Secaucus, NJ 07094-3689, or call (800)
967-4560, (201) 392-5500 (Business Days, 9 A.M. to 5 P.M. Eastern time.)

Special terms used in the Statement of Additional Information have the same
meaning in this supplement, unless otherwise noted.

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

CERTAIN INVESTMENTS OF THE BOND AND BALANCED FUNDS

The following are brief descriptions of certain types of investments which
may be made by the Bond and Balanced Funds and certain risks and investment
techniques.

MORTGAGE PASS-THROUGH SECURITIES. The Bond and Balanced Funds may invest in
mortgage pass-through securities, which are securities representing interests
in pools of mortgages. Principal and interest payments made on the mortgages
in the pools are passed through to the holder of such securities. Payment of
principal and interest on some mortgage pass-through securities (but not the
market value of the securities themselves) may be guaranteed by the full
faith and credit of the U.S. Government (in the case of securities guaranteed
by the Government National Mortgage Association, or "GNMA"), or guaranteed by
agencies or instrumentalities of the U.S. Government (in the case of
securities guaranteed by the Federal National Mortgage Association ("FNMA")
or the Federal Home Loan Mortgage Corporation ("FHLMC") which are supported
only by the discretionary authority of the U.S. Government to purchase the
agency's obligations). Mortgage pass-through securities created by
non-governmental issuers (such as commercial banks, savings and loan
institutions, private mortgage insurance companies, mortgage bankers, and
other secondary market issuers) may be supported by various forms of
insurance or guarantees, including individual loan, title, pool, and hazard
insurance, and letters of credit, which may be issued by governmental
entities, private insurers or the mortgage poolers.

COLLATERALIZED MORTGAGE OBLIGATIONS. The Bond and Balanced Funds may invest
in collateralized mortgage obligations (CMOs). CMOs are debt securities
collateralized by underlying mortgage loans or pools of mortgage pass-through
securities guaranteed by GNMA, FHLMC or FNMA and are generally issued by
limited purpose finance subsidiaries of U.S. Government instrumentalities.
CMOs are not, however, mortgage pass-through securities. Rather, they are
pay-through securities, i.e., securities backed by the cash flow from the
underlying mortgages. Investors in CMOs are not owners of the underlying
mortgages, which serve as collateral for such debt securities, but are simply
owners of a debt security backed by such pledged assets. CMOs are typically
structured into multiple classes, with each class bearing a different stated
maturity and having different payment streams. Monthly payments of principal,
including prepayments, are first returned to investors holding the shortest
maturity class; investors holding longer maturity classes receive principal
payments only after the shorter class or classes have been retired.

ASSET-BACKED SECURITIES. The Bond and Balanced Funds may purchase
asset-backed securities that represent either fractional interests or
participation in pools of leases, retail installment loans or revolving
credit receivables held by a trust or limited purpose finance subsidiary.
Such asset-backed securities may be secured by the underlying assets (such as
Certificates for Automobile Receivables) or may be unsecured (such as Credit
Card Receivable Securities). Depending on the structure of the asset-backed
security, monthly or quarterly payments of principal and interest or interest
only are passed-through like mortgage pass-through securities or paid
through (like CMOs) to certificate holders. Asset-backed securities may be
guaranteed up to certain amounts by guarantees, insurance or letters of
credit issued by a financial institution affiliated or unaffiliated with the
originator of the pool.
- -------------------------------------------------------------------------------
Copyright 1995 The Equitable Life Assurance Society of the United States. All
Rights Reserved.



        
<PAGE>


Underlying automobile sales contracts and credit card receivables are, of
course, subject to prepayment (although to a lesser degree than mortgage
pass-through securities), which may shorten the securities' weighted average
life and reduce their overall return to certificate holders. Certificate
holders may also experience delays in payment if the full amounts due on
underlying loans, leases or receivables are not realized because of
unanticipated legal or administrative costs of enforcing the contracts or
because of depreciation or damage to the collateral (usually automobiles)
securing certain contracts, or other factors. The value of these securities
also may change because of changes in the market's perception of the
creditworthiness of the servicing agent for the pool, the originator of the
pool, or the financial institution providing credit support enhancement for
the pool. If consistent with its investment objective and policies, the Bond
and Balanced Funds may invest in other asset-backed securities that may be
developed in the future.

ZERO-COUPON BONDS. The Bond and Balanced Funds may invest in zero-coupon
bonds. Such bonds may be issued directly by agencies and instrumentalities of
the U.S. Government or by private corporations. Zero-coupon bonds may
originate as such or may be created by stripping an outstanding bond.
Zero-coupon bonds do not make regular interest payments. Instead, they are
sold at a deep discount from their face value. Because a zero-coupon bond
does not pay current income, its price can be very volatile when interest
rates change.

REPURCHASE AGREEMENTS. In repurchase agreements, the Bond or Balanced Fund
buys securities from a seller, usually a bank or brokerage firm, with the
understanding that the seller will repurchase the securities at a higher
price at a future date. During the term of the repurchase agreement the
Fund retains the securities subject to the repurchase agreement as collateral
securing the seller's repurchase obligation, continually monitors on a daily
basis the market value of the securities subject to the agreement and
requires the seller to deposit with the Fund collateral equal to any amount
by which the market value of the securities subject to the repurchase
agreement falls below the resale amount provided under the repurchase
agreement. We evaluate the creditworthiness of sellers with whom we enter
into repurchase agreements. Such transactions afford an opportunity for the
Fund to earn a fixed rate of return on available cash at minimal market risk,
although the Fund may be subject to various delays and risks or loss if the
seller is unable to meet its obligation to repurchase. The Funds currently
treat repurchase agreements maturing in more than seven days as illiquid
securities.

DEBT SECURITIES SUBJECT TO PREPAYMENT RISKS--Mortgage pass-through securities
and certain collateralized mortgage obligations, asset-backed securities and
other debt instruments in which the Balanced Fund may invest are subject to
prepayments prior to their stated maturity. It is usually not possible to
accurately predict the rate at which prepayments will be made, which rate may
be affected, among other things, by changes in generally-prevailing market
interest rates. If prepayments occur, the Fund suffers the risk that it will
not be able to reinvest the proceeds at as high a rate of interest as it had
previously been receiving. Also, the Fund will incur a loss to the extent
that prepayments are made for an amount that is less than the value at which
the security was then being carried by the Fund. Moreover, securities that
may be prepaid tend to increase in value less during times of declining
interest rates, and to decrease in value more during times of increasing
interest rates, than do securities that are not subject to prepayment.

WHEN-ISSUED AND DELAYED DELIVERY SECURITIES. The Bond and Balanced Funds may
purchase and sell securities on a when-issued or delayed delivery basis. In
these transactions, securities are purchased or sold by a Fund with payment
and delivery taking place in the future in order to secure what is considered
to be an advantageous price or yield to the Fund at the time of entering into
the transaction. However, the market value of such securities at the time of
settlement may be more or less than the purchase price then payable. When a
Fund engages in when-issued or delayed delivery transactions, the Fund relies on
the other party to consummate the transaction. Failure to consummate the
transaction may result in the Fund missing the opportunity of obtaining a price
or yield considered to be advantageous. When-issued and delayed delivery
transactions are generally expected to settle within three months from the date
the transactions are entered into, although the Fund may close out its position
prior to the settlement date. A Fund will sell on a forward settlement basis
only securities it owns or has the right to acquire.

FOREIGN CURRENCY FORWARD CONTRACTS--The Balanced Fund may enter into
contracts for the purchase or sale of a specific foreign currency at a future
date at a price set at the time of the contract. Generally, such forward
contracts will be for a period of less than three months. The Fund will enter


                                2



        
<PAGE>

into such forward contracts for hedging purposes only. These transactions
will include forward purchases or sales of foreign currencies for the purpose
of protecting the dollar value of securities denominated in a foreign
currency or protecting the dollar equivalent of interest or dividends to be
paid on such securities. Forward contracts are traded in the inter-bank market,
and not on organized commodities or securities exchanges. Accordingly, the Fund
is dependent upon the good faith and creditworthiness of the other party to the
transaction, as evaluated by the Fund's manager. To the extent inconsistent with
any restrictions in the SAI concerning the Fund's trading in foreign exchange,
this paragraph will control.



HEDGING TRANSACTIONS. The Balanced Fund may engage in hedging transactions
which are designed to protect against anticipated adverse price movements in
securities owned or intended to be purchased by the Fund. When interest rates
go up, the market value of outstanding debt securities declines and vice
versa. In recent years the volatility of the market for debt securities has
increased significantly, and market prices of longer-term obligations have been
subject to wide fluctuations, particularly as contrasted with those of short-
term instruments. The Fund will take certain risks into consideration when
determining which, if any, options or financial futures contracts it will use.
If the price movements of hedged portfolio securities are in fact favorable to
the Fund, the hedging transactions will tend to reduce and may eliminate the
economic benefit to the Fund which otherwise would result. Also, the price
movements of options and futures used for hedging purposes may not correlate as
anticipated with price movements of the securities being hedged. This can make a
hedge transaction less effective than anticipated and could result in a loss.
The options and futures markets can sometimes become illiquid and the exchanges
on which such instruments are traded may impose trading halts or delays on
the exercise of options and liquidation of futures positions in certain
circumstances. This could in some cases operate to the Fund's detriment.

                                3




        
- -----------------------------------------------------------------------------
STATEMENT OF ADDITIONAL INFORMATION
MAY 1, 1995
- -----------------------------------------------------------------------------
                   SEPARATE ACCOUNT UNITS OF INTEREST UNDER
                           GROUP ANNUITY CONTRACTS

o MONEY MARKET FUND
O INTERMEDIATE GOVERNMENT
   SECURITIES FUND
O BOND FUND
O QUALITY BOND FUND
O HIGH YIELD FUND
O GROWTH & INCOME FUND
O EQUITY INDEX FUND
O COMMON STOCK FUND
O GLOBAL FUND
O INTERNATIONAL FUND
O AGGRESSIVE STOCK FUND
  BLENDED FUNDS:
  O CONSERVATIVE INVESTORS FUND
  O BALANCED FUND
  O GROWTH INVESTORS FUND

                                      OF
          THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
- -----------------------------------------------------------------------------
                                  RETIREMENT
                                  INVESTMENT
                        ACCOUNT(REGISTERED TRADEMARK)

 #############################################################################

                                IMAGE OMITTED
 (SEE NARRATIVE DESCRIPTION BELOW OR IN "APPENDIX FOR GRAPHICS AND IMAGES".)
 PICKUP: "P1"
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 IMAGE: "RIALOGO"
 =============================================================================
 #############################################################################
- -----------------------------------------------------------------------------

TABLE OF CONTENTS
                                                                          PAGE
- -----------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S>                                                                                                         <C>
 PART I--FUND INFORMATION ...............................................................................   2
 General ...............................................................................................    2
 Restrictions and Requirements of the Bond, Balanced, Common Stock and Aggressive Stock Funds  .........    2
 Certain Investments of the Bond Fund ..................................................................    2
 How We Determine the Unit Value .......................................................................    3
 Summary of Unit Values ................................................................................    4
 Money Market Yield Information ........................................................................    8
 Brokerage Fees and Charges for Securities Transactions ................................................    9
 Ongoing Operations Fee ................................................................................    10
PART II--MANAGEMENT FOR THE BOND, BALANCED, COMMON STOCK AND AGGRESSIVE STOCK FUNDS AND EQUITABLE LIFE      11
 Funds .................................................................................................    11
 Distribution ..........................................................................................    11
 Equitable Life ........................................................................................    11
  Directors ............................................................................................    11
  Officer-Directors ....................................................................................    12
  Other Officers .......................................................................................    12
PART III--FINANCIAL STATEMENTS .........................................................................    13
 Index .................................................................................................    13
 Financial Statements ..................................................................................    14
</TABLE>

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

This Statement of Additional Information (SAI) is not a prospectus. It should
be read in conjunction with the current prospectus for our Retirement
Investment Account (RIA), dated May 1, 1995 (PROSPECTUS), and any supplements
to the Prospectus.

Terms defined in the Prospectus have the same meaning in the SAI unless the
context otherwise requires.

You can obtain a copy of the related Prospectus, and any supplements to the
Prospectus, from us free of charge by writing or calling the RIA Service
Office listed on the back of this SAI, or by contacting your Equitable Life
Agent. Our Home Office is located at 787 Seventh Avenue, New York, N.Y. 10019
((212) 554-1234)

- -----------------------------------------------------------------------------
888-1095
(5/95)Copyright 1995 The Equitable Life Assurance Society of the United
States. All rights reserved.
Cat. No.126505




        
<PAGE>
- -------------------------------------------------------------------------------
                           Part I--Fund Information
- -------------------------------------------------------------------------------

GENERAL

In our Prospectus we discuss in more detail, among other things, the
structure of the Bond, Balanced, Common Stock and Aggressive Stock Funds,
their investment objectives and policies, including types of portfolio
securities they may hold and levels of investment risks that may be involved
and investment management. We also summarize certain of these matters with
respect to the Investment Funds and their corresponding Portfolios. See PART
1--RIA SUMMARY and PART III--EQUITABLE LIFE AND ITS FUNDS in the Prospectus.

Here we will discuss special restrictions, requirements and transaction
expenses that apply to the Bond, Balanced, Common Stock and Aggressive Stock
Funds, certain investments of the Bond Fund and determination of the value of
Units for all Funds, including some historical information. Investment
objectives and policies, as well as restrictions, requirements and risks
pertaining to the corresponding Portfolios of the Money Market, Intermediate
Government Securities, Quality Bond, High Yield, Growth & Income, Equity
Index, Global, International, Conservative Investors and Growth Investors
Funds are found in the Trust Prospectus and SAI.

RESTRICTIONS AND REQUIREMENTS OF THE BOND, BALANCED, COMMON STOCK AND
AGGRESSIVE STOCK FUNDS

Neither the Common Stock Fund nor the Balanced Fund will make an investment
in an industry if that investment would cause the Fund's holding in that
industry to exceed 25% of the Fund's assets.

The Bond Fund, Common Stock Fund and Aggressive Stock Funds will not purchase
or write puts or calls (options). The Balanced Fund's investment policies do
not prohibit hedging transactions such as through the use of put and call
options and stock index or interest rate futures. However, the Balanced Fund
currently has no plans to enter into such transactions.

The following investment restrictions apply to the Bond, Balanced, Common
Stock and Aggressive Stock Funds. None of those Funds will:

o  trade in foreign exchange (except transactions incidental to the
   settlement of purchases or sales of securities for a Fund);

o  make an investment in order to exercise control or management over a
   company;

o  underwrite the securities of other companies, including purchasing
   securities that are restricted under the 1933 Act or rules or regulations
   thereunder (restricted securities cannot be sold publicly until they are
   registered under the 1933 Act), except as stated below;

o  make short sales, except when the Fund has, by reason of ownership of
   other securities, the right to obtain securities of equivalent kind and
   amount that will be held so long as they are in a short position;

o  trade in commodities or commodity contracts (except the Balanced Fund is
   not prohibited from entering into hedging transactions through the use of
   stock index or interest rate futures);

o  purchase real estate or mortgages, except as stated below. The Funds may
   buy shares of real estate investment trusts listed on stock exchanges or
   reported on NASDAQ;

o  have more than 5% of its assets invested in the securities of any one
   registered investment company. A Fund may not own more than 3% of a
   registered investment company's outstanding voting securities. The Fund's
   total holdings of registered investment company securities may not exceed
   10% of the value of the Fund's assets;

o  purchase any security on margin or borrow money except for short-term
   credits necessary for clearance of securities transactions;

o  make loans, except loans through the purchase of debt obligations or
   through entry into repurchase agreements; or

o  invest more than 10% of its total assets in restricted securities, real
   estate investments, or portfolio securities not readily marketable.

CERTAIN INVESTMENTS OF THE BOND FUND

The Bond Fund may invest in certain types of securities, which are described
as follows:

MORTGAGE PASS-THROUGH SECURITIES. Mortgage pass-through securities are
securities representing interests in pools of mortgages. Principal and
interest payments made on the mortgages in the pools are passed through to
the holder of such securities. Payment of principal and interest on some
mortgage pass-through securities (but not the market value of the securities




        
<PAGE>

themselves) may be guaranteed by the full faith and credit of the U.S.
Government (in the case of securities guaranteed by the Government National
Mortgage Association, or "GNMA"), or guaranteed by agencies or
instrumentalities of the U.S. Government (in the case of securities
guaranteed by the Federal National Mortgage Association ("FNMA") or the
Federal Home Loan Mortgage Corporation ("FHLMC") which are supported only by
the discretionary authority of the U.S. Government to purchase the agency's
obligations). Mortgage pass-through securities created by non-governmental
issuers (such as commercial banks, savings and loan institutions, private
mortgage insurance companies, mortgage bankers, and other secondary market
issuers) may be supported by various forms of insurance or guarantees,
including individual loan, title, pool, and hazard insurance, and letters of
credit, which may be issued by governmental entities, private insurers or the
mortgage poolers.

Unscheduled or early repayment of principal on mortgage pass-through
securities (arising from prepayments of principal due to the sale of the
underlying property, refinancing,

                                2



        
<PAGE>

or foreclosure, net of fees and costs which may be incurred) may expose the
Bond Fund to a lower rate of return upon reinvestment of principal. Like
other fixed-income securities, when interest rates rise, the value of
mortgage-related securities generally will decline; however, when interest
rates are declining, the value of mortgage-related securities with prepayment
features may not increase as much as other fixed-income securities.

COLLATERALIZED MORTGAGE OBLIGATIONS. The Bond Fund may invest in
collateralized mortgage obligations (CMOs). CMOs are debt securities
collateralized by underlying mortgage loans or pools of mortgage pass-through
securities guaranteed by GNMA, FHLMC or FNMA and are generally issued by
limited purpose finance subsidiaries of U.S. Government instrumentalities.
CMOs are not, however, mortgage pass-through securities. Rather, they are
pay-through securities, i.e., securities backed by the cash flow from the
underlying mortgages. Investors in CMOs are not owners of the underlying
mortgages, which serve as collateral for such debt securities, but are simply
owners of a debt security backed by such pledged assets. CMOs are typically
structured into multiple classes, with each class bearing a different stated
maturity and having different payment streams. Monthly payments of principal,
including prepayments, are first returned to investors holding the shortest
maturity class; investors holding longer maturity classes receive principal
payments only after the shorter class or classes have been retired.

ASSET-BACKED SECURITIES. The Bond Fund may purchase asset-backed securities
that represent either fractional interests or participation in pools of
leases, retail installment loans or revolving credit receivables held by a
trust or limited purpose finance subsidiary. Such asset-backed securities may
be secured by the underlying assets (such as Certificates for Automobile
Receivables) or may be unsecured (such as Credit Card Receivable Securities).
Depending on the structure of the asset-backed security, monthly or quarterly
payments of principal and interest or interest only are passed-through (like
mortgage pass-through securities) or paid through (like CMOs) to certificate
holders. Asset-backed securities may be guaranteed up to certain amounts by
guarantees, insurance or letters of credit issued by a financial institution
affiliated or unaffiliated with the originator of the pool.

Underlying automobile sales contracts and credit card receivables are, of
course, subject to prepayment (although to a lesser degree than mortgage
pass-through securities), which may shorten the securities' weighted average
life and reduce their overall return to certificate holders. Certificate
holders may also experience delays in payment if the full amounts due on
underlying loans, leases or receivables are not realized because of
unanticipated legal or administrative costs of enforcing the contracts or
because of depreciation or damage to the collateral (usually automobiles)
securing certain contracts, or other factors. The value of these securities
also may change because of changes in the market's perception of the
creditworthiness of the servicing agent for the pool, the originator of the
pool, or the financial institution providing credit support enhancement for
the pool. If consistent with its investment objective and policies, the Bond
Fund may invest in other asset-backed securities that may be developed in the
future.

ZERO-COUPON BONDS. The Bond Fund may invest in zero-coupon bonds. Such bonds
may be issued directly by agencies and instrumentalities of the U.S.
Government or by private corporations. Zero-coupon bonds may originate as
such or may be created by stripping an outstanding bond. Zero-coupon bonds do
not make regular interest payments. Instead, they are sold at a deep discount
from their face value. Because a zero-coupon bond does not pay current
income, its price can be very volatile when interest rates change.

REPURCHASE AGREEMENTS. In repurchase agreements, the Bond Fund buys
securities from a seller, usually a bank or brokerage firm, with the
understanding that the seller will repurchase the securities at a higher
price at a future date. During the term of the repurchase agreement the Bond
Fund retains the securities subject to the repurchase agreement as collateral
securing the seller's repurchase obligation, continually monitors on a daily
basis the market value of the securities subject to the agreement and
requires the seller to deposit with the Bond Fund collateral equal to any
amount by which the market value of the securities subject to the repurchase
agreement falls below the resale amount provided under the repurchase
agreement. We evaluate the creditworthiness of sellers with whom we enter
into repurchase agreements. Such transactions afford an opportunity for the
Bond Fund to earn a fixed rate of return on available cash at minimal market
risk, although the Bond Fund may be subject to various delays and risks of
loss if the seller is unable to meet its obligation to repurchase. The staff
of the SEC currently takes the position that repurchase agreements maturing
in more than seven days are illiquid securities.

HOW WE DETERMINE THE UNIT VALUE

In our Prospectus, we discuss how employer plan assets are put into and taken
out of the Funds by the purchase and redemption of Units under the Contracts,
respectively. See PART III--EQUITABLE LIFE AND ITS FUNDS in the Prospectus.
Here we will discuss how we determine the value of Units.

When contributions are invested in the Funds, the number of Units outstanding




        
<PAGE>

attributable to each Fund is correspondingly increased; and when amounts are
withdrawn from one of these Funds, the number of Units outstanding
attributable to that Fund is correspondingly decreased.

We calculate Unit values at the end of each Business Day. For the Bond,
Balanced, Common Stock and Aggressive Stock Funds, the Unit values reflect
investment performance and investment management and financial accounting
fees. We determine the respective Unit values for these Funds by multiplying
the Unit value for the preceding Business Day by the net investment factor
for that subsequent day. We determine the net investment factor as follows:

o  First, we take the value of the Fund's assets at the close of business on
   the preceding Business Day.

o  Next, we add the investment income and capital gains, realized and
   unrealized, that are credited to the assets of the Fund during the
   Business Day for which the net investment factor is being determined.

o  Then, we subtract the capital losses, realized and unrealized, and
   investment management and financial accounting fees charged to the Fund
   during that Business Day.

o  Finally, we divide this amount by the value of the Fund's assets at the
   close of the preceding Business Day.

                                3



        
<PAGE>

Prior to June 1, 1994, for the Bond, Balanced, Common Stock and Aggressive
Stock Funds, the investment management and financial accounting fees were
deducted monthly from employer plan balances in these Funds.

Assets of the Bond, Balanced, Common Stock and Aggressive Stock Funds are
valued as follows:

o  Common stocks and other equity-type securities listed on national
   securities exchanges and certain over-the- counter issues traded on the
   NASDAQ system are valued at the last sale price or, if no sale, at the
   latest available bid price. Other unlisted securities reported on the
   NASDAQ system are valued at inside (highest) quoted bid prices.

o  Foreign securities not traded directly, or in ADR form in the United
   States are valued at the last sale price in the local currency on an
   exchange in the country of origin. Foreign currency is converted into
   dollars at current exchange rates.

o  United States Treasury securities and other obligations issued or
   guaranteed by the United States Government, its agencies or
   instrumentalities are valued at representative quoted prices.

o  Long-term (i.e., maturing in more than a year) publicly traded corporate
   bonds are valued at prices obtained from a bond pricing service of a major
   dealer in bonds when such prices are available; however, in circumstances
   where it is deemed appropriate to do so, an over-the-counter or exchange
   quotation may be used.

o  Short-term debt securities maturing in 60 days or less are valued at
   amortized cost, which approximates market value. Short-term debt
   securities maturing in more than 60 days are valued at representative
   quoted prices. The Funds can acquire short-term debt securities directly
   or through the acquisition of units in our Separate Account No. 2A. See
   PART III--EQUITABLE LIFE AND ITS FUNDS in the Prospectus.

o  Convertible preferred stocks listed on national securities exchanges are
   valued as of their last sale price or, if there is no last sale, at the
   latest available bid price.

o  Convertible bonds and unlisted convertible preferred stocks are valued at
   bid prices obtained from one or more major dealers in such securities;
   where there is a discrepancy between dealers, values may be adjusted based
   on recent premium spreads to the underlying common stock.

o  The unit value of Separate Account No. 2A is calculated each day the New
   York Stock Exchange is open for trading by dividing (i) the value of the
   portfolio securities and other assets of Separate Account No. 2A at the
   close of the business on that day (before giving effect to amounts
   contributed or withdrawn during that day), by (ii) the total number of
   units outstanding at the close of business on the preceding day. Separate
   Account No. 2A invests in short-term securities which mature in 60 days or
   less from the date of purchase or are subject to a repurchase agreement
   requiring repurchase in 60 days or less. The assets of Separate Account
   No. 2A are valued as described with respect to the Separate Accounts.

The Unit value for an Investment Fund of Separate Account No. 51 for any
Business Day (together with any preceding non-Business Days (VALUATION
PERIOD)) is equal to the Unit value for the preceding Valuation Period
multiplied by the net investment factor for that Investment Fund for that
Valuation Period. The net investment factor for a Valuation Period is

                                      a
                                   ( --- ) - c
                                      b

where

(a) is the value of the Investment Fund's shares of the corresponding
    Portfolio at the end of the Valuation Period before giving effect to any
    amounts allocated to or withdrawn from the Investment Fund for the
    Valuation Period. For this purpose, we use the share value reported to us
    by the Trust. This share value is after deduction for investment advisory
    fees and other expenses of the Trust.

(b) is the value of the Investment Fund's shares of the corresponding
    Portfolio at the end of the preceding Valuation Period (after any amounts
    are allocated or withdrawn for that Valuation Period).

(c) is the daily factor for the Separate Account Administrative Charge
    multiplied by the number of calendar days in the Valuation Period.

Our investment officers and the Trust's investment adviser determine in good
faith the fair value of securities and other assets that do not have a
readily available market price in accordance with accepted accounting
practices and applicable laws and regulations.

See PART III--EQUITABLE LIFE AND ITS FUNDS in the Prospectus.




        
<PAGE>

SUMMARY OF UNIT VALUES

All of the Funds were established by us pursuant to the New York Insurance
Law. The Bond, Balanced, Common Stock and Aggressive Stock Funds were
established in 1981, 1979, 1969 and 1969, respectively. We show in the tables
below the Unit values of these Funds on the last Business Day of each year
since each Fund began operations. However, Units in the Funds were not made
available under RIA until subsequent dates.

Prior to June 1, 1994, the Unit values quoted for the Bond, Balanced, Common
Stock and Aggressive Stock Funds did not reflect the deduction of the
Investment Management and Financial Accounting Fee. That fee was assessed by
reducing the number of Units that the employer plan had in these Funds. The
Unit values shown for the periods included in the following table through the
last business day of December, 1993 reflect the actual performance of the
Funds before the Investment Management and Financial Accounting Fee had been
reflected in their computation. The Investment Management and Financial
Accounting Fee is reflected in Unit values for the last business day of 1994.

We established the Growth Investors, Conservative Investors and Global
Investors Funds as Investment Funds of Separate Account No. 51 in 1993. The
Money Market, Intermediate Government Securities, Quality Bond, High

                                4



        
<PAGE>

Yield, Growth & Income and Equity Index Funds were established as Investment
Funds of Separate Account No. 51 in 1994 and the International Fund will be
established on or about September 1, 1995. The tables below set forth the
Unit values as of the end of each year since each Fund began operations.

See GENERAL in this SAI. In computing the Unit values, no provisions have
been made for the effect of taxes on income and gains or upon distribution.

THE UNIT VALUES REFLECT THOSE CHARGES AND FEES AS DESCRIBED IN THE RIA
PROSPECTUS UNDER PART II. ALSO DESCRIBED IN PART II ARE CHARGES AND FEES
WHICH ARE PAID BY THE REDUCTION OF THE NUMBER OF UNITS CREDITED TO AN
EMPLOYER PLAN UNDER RIA.

                                5



        
<PAGE>

The following Unit values are provided to demonstrate the changes for the
period shown.
- -----------------------------------------------------------------------------
                                  BOND FUND
                      (SEPARATE ACCOUNT NO. 13--POOLED)

<TABLE>
<CAPTION>
- ---------------  ------------  ---------------  ------------
 LAST BUSINESS                   LAST BUSINESS
     DAY OF           FUND          DAY OF           FUND
    DECEMBER       UNIT VALUE      DECEMBER       UNIT VALUE
- ---------------  ------------  ---------------  ------------
<S>              <C>           <C>              <C>
      1981           $11.11          1987          $24.35
      1982            14.18          1988           25.99
      1983            15.15          1989           29.59
      1984            17.36          1990           32.07
      1985            20.85          1991           36.89
      1986            23.85          1992           39.31
                                     1993           43.14
                                     1994           42.35*
</TABLE>

- -----------------------------------------------------------------------------
                                BALANCED FUND
                      (SEPARATE ACCOUNT NO. 10--POOLED)

<TABLE>
<CAPTION>
- ---------------  ------------  ---------------  ------------
 LAST BUSINESS                   LAST BUSINESS
     DAY OF           FUND          DAY OF           FUND
    DECEMBER       UNIT VALUE      DECEMBER       UNIT VALUE
- ---------------  ------------  ---------------  ------------
<S>              <C>           <C>              <C>
      1979           $11.17          1986          $39.31
      1980            16.32          1987           37.40
      1981            15.41          1988           43.14
      1982            22.32          1989           54.84
      1983            26.13          1990           54.75
      1984            26.74          1991           77.72
      1985            33.66          1992           75.90
                                     1993           85.85
                                     1994           78.77*
</TABLE>

- -----------------------------------------------------------------------------
                              COMMON STOCK FUND
                       (SEPARATE ACCOUNT NO. 4--POOLED)

<TABLE>
<CAPTION>
- ---------------  ------------  ---------------  ------------
 LAST BUSINESS                   LAST BUSINESS
     DAY OF           FUND          DAY OF           FUND
    DECEMBER       UNIT VALUE      DECEMBER       UNIT VALUE
- ---------------  ------------  ---------------  ------------
<S>              <C>           <C>              <C>
      1969           $15.47          1981          $ 51.22
      1970            15.87          1982            64.94
      1971            20.18          1983            78.26
      1972            25.40          1984            76.85
      1973            23.46          1985           102.00
      1974            17.06          1986           116.67
      1975            21.94          1987           123.90
      1976            26.01          1988           145.61
      1977            23.79          1989           211.73
      1978            26.56          1990           188.63
      1979            35.21          1991           288.23
      1980            52.91          1992           293.22
                                     1993           353.07
                                     1994           346.92*
<FN>
   * The 1994 Unit values reflect the deduction of the Investment Management
and Financial Accounting Fee.
</TABLE>

                                6



        
<PAGE>

- -----------------------------------------------------------------------------
                            AGGRESSIVE STOCK FUND
                       (SEPARATE ACCOUNT NO. 3--POOLED)

<TABLE>
<CAPTION>
- ---------------  ------------  ---------------  ------------
 LAST BUSINESS                   LAST BUSINESS
     DAY OF           FUND          DAY OF           FUND
    DECEMBER       UNIT VALUE      DECEMBER       UNIT VALUE
- ---------------  ------------  ---------------  ------------
<S>              <C>           <C>              <C>
      1969           $ 8.69          1981          $ 20.76
      1970             7.26          1982            27.45
      1971             8.63          1983            36.05
      1972             9.73          1984            32.41
      1973             7.07          1985            38.45
      1974             4.72          1986            39.27
      1975             6.71          1987            38.53
      1976             7.91          1988            39.48
      1977             7.52          1989            58.31
      1978             8.95          1990            63.79
      1979            14.66          1991           120.00
      1980            23.81          1992           116.98
                                     1993           135.42
                                     1994           129.95*
<FN>
   *The 1994 Unit value reflects the deduction of the Investment Management
and Financial Accounting Fee.
</TABLE>

- -----------------------------------------------------------------------------
                            GROWTH INVESTORS FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                      <C>
       1994                                                           $99.52
</TABLE>

- -----------------------------------------------------------------------------
                         CONSERVATIVE INVESTORS FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                      <C>
       1994                                                           $99.83
</TABLE>

- -----------------------------------------------------------------------------
                                 GLOBAL FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                            -----------------
LAST BUSINESS DAY
   OF DECEMBER                                                FUND UNIT VALUE
- -----------------                                            -----------------
<S>                                                                      <C>
       1994                                                        $99.84
</TABLE>

- -----------------------------------------------------------------------------
                              MONEY MARKET FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                      <C>
       1994                                                           $102.65
</TABLE>




        
- -----------------------------------------------------------------------------
                   INTERMEDIATE GOVERNMENT SECURITIES FUND
                          (SEPARATE ACCOUNT NO. 51)



<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                <C>
       1994                                                        $98.94

- -----------------
</TABLE>

                                7



        
<PAGE>

- -----------------------------------------------------------------------------
                              QUALITY BOND FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                      <C>
       1994                                                           $99.83
</TABLE>

- -----------------------------------------------------------------------------
                               HIGH YIELD FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                      <C>
       1994                                                           $98.99
</TABLE>

- -----------------------------------------------------------------------------
                             GROWTH & INCOME FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                      <C>
       1994                                                           $99.81
</TABLE>

- -----------------------------------------------------------------------------
                              EQUITY INDEX FUND
                          (SEPARATE ACCOUNT NO. 51)

<TABLE>
<CAPTION>
- -----------------                                                  ------------
LAST BUSINESS DAY                                                    FUND UNIT
   OF DECEMBER                                                         VALUE
- -----------------                                                  ------------
<S>                                                                <C>
       1994                                                           $101.71

- -----------------
</TABLE>

MONEY MARKET YIELD INFORMATION

The Money Market Fund calculates yield information for seven-day periods. The
seven-day current yield calculation is based on a hypothetical employer plan
with one Unit at the beginning of the period. To determine the seven-day rate
of return, the net change in the Unit value is computed by subtracting the
Unit value at the beginning of the period from a Unit value, exclusive of
capital changes, at the end of the period.

The net change is then reduced by the average Ongoing Operations Fee factor
(explained below). This reduction is made to recognize the deduction of the
Ongoing Operations Fee which is not reflected in the Unit value. See ONGOING
OPERATIONS FEE IN PART II--CHARGES AND FEES of the prospectus. Accumulation
Unit Values reflect all other accrued expenses of the Money Market Fund.

The adjusted net change is divided by the Unit value at the beginning of the
period to obtain the adjusted base period rate of return. This seven-day
adjusted base period return is then multiplied by 365/7 to produce an
annualized seven- day current yield figure carried to the nearest
one-hundredth of one percent.

The actual dollar amount of the Ongoing Operations Fee that is deducted from
the Money Market Fund will vary for each employer plan depending upon how the
plan's balance is allocated among the Investment Options. To determine the
effect of the Ongoing Operations Fee on the yield, we start with the total
dollar amount of the fees deducted from the Fund on the last Business Day of
the prior month. This amount is multiplied by 7/30.417 to produce an average
Ongoing Operations Fee factor which is used in all weekly yield computations
for the ensuing quarter. The average Ongoing Operations Fee factor and the
Separate Account Administrative Charge is then divided by the number of Money
Market Fund Units as of the end of the prior month, and the resulting
quotient is deducted from the net change in Unit value for the seven-day
period.




        
<PAGE>

The effective yield is obtained by modifying the current yield to give effect
to the compounding nature of the Money Market Fund's investments, as follows:
the unannualized adjusted base period return is compounded by adding one to
the adjusted base period return, raising the sum to a power equal to 365
divided by 7, and subtracting one from the result, i.e., effective yield =
(base period return + 1) 365/7-1.

The Money Market Fund yield will fluctuate daily. Accordingly, yields for any
given period are not necessarily representative of future results. In
addition, the value of Units of the Money Market Fund will fluctuate and not
remain constant.

The Money Market Fund yield reflects charges that are not normally reflected
in the yields of other investments and therefore may be lower when compared
with yields of other investments. Money Market Fund yields should not be
compared to the return on fixed rate investments which guarantee rates of
interest for specified periods, such as the Guaranteed Interest Account or
bank deposits. The

                                8



        
<PAGE>

yield should not be compared to the yield of money market funds made
available to the general public because their yields usually are calculated
on the basis of a constant $1 price per share and they pay earnings in
dividends which accrue on a daily basis.

The Money Market Fund's seven-day current yield for the RIA Contracts was
5.40% for the period ended December 31,1994. The effective yield for that
period was 5.55%. Because these yields reflect the deduction of the Ongoing
Operations Fee and the Separate Account Administrative Charge, they are lower
than the corresponding yield figures for the Money Market Portfolio which
reflect only the deduction of Trust-level expenses.

BROKERAGE FEES AND CHARGES FOR SECURITIES
TRANSACTIONS

We discuss in the Prospectus that we are the investment manager of the Bond,
Balanced, Common Stock and Aggressive Stock Funds. As the investment manager
of these Funds, we invest and reinvest the assets of these Funds in a manner
consistent with the policies described in the Prospectus. In providing these
services we currently use the personnel and facilities of our majority-owned
subsidiary, Alliance, for portfolio selection and transaction services,
including arranging the execution of portfolio transactions. Alliance is also
the investment manager for the Trust. Information on brokerage fees and
charges for securities transactions for the Trust's Portfolios is provided in
the Trust prospectus. See PART III--EQUITABLE LIFE AND ITS FUNDS--INVESTMENT
MANAGEMENT in the Prospectus.

The Bond, Balanced, Common Stock and Aggressive Stock Funds are charged for
securities brokers commissions, transfer taxes and other fees and expenses
relating to their operation. Transactions in equity securities for a Fund are
executed primarily through brokers which receive a commission paid by the
Fund. Brokers are selected by Alliance. Alliance seeks to obtain the best
price and execution of all orders placed for the portfolio of the Funds,
considering all the circumstances. If transactions are executed in the over-
the-counter market Alliance will deal with the principal market makers,
unless more favorable prices or better execution is otherwise obtainable.
There are occasions on which portfolio transactions for the Funds may be
executed as part of concurrent authorizations to purchase or sell the same
security for certain other accounts or clients advised by Alliance. Although
these concurrent authorizations potentially can be either advantageous or
disadvantageous to the Funds, they are effected only when it is believed that
to do so is in the best interest of the Funds. When these concurrent
authorizations occur, the objective is to allocate the executions among the
accounts or clients in a fair manner.

We try to choose only brokers which we believe will obtain the best prices
and executions on securities transactions. Subject to this general
requirement, we also consider the amount and quality of securities research
services provided by a broker. Typical research services include general
economic information and analyses and specific information on and analyses of
companies, industries and markets. Factors in evaluating research services
include the diversity of sources used by the broker and the broker's
experience, analytical ability and professional stature.

The receipt of research services from brokers tends to reduce our expenses in
managing the Bond, Balanced, Common Stock and Aggressive Stock Funds. This is
taken into account when setting the expense charges. Brokers who provide
research services may charge somewhat higher commissions than those who do
not. However, we will select only brokers whose commissions we believe are
reasonable in all the circumstances.

We periodically evaluate the services provided by brokers and prepare
internal proposals for allocating among those various brokers business for
all the accounts we manage or advise. That evaluation involves consideration
of the overall capacity of the broker to execute transactions, its financial
condition, its past performance and the value of research services provided
by the broker in servicing the various accounts advised or managed by us.
Generally, we do not tell brokers that we will try to allocate a particular
amount of business to them. We do occasionally let brokers know how their
performance has been evaluated.

Research information obtained by us may be used in servicing all clients or
accounts under our management, including our general account. Similarly, not
all research provided by a broker or dealer with which the Funds transact
business will necessarily be used in connection with those Funds.

Transactions for the Bond, Balanced, Common Stock and Aggressive Stock Funds
in the over-the-counter market are normally executed as principal
transactions with a dealer that is a principal market maker in the security,
unless a better price or better execution can be obtained from another
source. Under these circumstances, the Funds pay no commission. Similarly,
portfolio transactions in money market and debt securities will normally be
executed through dealers or underwriters under circumstances where the Fund
pays no commission.

When making securities transactions for the Bond, Balanced, Common Stock and




        
<PAGE>

Aggressive Stock Funds that do not involve paying a brokerage commission
(such as the purchase of short-term debt securities), we seek to obtain
prompt execution in an effective manner at the best price. Subject to this
general objective, we may give orders to dealers or underwriters who provide
investment research. None of the Funds will pay a higher price, however, and
the fact that we may benefit from such research is not considered in setting
the expense charges.

In addition to using brokers and dealers to execute portfolio securities
transactions for clients or accounts we manage, we may enter into other types
of business transactions with brokers or dealers. These other transactions
will be unrelated to allocation of the Funds' portfolio transactions.

We own Donaldson, Lufkin & Jenrette Inc. (DLJ). A DLJ subsidiary, Donaldson,
Lufkin & Jenrette Securities Corporation (DLJ SECURITIES CORP.), is one of
the nation's largest investment banking and securities firms. Another DLJ
subsidiary, Autranet, Inc., is a securities broker that markets independently
originated research to institutions. Through the Pershing Division of DLJ
Securities Corp., DLJ supplies correspondent services, including order
execution, securities clearance and other financial services to numerous
independent regional securities firms and banks.

To the extent permitted by law, and consistent with the Fund transaction
practices discussed in this SAI and the Prospectus, the Bond, Balanced,
Common Stock and Aggressive Stock Funds may engage in securities and other
transactions with the above entities or may invest in shares of the

                                9



        
<PAGE>

investment companies with which those entities have affiliations. During
1993, there were no transactions effected through DLJ subsidiaries and
therefore no commissions were paid.

For 1994, 1993 and 1992, total brokerage commissions for Separate Account No.
10--Pooled were $801,704, $820,212 and $630,428, respectively; for Separate
Account 4--Pooled were $4,738,796, $3,407,006 and $2,299,390, respectively;
and for Separate Account No. 3--Pooled were $908,990, $616,015 and $314,464,
respectively. For 1994, total brokerage commissions for Separate Account No.
13--Pooled were $0. During 1994, commissions of $227,738, $1,206,667 and
$236,873 were paid to brokers providing research services to Separate Account
No. 10--Pooled, Separate Account No. 4--Pooled and Separate Account No.
3--Pooled, respectively, on portfolio transactions of $99,502,914,
$583,662,157 and $62,548,119, respectively.


ONGOING OPERATIONS FEE

We determine the Ongoing Operations Fee based on the combined net balances of
an employer plan in all the Investment Options (including any outstanding
loan balances) at the close of business on the last Business Day of each
month. For employer plans that adopted RIA on or before February 9, 1986, we
use the rate schedule set forth below, and apply it to the employer plan
balances at the close of business on the last Business Day of the following
month. For employer plans that adopted RIA after February 9, 1986 we use the
rate schedule set forth in the Prospectus. See PART II--CHARGES AND FEES in
the Prospectus.

<TABLE>
<CAPTION>
   COMBINED BALANCE OF
    INVESTMENT OPTIONS      MONTHLY RATE
- -------------------------  -------------
<S>                        <C>
     First $  150,000      1/12 of 1.25%
      Next $  350,000      1/12 of 1.00%
      Next $  500,000      1/12 of 0.75%
      Next $1,500,000      1/12 of 0.50%
      Over $2,500,000      1/12 of 0.25%
</TABLE>

                               10



        
<PAGE>

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

              PART II--MANAGEMENT FOR THE BOND, BALANCED, COMMON
             STOCK AND AGGRESSIVE STOCK FUNDS AND EQUITABLE LIFE
- -----------------------------------------------------------------------------

FUNDS

In the Prospectus we give information about us, our Bond, Balanced, Common
Stock and Aggressive Stock Funds and how we, together with Alliance, provide
investment management for the investments and operations of these Funds. See
PART III--EQUITABLE LIFE AND ITS FUNDS in the Prospectus. The amounts of the
investment management and financial accounting fees we received from employer
plans participating through registered Contracts in the Balanced, Common
Stock and Aggressive Stock Funds in 1994 were $36,984, $46,821 and $16,789,
respectively; in 1993 were $34,038, $38,179, and $13,873, respectively; in
1992 were $29,655, $30,497 and $10,520, respectively. The amount of such fees
received under the Bond Fund in 1994 and 1993 were $219 and $70,
respectively. The amounts of such fees we received in 1994 from June 1
forward, (the date the investment management and financial accounting fees
began to be reflected in the unit values), in the Balanced, Common Stock,
Aggressive Stock and Bond Funds were $21,443, $28,101, $10,166 and $160
respectively. See PART I--RIA SUMMARY in the Prospectus.

DISTRIBUTION

Equico Securities, Inc. (EQUICO), a wholly-owned subsidiary of Equitable
Life, performs all sales functions for the Separate Accounts and may be
deemed to be their principal underwriter under the 1940 Act. Equico is also
the principal underwriter of the Trust. Equico is registered with the SEC as
a broker-dealer under the Securities Exchange Act of 1934 (EXCHANGE ACT) and
is a member of the National Association of Securities Dealers, Inc. Equico's
principal business address is 1755 Broadway, New York, New York 10019. The
contracts are distributed through Equitable's Agents who are registered
representatives of Equico.

EQUITABLE LIFE

We are managed by a Board of Directors. See PART III-- EQUITABLE LIFE AND ITS
FUNDS in the Prospectus. Our Directors, certain of our executive officers and
their principal occupations are set forth below.

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------
DIRECTORS
NAME                           PRINCIPAL OCCUPATION
- -----------------------------  --------------------------------------------------------------------------
<S>                            <C>
 Claude Bebear                 Chairman and Chief Executive Officer, AXA
 Christopher Brocksom          Chief Executive Officer, AXA Equity and Law Life Assurance Society
 Francoise Colloc'h            Executive Vice President--Culture--Management--Communications, AXA
*Henri de Castries             Executive Vice President--Finance, AXA
 Joseph L. Dionne              Chairman and Chief Executive Officer, McGraw-Hill, Inc.
*William T. Esrey              Chairman and Chief Executive Officer, Sprint Corporation
 Jean-Rene Fourtou             Chairman and Chief Executive Officer, Rhone-Poulenc, S.A.
 Norman C. Francis             President, Xavier University of Louisiana
 Donald J. Greene              Counselor-at-Law, Partner, LeBoeuf, Lamb, Greene & MacRae
 John T. Hartley               Chairman and Chief Executive Officer, Harris Corporation
*John H. F. Haskell, Jr.       Director and Managing Director, Dillon, Read & Co., Inc.
*W. Edwin Jarmain              President, Jarmain Group Inc.
 Don Johnston                  Retired Chairman and Chief Executive Officer, JWT Group, Inc.
*Winthrop Knowlton             Chairman, Knowlton Brothers, Inc.
 Arthur L. Liman               Counselor-at-Law, Partner, Paul, Weiss, Rifkind, Wharton & Garrison
 George T. Lowy                Counselor-at-Law, Partner, Cravath, Swaine & Moore
*George J. Sella, Jr.          Retired Chairman and Chief Executive Officer, American Cyanamid Company
*Dave H. Williams              Chairman and Chief Executive Officer, Alliance Capital Management, L.P.
<FN>
- ------------
* MEMBERS OF OUR INVESTMENT COMMITTEE
</TABLE>

                               11



        
<PAGE>

Unless otherwise indicated, the following persons have been involved in the
management of Equitable Life in various executive positions during the last
five years.
- -----------------------------------------------------------------------------

<TABLE>
<CAPTION>
 OFFICER-DIRECTORS
NAME                        PRINCIPAL OCCUPATION
- --------------------------  ------------------------------------------------------------------------------
<S>                         <C>
*Richard H. Jenrette        Chairman of the Board and Chief Executive Officer, The Equitable
                            Companies Incorporated; Chairman of the Executive Committee, Equitable
                            Life; Chairman of the Board, Donaldson, Lufkin & Jenrette, Inc.
*Joseph P. Melone           President and Chief Operating Officer, The Equitable Companies
                            Incorporated; Chairman of the Board and Chief Executive Officer, Equitable
                            Life; prior thereto, President, The Prudential Insurance Company of America
*James M. Benson            President and Chief Operating Officer; prior thereto, President, Management
                            Compensation Group
 -------------------------- ------------------------------------------------------------------------------
OTHER OFFICERS
Name                        Principal Occupation
 -------------------------- ------------------------------------------------------------------------------
 Jerry M. de St. Paer       Executive Vice President and Chief Financial Officer
 Robert E. Garber           Executive Vice President and General Counsel
 William T. McCaffrey       Executive Vice President and Chief Administrative Officer
 Brian S. O'Neil            Executive Vice President and Chief Investment Officer
 Jose Suquet                Executive Vice President and Chief Agency Officer
 Gordon G. Dinsmore         Senior Vice President
 Alvin H. Fenichel          Senior Vice President and Controller
 J. Thomas Liddle, Jr.      Senior Vice President
 Kevin R. Byrne             Vice President and Treasurer
 Paul J. Flora              Vice President and Auditor
 Molly K. Heines            Vice President and Secretary
 -------------------------- ------------------------------------------------------------------------------
<FN>
* MEMBERS OF OUR INVESTMENT COMMITTEE
</TABLE>

                               12



        
<PAGE>
- -----------------------------------------------------------------------------

                        PART III--FINANCIAL STATEMENTS
                                    INDEX
- -----------------------------------------------------------------------------
<TABLE>
<CAPTION>
<S>                                      <C>                                                                               <C>
                                                                                                                          Page
SEPARATE ACCOUNT NOS. 13
(POOLED), 10 (POOLED), 4 (POOLED),
3 (POOLED) AND 51 (POOLED)               Report of Independent Accountants--      .................................         14
- ------------------------------------------------------------------------------------------------------------------------------

SEPARATE ACCOUNT                         Statement of Assets and Liabilities, December 31, 1994 ...................         15
NO. 13 (POOLED)
                                         ------------------------------------------------------------------------------------
                                         Statements of Operations and Changes in Net Assets for the Years Ended
                                         December 31, 1994 and 1993 ...............................................         16
                                         ------------------------------------------------------------------------------------
                                         Portfolio of Investments, December 31, 1994 ..............................         17
- -----------------------------------------------------------------------------------------------------------------
SEPARATE ACCOUNT                         Statement of Assets and Liabilities, December 31, 1994 ...................
NO. 10 (POOLED)                                                                                                             18
                                         ------------------------------------------------------------------------------------
                                         Statements of Operations and Changes in Net Assets for the Years Ended
                                         December 31, 1994 and 1993 ...............................................         19
                                         ------------------------------------------------------------------------------------
                                         Portfolio of Investments, December 31, 1994 ..............................         20
- -----------------------------------------------------------------------------------------------------------------
SEPARATE ACCOUNT                         Statement of Assets and Liabilities, December 31, 1994 ...................
NO. 4 (POOLED)                                                                                                              24
                                         ------------------------------------------------------------------------------------
                                         Statements of Operations and Changes in Net Assets for the Years Ended
                                         December 31, 1994 and 1993 ...............................................         25
                                         ------------------------------------------------------------------------------------
                                         Portfolio of Investments, December 31, 1994 ..............................         26
- -----------------------------------------------------------------------------------------------------------------
SEPARATE ACCOUNT                         Statement of Assets and Liabilities, December 31, 1994 ...................
NO. 3 (POOLED)                                                                                                              31
                                         ------------------------------------------------------------------------------------
                                         Statements of Operations and Changes in Net Assets for the Years Ended
                                         December 31, 1994 and 1993 ...............................................         32
                                         ------------------------------------------------------------------------------------
                                         Portfolio of Investments, December 31, 1994 ..............................         33
- -------------------------------------------------------------------------------------------------------------------------------
SEPARATE ACCOUNT                         Statements of Assets and Liabilities, December 31, 1994 ..................         36
NO. 51 (POOLED),                        ---------------------------------------------------------------------------------------
(THE MONEY MARKET, INTERMEDIATE
GOVERNMENT SECURITIES, QUALITY BOND,
HIGH YIELD, GROWTH & INCOME, EQUITY
INDEX, GLOBAL, CONSERVATIVE INVESTORS
AND GROWTH INVESTORS FUNDS)              The Money Market, Intermediate Government Securities, Quality Bond, High
                                         Yield, Growth & Income and Equity Index Funds Statements of Operations
                                         and Changes in Net Assets for the period June 1, 1994 (commencement of
                                         operations) to December 31, 1994 .........................................
                                         ------------------------------------------------------------------------------------
                                         The Global, Conservative Investors and Growth Investors Funds Statements
                                         of Operations and Changes in Net Assets for the Year Ended December 31,
                                         1994 and for the Period July 1, 1993 (commencement of operations) to
                                         December 31, 1993 ........................................................      39-41
- ------------------------------------------------------------------------------------------------------------------------------
Separate Account Nos. 13 (Pooled), 10    Notes to Financial Statements ............................................         42
(Pooled), 4 (Pooled),
3 (Pooled) and 51 (Pooled)
- -------------------------------------------------------------------------------------------------------------------------------
The Equitable Life Assurance             Report of Independent Accountants--                 ......................
Society of the United States                                                                                               F-1
                                         ------------------------------------------------------------------------------------
                                         Independent Auditors' Report--                  ..........................        F-2
                                         ------------------------------------------------------------------------------------
                                         Consolidated Balance Sheets as of December 31, 1994 and 1993  ............        F-3
                                         ------------------------------------------------------------------------------------
                                         Consolidated Statements of Earnings for  .................................        F-4
                                         the Years Ended December 31, 1994, 1993 and 1992
                                         ------------------------------------------------------------------------------------
                                         Consolidated Statement of Shareholder's Equity Years Ended
                                         December 31, 1994, 1993 and 1992 .........................................        F-5
                                         ------------------------------------------------------------------------------------
                                         Consolidated Statements of Cash Flows for the Years Ended
                                         December 31, 1994, 1993 and 1992 .........................................        F-6
                                         -------------------------------------------------------------------------------------
                                         Notes to Consolidated Financial Statements ...............................        F-7
- -------------------------------------------------------------------------------------------------------------------------------
                                         The financial statements of the Funds reflect fees, charges and other expenses of
                                         the Separate Accounts applicable to Contracts under RIA as in effect during the
                                         periods covered, as well as the expense charges made in accordance with the terms of
                                         all other contracts participating in the respective Funds.
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                               13



        
<PAGE>

- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------
RETIREMENT
INVESTMENT
ACCOUNT(REGISTERED TRADEMARK)

 #############################################################################

                                IMAGE OMITTED
 (SEE NARRATIVE DESCRIPTION BELOW OR IN "APPENDIX FOR GRAPHICS AND IMAGES".)
 PICKUP: "P1"
 =============================================================================
 IMAGE: "RIALOGO"
 =============================================================================
 #############################################################################

                      SEPARATE ACCOUNT UNITS OF INTEREST
                        UNDER GROUP ANNUITY CONTRACTS

o  Money Market Fund
o  Intermediate Government
    Securities Fund
o  Bond Fund
o  Quality Bond Fund
o  High Yield Fund
o  Growth & Income Fund
o  Equity Index Fund
o  Common Stock Fund
o  Global Fund
o  International
o  Aggressive Stock Fund
    Blended Funds:
o  Conservative Investors Fund
o  Balanced Fund
o  Growth Investors Fund

                                      OF
          THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                             RIA SERVICE OFFICE:

                                Equitable Life
                              RIA Service Office
                          200 Plaza Drive, 3rd Floor
                           Secaucus, NJ 07094-3689
                             Tel.: (800) 967-4560
                                (201) 392-5500
                       (9 A.M. to 5 P.M. Eastern time)
                      Fax: (201) 392-2285, 2286 or 2287
  (To obtain pre-recorded Fund unit values, use our toll-free number listed
                                    above)

                       ADDRESS FOR CONTRIBUTIONS ONLY:

                                Equitable Life
                                   RIA/EPP
                                P.O. Box 13503
                               Newark, NJ 07188

                 EXPRESS MAIL ADDRESS FOR CONTRIBUTIONS ONLY:

               First Chicago National Processing Center (FCNPC)
                    300 Harmon Meadow Boulevard, 3rd Floor
                               Attn: Box 13503
                              Secaucus, NJ 07094
- -----------------------------------------------------------------------------
- -----------------------------------------------------------------------------






        


                                    PART C

                               OTHER INFORMATION

Item 28.        Financial Statements and Exhibits

        (a)     Financial Statements included in Part B.

         1.     Separate Account Nos. 3 (Pooled), 4 (Pooled), 10 (Pooled)
                and 13 (Pooled) (The Aggressive Equity, Common Stock,
                Balanced and Bond Funds):
                -       Report of Independent Accountants - Price Waterhouse

         2.     Separate Account No. 3 (Pooled):
                -       Statements of Assets and Liabilities, December 31, 1994
                -       Statements of Operations and Changes in Net Assets for
                        the Years Ended December 31, 1994 and 1993
                -       Portfolio of Investments, December 31, 1994

         3.     Separate Account No. 4 (Pooled):
                -       Statements of Assets and Liabilities, December 31, 1994
                -       Statements of Operations and Changes in Net Assets for
                        the Years Ended December 31, 1994 and 1993
                -       Portfolio of Investments, December 31, 1994

         4.     Separate Account No. 10 (Pooled):
                -       Statements of Assets and Liabilities, December 31, 1994
                -       Statements of Operations and Changes in Net Assets for
                        the Years Ended December 31, 1994 and 1993
                -       Portfolio of Investments, December 31, 1994

         5.     Separate Account No. 13 (Pooled):
                -       Statements of Assets and Liabilities, December 31, 1994
                -       Statements of Operations and Changes in Net Assets for
                        the Years Ended December 31, 1994 and 1993
                -       Portfolio of Investments, December 31, 1994

          6.    Separate Account No. 51 (Pooled)
                -       Report of Independent Accountants - Price Waterhouse
                -       Statements of Assets and Liabilities, December 31, 1994
                -       Statements of Operations and Changes in Net Assets for
                        the period June 1, 1994 to December 31, 1994.

         7.     Separate Account Nos. 3 (Pooled), 4 (Pooled), 10 (Pooled)
                and 13 (Pooled):
                -       Notes to Financial Statements

         8.     Separate Account No. 51 (Pooled):
                -       Notes to Financial Statements

                                      C-1



        




         9.     The Equitable Life Assurance Society of the United States:
                -       Report of Independent Accountants - Price Waterhouse
                -       Independent Auditors' Report - Deloitte & Touche
                -       Consolidated Balance Sheets, December 31, 1994 and 1993
                -       Consolidated Statements of Earnings for the Years Ended
                        December 31, 1994, 1993 and 1992
                -       Consolidated Statements of Shareholder's Equity Years
                        Ended December 31, 1994, 1993 and 1992
                -       Consolidated Statements of Cash Flows for the Years
                        Ended December 31, 1994, 1993 and 1992
                -       Notes to Consolidated Financial Statements

        (b)     Exhibits.

        The following Exhibits are filed herewith:

        1.      Resolutions of the Board of Directors of The Equitable Life
                Assurance Society of the United States ("Equitable")
                authorizing the establishment of Separate Account Nos. 3, 4 and
                10 and additional similar separate accounts, incorporated by
                reference to Registration No. 2-91983 on Form N-3 of
                Registrant, filed April 14, 1986.

        2.      Not Applicable.

        3.      Not Applicable.

        4.      (a)     Investment Advisory Agreement between Equitable and
                Equitable Investment Management Corporation dated 
                October 31, 1983, incorporated by reference to 
                Registration No. 2-91983 on Form N-3 of Registrant 
                filed on April 14, 1986.

                (b)     Investment Advisory and Management Agreement by and
                between Alliance Capital Management L.P., Alliance
                Corporate Finance Group Incorporated, an indirect
                wholly owned subsidiary of Alliance, and The Equitable
                Life Assurance Society of the United States,
                previously filed with this Registration Statement No.
                33-76028 on March 3, 1994.
   
                (c)     Distribution Agreement dated as of January 1, 1995, by
                and between The Hudson River Trust and Equico
                Securities, Inc., previously filed with this
                Registration Statement No. 33-76028 on April 24, 1995.

                (d)     Sales Agreement, dated as of january 1, 1995, by and
                among Equico Securities, Inc., Equitable, and Separate
                Account A, Separate Account No. 301 and Separate
                Account No. 51, previously filed with this
                Registration Statement No. 33-76028 on April 24, 1995.
    
        5.      Not Applicable.


                                      C-2



        




        6.      (a)1    Group Annuity Contract AC 5000 - 83T (No. 15,740)
                between Equitable and United States Trust Company of New York
                as Trustee under Retirement Investment Account Master
                Retirement Trust, incorporated by reference to
                Registration No. 2-91983 on Form N-3 of Registrant filed
                April 14, 1986.

                (a)2    Riders 1, 2, 3, 4, 5, 6 and 7 to Group Annuity Contract
                AC 5000 - 83T (No. 15,740) between Equitable and United
                States Trust Company of New York as Trustee under
                Retirement Investment Account Master Retirement Trust, as
                executed, incorporated by reference to Registration No.
                2-91983 on Form N-3 of Registrant filed April 28, 1988.

                (a)3    Form of Rider 8 to Group Annuity Contract AC 5000 - 83T
                (No. 15,740) between Equitable and United States Trust
                Company of New York as Trustee under Retirement
                Investment Account Master Retirement Trust, incorporated
                by reference to Registration No. 2-91983 on Form N-3 of
                Registrant filed February 25, 1992.

                (a)4    Form of Rider 9 to Group Annuity Contract AC 5000 - 83T
                between Equitable and United States Trust Company of New
                York as Trustee under Retirement Investment Account
                Master Retirement Trust, previously filed with this
                Registration Statement No. 33-76028 on March 3, 1994.

                (b)1    Group Annuity Contract AC 5000 - 83E (No. 15,739)
                between Equitable and United States Trust Company of New York
                as Trustee under Retirement Investment Account Retirement
                Trust, incorporated by reference to Registration No. 2-
                91983 on Form N-3 of Registrant filed April 14, 1986.

                (b)2    Riders l, 2, 3, 4, 5, 6 and 7 to Group Annuity Contract
                AC 5000 - 83E (No. 15,739) between Equitable and United
                States Trust Company of New York as Trustee under
                Retirement Investment Account Retirement Trust, as
                executed, incorporated by reference to Registration No.
                2-91983 on Form N-3 of Registrant filed April 14, 1986.

                (b)3    Form of Rider 8 to Group Annuity Contract AC 5000 - 83E
                (No. 15,739) between Equitable and United States Trust
                Company of New York, as Trustee under Retirement
                Investment Account Master Retirement Trust, incorporated
                by reference to Registration No. 2-91983 on Form N-3 of
                Registrant filed February 25, 1992.

                (b)4    Form of Rider 9 to Group Annuity Contract AC 5000 - 83E
                between Equitable and United States Trust Company of New
                York, as Trustee under Retirement Investment Account
                Master Retirement Trust, previously filed with this
                Registration Statement No. 33-76028 on March 3, 1994.

                                      C-3



        


                (c)1    Retirement Investment Account Master Retirement Trust
                effective as of January 1, 1979, incorporated by
                reference to Registration No. 2-91983 on Form N-3 of
                Registrant filed April 14, 1986.

                (c)2    Amendment to the Retirement Investment Account Master
                Retirement Trust effective July 1, 1984, incorporated by
                reference to Registration No. 2-91983 on Form N-3 of
                Registrant filed April 14, 1986.

                (c)3    Revised Retirement Investment Account Master Retirement
                Trust effective as of March 1, 1990, incorporated by
                reference to Registration No. 2-91983 on Form N-3 of
                Registrant filed April 27, 1990.

                (c)4    Form of Restated Retirement Investment Account Master
                Retirement Trust as submitted to the Internal Revenue
                Service, incorporated by reference to Registration No. 2-
                91983 on Form N-3 of Registrant filed February 25, 1992.

        7.      (a)     Retirement Investment Account Enrollment Forms -
                Including Participation and Enrollment Agreements,
                incorporated by reference to Registration No. 2-91983 on
                Form N-3 of Registrant filed April 14, 1986.

                (b)(1)  Supplementary Agreement to Master Retirement Trust
                Participation Agreement, incorporated by reference to
                Registration No. 2-91983 on Form N-3 of Registrant
                filed April 14, 1986.

                (b)(2)  Supplementary Agreement B to Master Retirement Trust
                Participation Agreement (RIA Loans), incorporated by
                reference to Registration No. 2-91983 on Form N-3 of
                Registrant filed April 28, 1988.

                (b)(3)  Form of Supplementary Agreement A to Master Retirement
                Trust Participation Agreement (RIA Partial Funding),
                as amended, incorporated by reference to Registration
                No. 2-91983 on Form N-3 of Registrant filed April 30,
                1991.

                (b)(4)  Form of Supplementary Agreement to Master Retirement
                Trust Participation Agreement (The Bond Account),
                incorporated by reference to Registration No. 2-91983
                on Form N-3 of Registrant filed February 25, 1992.

                (c)     Basic Installation Information Form, dated May, 1989,
                incorporated by reference to Registration No. 2-91983 on
                Form N-3 of Registrant filed April 24, 1992.

                (d)     RIA Installation Agreement, dated May, 1989, 
                incorporated by reference to Registration No. 2-91983 on Form
                N-3 of Registrant filed April 24, 1992.

                                      C-4



        



         8.     (a)     Copy of the Restated Charter of Equitable, adopted
                August 6, 1992, incorporated by reference to Registration
                No. 2-91983 on Form N-3 of Registrant filed April 21, 1993.

                (b)     By-Laws of Equitable, as amended through July 22, 1992,
                incorporated by reference to Registration No. 2-91983 on
                Form N-3 of Registrant filed April 21, 1993.

         9.     Not Applicable.

        10.     Not Applicable.

        11.     Not Applicable.

        12.     (a)     Opinion and consent of Herbert P. Shyer,  Executive
                Vice President and General Counsel of Equitable Life, dated
                August 28, 1984, incorporated by reference to Registration No.
                2-91983 on Form N-3 of Registrant filed August 28, 1984.

                (b)     Opinion and consent of Herbert P. Shyer, Executive Vice
                President and General Counsel of Equitable, dated April 14,
                1986, incorporated by reference to Registration No. 2-91983
                on Form N-3 of Registrant filed April 14, 1986.

                (c)     Opinion and consent of Melvin S. Altman, Esq., Vice
                President and Associate General Counsel of Equitable,
                incorporated by reference to Registration No. 2-91983 on
                Form N-3 of Registrant filed on April 24, 1992.

                (d)     Opinion and consent of Hope E. Rosenbaum, Vice
                President and Counsel of Equitable, previously filed with this
                Registration Statement No. 33-76028 on March 3, 1994.

        13.     (a)     Consent of Deloitte & Touche.

                (b)     Consent of Price Waterhouse.

                (c)     Powers of Attorney, previously filed with this
                Registration Statement No. 33-76028 on March 2, 1995.


                                      C-5



        




 Item 29:       Directors and Officers of Equitable.

                Set forth below is information regarding the directors and
 principal officers of Equitable. Equitable's address is 787 Seventh Avenue,
 New York, New York 10019. The business address of the persons whose names are
 preceded by an asterisk is that of Equitable.


<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
 DIRECTORS

 Claude Bebear                                   Director                                  Chairman and Chief Executive
 AXA S.A.                                                                                  Officer, AXA, and various
 23, Avenue Matignon                                                                       positions with AXA affiliated
 75008 Paris, France                                                                       companies; Director, The
                                                                                           Equitable Companies Incorporated
                                                                                           ("EQ") (Director of the following
                                                                                           non-AXA affiliated companies:
                                                                                           Schneider S.A., Societe Generale,
                                                                                           SOVAC and Rhone-Poulenc, S.A.;
                                                                                           Member of Supervisory Board,
                                                                                           Banque Paribas and Member of the
                                                                                           General Council of Assicurazioni
                                                                                           Generali S.p.A.).

 Christopher Brocksom                            Director                                  Chief Executive Officer, AXA
 AXA Equity & Law                                                                          Equity & Law Life Assurance
 Amersham Road                                                                             Society ("AXA Equity & Law") and
 High Wycombe                                                                              various directorships and
 Bucks HP 13 5 AL, England                                                                 officerships with AXA Equity &
                                                                                           Law-affiliated companies.

 Francoise Colloc'h                              Director                                  Executive Vice President, Culture
 AXA S.A.                                                                                  - Management - Communications
 23, Avenue Matignon                                                                       (1993 to present), AXA, and
 75008 Paris, France                                                                       various positions with AXA
                                                                                           affiliated companies;
                                                                                           prior thereto, Senior Vice
                                                                                           President Management and
                                                                                           Communications (1992 to
                                                                                           1993).
</TABLE>


                                      C-6



        





<PAGE>



<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
 Henri de Castries                               Director                                  Executive Vice President -
 AXA S.A.                                                                                  Financial Services and Life
 23, Avenue Matignon                                                                       Insurance Activities, AXA (1993
 75008 Paris, France                                                                       to present) and various positions with
                                                                                           AXA affiliated companies; prior thereto,
                                                                                           General Secretary (1991 to 1993);
                                                                                           Director, EQ (May 1994 to present),
                                                                                           Equitable Real Estate Investment
                                                                                           Management, Inc. ("Equitable Real
                                                                                           Estate") (June 1993 to present),
                                                                                           Donaldson, Lufkin & Jenrette ("DLJ")
                                                                                           (July 1993 to present), and Alliance
                                                                                           Capital Management Corporation
                                                                                           ("Alliance") (October 1993 to present);
                                                                                           (Director, France Telecom).

 Joseph L. Dionne                                Director                                  Chairman and Chief Executive
 McGraw-Hill, Inc.                                                                         Officer, The McGraw-Hill
 1221 Avenue of the Americas                                                               Companies; Director, EQ
 New York, NY 10020                                                                        (Director, Harris Corporation and
                                                                                           Alexander & Alexander Services,
                                                                                           Inc. (1995 to present).

 William T. Esrey                                Director                                  Chairman and Chief Executive
 Sprint Corporation                                                                        Officer, Sprint Corporation, and
 P.O. Box 11315                                                                            President (until March 1993);
 Kansas City, MO 64112                                                                     Director, EQ; (Director,
                                                                                           Panhandle Eastern Corporation and
                                                                                           General Mills, Inc.).

 Jean-Rene Fourtou                               Director                                  Chairman and Chief Executive
 Rhone-Poulenc, S.A.                                                                       Officer, Rhone-Poulenc, S.A.;
 25 Quai Paul Doumer                                                                       Director, EQ; (Director, Societe
 92408 Courbevoie Cedex, France                                                            Generale, Schneider S.A. and AXA).
    
</TABLE>

                                      C-7



        




<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
 Norman C. Francis                               Director                                  President, Xavier University of
 Xavier University of Louisiana                                                            Louisiana (Chairman, Liberty Bank
 7325 Palmetto Street                                                                      and Trust, New Orleans, LA;
 New Orleans, LA 70125                                                                     Director, New Orleans Public
                                                                                           Service, Inc. (until 1994), First
                                                                                           National Bank of Commerce, New
                                                                                           Orleans, LA, and Entergy
                                                                                           Corporation (1994 to present).

 Donald J. Greene                                Director                                  Counselor-at-Law; Partner,
 LeBoeuf, Lamb, Greene & MacRae                                                            LeBoeuf, Lamb, Greene & MacRae;
 125 West 55th Street                                                                      Director, EQ.
 New York, NY 10019-4513


 John T. Hartley                                 Director                                  Chairman and Chief Executive
 Harris Corporation                                                                        Officer, Harris Corporation; also
 1025 NASA Boulevard                                                                       President (from October 1987 to
 Melbourne, FL 32919                                                                       April 1993); Director, EQ;
                                                                                           (Director, The McGraw-Hill
                                                                                           Companies).

 John H.F. Haskell, Jr.                          Director                                  Director and Managing Director,
 Dillon, Read & Co., Inc.                                                                  Dillon, Read & Co., Inc.;
 535 Madison Avenue                                                                        Director, EQ; Chairman,
 New York, NY 10028                                                                        Supervisory Board, Dillon Read
                                                                                           (France) Gestion; Director,
                                                                                           Dillon Read Limited; (Director,
                                                                                           Kaydon Corporation).

 W. Edwin Jarmain                                Director                                  President, Jarmain Group Inc.;
 Jarmain Group Inc.                                                                        also an officer or director of
 95 Wellington Street West                                                                 several affiliated companies;
 Suite 805                                                                                 President, Chief Executive
 Toronto, Ontario M5J 2N7,                                                                 Officer and Director, FCA
 Canada                                                                                    International, Ltd. (September
                                                                                           1992 to December 1993),
                                                                                           Chairman (January 1994 to
                                                                                           present); Director, EQ, DLJ,
                                                                                           Anglo Canada General
                                                                                           Insurance Company, AXA
                                                                                           Insurance  (Canada), and
                                                                                           Boreal Property and Casualty
                                                                                           Insurance Company (subsidiary
                                                                                           of AXA Canada) (December 1994
                                                                                           to present).
    


</TABLE>
                                  C-8



        

<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
 Don Johnston                                    Director                                  Retired Chairman and Chief
 184-400 Ocean Road                                                                        Executive Officer JWT Group, Inc.
 John's Island                                                                             and J. Walter Thompson Company;
 Vero Beach, FL 32963                                                                      (Director, The McGraw-Hill
                                                                                           Companies).

 Winthrop Knowlton                               Director                                  Chairman, Knowlton Brothers,
 Knowlton Brothers, Inc.                                                                   Inc.; President and Chief
 530 Fifth Avenue                                                                          Executive Officer, Knowlton
 New York, NY 10036                                                                        Associates, Inc.; Director, EQ
                                                                                           (Managing Director, Family
                                                                                           Partners & Co. and Frontier
                                                                                           Partners, Inc.; Director,
                                                                                           Bethlehem Steel Corporation; and
                                                                                           Chairman of the Board, The
                                                                                           Jackson Laboratory).

 Arthur L. Liman                                 Director                                  Counselor-at-Law; Partner, Paul,
 Paul, Weiss, Rifkind, Wharton                                                             Weiss, Rifkind, Wharton &
   & Garrison                                                                              Garrison; Director, EQ (Director,
 1285 Avenue of the Americas                                                               Continental Grain Company).
 New York, NY 10019
 George T. Lowy                                  Director                                  Counselor-at-Law; Partner,
 Cravath, Swaine & Moore                                                                   Cravath, Swaine & Moore.
 825 Eighth Avenue
 New York, NY 10019


 George J. Sella, Jr.                            Director                                  Retired Chairman, President and
 P.O. Box 397                                                                              Chief Executive Officer, American
 Newton, NJ 07860                                                                          Cyanamid Company; Director, EQ

                                                                                           (Director, American Cyanamid
                                                                                           Company (until 1994), Bush,
                                                                                           Boake, Allen, Inc., and
                                                                                           Union Camp Corporation).

 Dave H. Williams                                Director                                  Chairman and Chief Executive
 Alliance Capital Management                                                               Officer, Alliance and various
   Corporation                                                                             positions with Alliance 1345 Avenue
                                                                                           of the Americas affiliated
                                                                                           companies; Director, New York,
                                                                                           NY 10105 EQ.
    
</TABLE>


                                      C-9



        



<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
 OFFICERS AND DIRECTORS

*James M. Benson                                 Director, President and Chief Operating   See Column 2; prior thereto,
                                                 Officer                                   Senior Executive Vice President
                                                                                           (April 1993 to February 1994); Director
                                                                                           and Senior Executive Vice President, EQ
                                                                                           (February 1994 to present); President
                                                                                           and Chief Operating Officer, EVLICO
                                                                                           (December 1993 to present), Director
                                                                                           (July 1993 to present), and Vice
                                                                                           Chairman (July 1993 to December 1993);
                                                                                           Director, Alliance (October 1993 to
                                                                                           present); (Director, Health Plans,
                                                                                           Inc.).

*Richard H. Jenrette                          Chairman of the Executive
                                               Committee and Director                      See Column 2; prior thereto,
                                                                                           Chairman of the Board (July 1987  to
                                                                                           February 1994); Chief Executive Officer
                                                                                           (May 1990 to September 1992); Chairman
                                                                                           and Director and Chief Executive
                                                                                           Officer, EQ; Chairman of the Board, DLJ;
                                                                                           Director and Senior Investment Officer,
                                                                                           EVLICO (both until January 1995);
                                                                                           Director, Equitable Capital Management
                                                                                           Corporation ("ECMC"), ACMC, Inc., AXA,
                                                                                           Equitable Real Estate, and Alliance
                                                                                           (Director, The McGraw-Hill Companies).

    
</TABLE>

                                      C-10



        



<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Joseph J. Melone                                Director, Chairman of the Board and       See Column 2; prior thereto,
                                                 Chief Executive Officer                   President (until February 1994);
                                                                                           Director, President, and Chief Operating
                                                                                           Officer, EQ; Chairman, President, and
                                                                                           Chief Executive Officer, EIC (September
                                                                                           1994 to present); Chairman and Chief
                                                                                           Executive Officer and Director, EVLICO;
                                                                                           Director, ACMC, Inc. and President
                                                                                           (until October 1993); Director, ECMC,
                                                                                           DLJ, Alliance, and AXA Equity & Law
                                                                                           (Director, Foster-Wheeler Corporation
                                                                                           and AT&T Capital Corporation (April 1993
                                                                                           to present)).


 OTHER OFFICERS
*Harvey Blitz                                   Senior Vice President and Deputy Chief     See Column 2; Senior Vice
                                                Financial Officer                          President, EQ; Director, The Equitable
                                                                                           of Colorado, Inc. ("Colorado"), Frontier
                                                                                           Trust Company ("Frontier"), Equitable
                                                                                           Distributors, Inc. ("EDI") (February
                                                                                           1995 to present), and Equico Securities,
                                                                                           Inc. ("Equico"); Director and Senior
                                                                                           Vice President, EquiSource, Inc. and its
                                                                                           subsidiaries ("EquiSource"); Director,
                                                                                           EVLICO, and Vice President (April 1995
                                                                                           to present).


    
</TABLE>


                                      C-11



        



<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Kevin R. Byrne                                  Vice President and Treasurer              See Column 2; prior thereto, Vice
                                                                                           President (from February 1989) and
                                                                                           Deputy Treasurer (November 1992 to
                                                                                           September 1993); Vice President (May
                                                                                           1992 to present) and Treasurer
                                                                                           (September 1993 to present), EQ; also
                                                                                           Assistant Treasurer (May 1992 to
                                                                                           September 1993); Treasurer, EVLICO and
                                                                                           Frontier; Director, Equitable Reality
                                                                                           Assets Corporation ("ERAC"); Vice
                                                                                           President and Treasurer, Equitable
                                                                                           Casualty Insurance Company and
                                                                                           EquiSource.


    
</TABLE>

                                      C-12



        


<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Jerry M. de St. Paer                            Executive Vice President and Chief        See Column 2; also Treasurer
                                                 Financial Officer                         (February 1993 to September  1993);
                                                                                           Executive Vice President and Chief
                                                                                           Financial Officer, EQ, and Treasurer
                                                                                           (February 1993 to September 1993);
                                                                                           Director, EVLICO, DLJ (July 1993 to
                                                                                           present), and Equitable Real Estate
                                                                                           (July 1993 to present); Director
                                                                                           (August 1993 to present) and Chairman,
                                                                                           President, and Chief Executive Officer
                                                                                           (October 1993 to present), ECMC;
                                                                                           Director (September 1993 to present),
                                                                                           and Chairman, President, and Chief
                                                                                           Executive Officer (October 1993 to
                                                                                           present), ACMC, Inc.; Director, and
                                                                                           Executive Vice President, Chief
                                                                                           Financial Officer, and Treasurer
                                                                                           (September 1993 to present), EIC; Vice
                                                                                           President, Equitable JV Holding Corp.;
                                                                                           Senior Investment Officer, EVLICO
                                                                                           (April 1995 to present); Member,
                                                                                           Advisory Board, Peter Wodtke (U.K.)
                                                                                           and Peter Wodtke (U.S.) (Director,
                                                                                           Economic Services Corporation and
                                                                                           Nicos Seimei Hoken (formerly Equitable
                                                                                           Seimei Hoken)).
    
</TABLE>


                                      C-13



        


<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Gordon G. Dinsmore                              Senior Vice President                     See Column 2; Executive Vice President,
                                                                                           Equico (April 1994 to present); Director
                                                                                           and Senior Vice President, EVLICO and
                                                                                           Colorado; Director, FHJV Holdings, Inc.
                                                                                           ("FHJV"), EDI (formerly Equitable
                                                                                           Capital Securities Corporation ("ECSC"))
                                                                                           (August 1993 to February 1995), and The
                                                                                           Equitable Foundation.

*Alvin H. Fenichel                               Senior Vice President and Controller      See Column 2; Senior Vice President and
                                                                                          Controller, EQ; Treasurer, ACMC, Inc.
                                                                                           (December 1991 to October 1993); Vice
                                                                                           President, EVLICO, and Controller (June
                                                                                           1993 to March 1994); Vice President,
                                                                                           Colorado, and Controller (June 1993 to
                                                                                           March 1994).

*Michael E. Fisher                               Senior Vice President and Chief           See Column 2; prior thereto,
                                                                                           Marketing Officer       Managing
                                                                                           Director, Bankers Trust  Company (until
                                                                                           1994); Director, Equico (January 1994
                                                                                           to present) and EDI (formerly ECSC)
                                                                                           (January 1994 to present); Chairman
                                                                                           and Chief Executive Officer, Frontier
                                                                                           (October 1994 to present); (Director,
                                                                                           Health Plans Inc.).

*Paul J. Flora                                   Vice President and Auditor                Prior thereto, Vice President and Deputy
                                                                                           Auditor (February 1994 to September
                                                                                           1994); Vice President and Auditor, EQ
                                                                                           (September 1994 to present); Vice
                                                                                           President/Auditor, National Westminster
                                                                                           Bank (November 1984 to June 1994).
    
</TABLE>


                                      C-14



        


<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Robert E. Garber                               Executive Vice President and
                                                General Counsel                            See Column 2; prior thereto,
                                                                                           Senior Vice President and General
                                                                                           Counsel (September 1993 to September
                                                                                           1994), Senior Vice President and Deputy
                                                                                           General Counsel (until September 1993);
                                                                                           Executive Vice President and General
                                                                                           Counsel, EQ (September 1994 to present),
                                                                                           Senior Vice President and General
                                                                                           Counsel (September 1993 to September
                                                                                           1994); Director, Equico (March 1992 to
                                                                                           February 1994).

*Molly K. Heines                                 Vice President and Secretary              See Column 2; Vice President and
                                                                                           Secretary, EQ; Secretary, EVLICO.

*J. Thomas Liddle, Jr.                           Senior Vice President and Chief           See Column 2; Senior Vice
                                                 Valuation Actuary                         President and Chief Financial Officer,
                                                                                           EVLICO; Director, Vice President and
                                                                                           Chief Financial Officer, Colorado; Vice
                                                                                           President and Controller, Frontier.

    
</TABLE>

                                      C-15



        

<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Michael S. Martin                               Senior Vice President                     See Column 2; Director, and Chairman ,
                                                                                           Equico; Chairman and Chief Executive
                                                                                           Officer, EquiSource (January 1992 to
                                                                                           October 1994) and Frontier (April 1992
                                                                                           to October 1994); Vice President,
                                                                                           Hudson River Trust ("HRT") (February
                                                                                           1993 to February 1995); Director, Vice
                                                                                           President and Treasurer, EDI (formerly
                                                                                           ECSC) (August 1993 to February 1995),
                                                                                           also Chairman, President, and Chief
                                                                                           Executive Officer (December 1993 to
                                                                                           February 1995); Director, Colorado
                                                                                           (January 1995 to present).

*William T. McCaffrey                            Executive Vice President and Chief        See Column 2; Executive Vice
                                                 Administrative Officer                    President and Chief  Administrative
                                                                                           Officer, EQ (February 1994 to present);
                                                                                           Director, EVLICO and The Equitable
                                                                                           Foundation (Director, Lutheran Cemetery
                                                                                           and Innovir Laboratories (1994 to
                                                                                           present).

*Peter D. Noris                                  Executive Vice President (and Chief       See Column 2; prior thereto, Vice
                                                 Investment Officer effective 7/1/95)      President/Manager, Insurance  Company
                                                                                           Investment Strategies Group, Salomon
                                                                                           Brothers, Inc. (until May 1995);
                                                                                           Executive Vice President (May 1995 to
                                                                                           present) and Chief Investment Officer
                                                                                           (eefective 7/1/95), EQ; Director and
                                                                                           Senior Vice President and Chief
                                                                                           Investment Officer, EVLICO (June 19,
                                                                                           1995 to present).
    
</TABLE>


                                      C-16



        


<TABLE>
<CAPTION>
                                                                                           PRINCIPAL OCCUPATION
 NAME AND PRINICPAL                              POSITIONS AND OFFICES                     (AND OTHER POSITIONS)
 BUSINESS ADDRESS                                WITH EQUITABLE                            WITHIN PAST 2 YEARS
 ------------------                              ---------------------                     ----------------------------
 <S>                                             <C>                                       <C>
   
*Brian S. O'Neil                                 Executive Vice President and Chief        See Column 2; Executive Vice
                                                 Investment Officer (until 7/1/95)         President and Chief Investment  Officer,
                                                                                           EQ (November 1993 to present); Chairman
                                                                                           and President, ERAC (until May 1995);
                                                                                           Director and Senior Vice President and
                                                                                           Chief Investment Officer, EVLICO;
                                                                                           Director and President, FHJV (until May
                                                                                           1995); Director, Equitable Real Estate,
                                                                                           ECMC (June 1992 to August 1993),
                                                                                           Alliance (October 1993 to present), and
                                                                                           The Equitable Foundation.

*Anthony C. Pasquale                             Senior Vice President                     See Column 2; Director, ERAC, FHJV (May
                                                                                           1995 to present), and Equitable Agri-
                                                                                           Business, Inc. (August 1993 to present).

 Richard V. Silver                               Senior Vice President and Chief           Vice President and Chief
 1755 Broadway, 2nd floor                        Compliance Officer                        Compliance Officer (January 1995
 New York, NY 10019                                                                        to February 1995); prior thereto,  Vice
                                                                                           President; Director, Equico, and
                                                                                           President and Chief Operating Officer
                                                                                           (until January 1995).

*Jose Suquet                                    Executive Vice President and Chief         Prior thereto, Agency/Sales
                                                Agency Officer                             Manager (until August 1994);  Director,
                                                                                           EVLICO (January 1995 to present).

    
</TABLE>

                                      C-17



        




Item 30.        Persons Controlled by or Under Common Control
                with the Insurance Company or Registrant

        Separate Account Nos. 3, 4, 10, 13, and 51 of The Equitable Life
Assurance Society of the United States (the "Separate Accounts") are separate
accounts of Equitable.  On July 22, 1992, Equitable converted from a New York
mutual life insurance company to a New York stock life insurance company (the
"demutualization").  At that time we became a wholly owned subsidiary of The
Equitable Companies Incorporated (the "Holding Company"), a publicly traded
Company.

        The largest stockholder of the Holding Company is AXA, a French
insurance holding company.  AXA beneficially owns approximately 60.5% of the
Holding Company's outstanding common stock plus convertible preferred stock.
Under its investment arrangements with Equitable and the Holding Company, AXA
is able to exercise significant influence over the operations and capital
structure of the Holding Company and its subsidiaries, including Equitable.
AXA is the principal holding company for most of the companies in one of the
largest insurance groups in Europe.  The majority of AXA's stock is controlled
by a group of five French mutual insurance companies.

                                     C-18



        



                 ORGANIZATION CHART OF EQUITABLE'S AFFILIATES

The Equitable Companies Incorporated (1991) (Delaware)

        Donaldson, Lufkin & Jenrette, Inc. (1993) (Delaware) (61%) (See
        Addendum for subsidiaries)

        The Equitable Life Assurance Society of the United States (l859)
        (New York) (a)(b)

                The Equitable of Colorado, Inc. (l983) (Colorado)

                Equitable Variable Life Insurance Company (l972) (New York) (a)

                        FHJV Holdings, Inc. (1990) (Delaware)

                Frontier Trust Company (1987) (North Dakota)

                Gateway Center Buildings, Garage and Apartment Hotel, Inc.
                (inactive) (pre-l970) (Pennsylvania)

                Equitable Deal Flow Fund, L.P.

                        Equitable Managed Assets (Delaware)

                EREIM LP Associates (99%)

                        EML Associates, L.P. (19.8%)

                ACMC, Inc. (1991) (Delaware) (limited partnership interests)

                        Alliance Capital Management L.P. (1988) (Delaware)

                EVCO, Inc. (1991) (New Jersey)

                Concourse, Inc. (1992) (Virginia)

                EVSA, Inc. (1992) (Pennsylvania)

                Prime Property Funding, Inc. (1993) (Delaware)

                Wil Gro, Inc. (1992) (Pennsylvania)

- ---------------
(a) Registered Broker/Dealer     (b) Registered Investment Advisor


                                     C-19



        


The Equitable Companies Incorporated (1991) (Delaware) (cont.)
        The Equitable Life Assurance Society of the United States (cont.)

                Fox Run, Inc. (1994) (Massachusetts)

                Equitable Underwriting and Sales Agency (Bahamas) Limited
                (1993) (Bahamas)

   
                CCMI Corporation (1994) (Maryland)

                FTM, Corporation (1994) (Maryland)

                HVM Corporation (1994) (Maryland)
    
                STCS, Inc. (1992) (Delaware)

                Equitable BJVS, Inc. (1992) (California)
   
                Equitable Rowes Wharf, Inc. (1995) (Massachusetts)
    
                Equitable Holding Corporation (1985) (Delaware)

                        Equico Securities, Inc. (l97l) (Delaware) (a) (b)

                        ELAS Securities Acquisition Corp. (l980) (Delaware)

                        Equitable Realty Assets Corporation (l983) (Delaware)

                        100 Federal Street Funding Corporation (Massachusetts)

                        100 Federal Street Realty Corporation (Massachusetts)

                        EquiSource of New York, Inc. (formerly Traditional
                        Equinet Business Corporation of New York) (1986) (New
                        York) (See Addendum for subsidiaries.)

                        Equitable Casualty Insurance Company (l986) (Vermont)

                        EREIM LP Corp. (1986) (Delaware)

                                EREIM LP Associates (1%)

                                        EML Associates (.02%)

                        Six-Pac G.P., Inc. (1990) (Georgia)

                        Equitable Distributors, Inc. (formerly Equitable
                        Capital Securities Corporation) (1988) (Delaware) (a)

                        Equitable JVS, Inc. (1988) (Delaware)

- ---------------
(a) Registered Broker/Dealer     (b) Registered Investment Advisor


                                     C-20



        


The Equitable Companies Incorporated (1991) (Delaware) (cont.)
  The Equitable Life Assurance Society of the United States (cont.)
        Equitable Holding Corporation (cont.)
                Equitable JVS, Inc. (cont.)

                                Astor/Broadway Acquisition Corp. (1990)
                                (New York)

                                Astor Times Square Corp. (1990) (New York)

                                PC Landmark, Inc. (1990) (Texas)

                                Equitable JVS II, Inc. (1994) (Maryland)
   
                                EJSVS, Inc. (1995) (New Jersey)
    
                Donaldson, Lufkin & Jenrette, Inc. (1985 by EIC; 1993 by EHC)

                (Delaware) (39%) (See Addendum for subsidiaries)

                JMR Realty Services, Inc. (1994) (Delaware)

                Equitable Investment Corporation (l97l) (New York)

                                Stelas North Carolina Limited Partnership
                                (50% limited partnership interest) (l984)

                                EQ Services, Inc. (1992) (Delaware)

                                Equitable Agri-Business, Inc. (1984) (Delaware)

                                Alliance Capital Management Corporation (l991)
                                (Delaware) (b)
                                (See Addendum for subsidiaries)

                                Equitable Capital Management Corporation (l985)
                                (Delaware)
                                (limited partnership interests) (b)

                                        Alliance Capital Management L.P. (1988)
                                        (Delaware)
                                        (limited partnership interests)

                                Equitable JV Holding Corporation (1989)
                                (Delaware)

                                Equitable Real Estate Investment Management,
                                Inc. (l984)
                                (Delaware) (b)

                                        Equitable Realty Portfolio Management,
                                        Inc. (1984)
                                        (Delaware)

                                                EQK Partners (100% general
                                                 partnership interest)

                                        EREIM, Inc. (l984) (Colorado)

                                        Equitable Real Estate Capital Markets,
                                        Inc. (1987)
                                        (Delaware) (a)
- ---------------
(a) Registered Broker/Dealer     (b) Registered Investment Advisor


                                     C-21



        


The Equitable Companies Incorporated (1991) (Delaware) (cont.)
  The Equitable Life Assurance Society of the United States (cont.)
        Equitable Holding Corporation (cont.)
                Equitable Investment Corporation (cont.)
                  Equitable Real Estate Investment Management, Inc. (cont.)

                                        EQ Realty Associates-V, Inc. (1987)
                                        (Delaware)

                                        EPPNLP Corp. (1987) (Delaware)

                                        Equitable Pacific Partners Corp. (1987)
                                        (Delaware)

                                                Equitable Pacific Partners
                                                Limited Partnership

                                        EREIM Managers Corp. (1986) (Delaware)

                                                ML/EQ Real Estate Portfolio,
                                                L.P.

                                                        EML Associates, L.P.
                                                        (80%)

                                        Compass Retail, Inc. (1990) (Delaware)

                                        Compass Management and Leasing, Inc.
                                        (1991) (Delaware)

                                        Column Security Associates, Inc. (1993)
                                        (Delaware)

                                        Column Financial, Inc. (1993)
                                        (Delaware) (50%)

                                        Buckhead Strategic Corp. (1994)
                                        (Delaware)

                                                Buckhead Strategic Fund, L.P.

                                                BH Strategic Co. I, L.P.

                                        CJVS, Inc. (1994) (California)

                                        ERE European Corp. I, L.P. (1994)
                                        (Delaware)

                                                A/E European Associates I
                                                Limited Partnership

                                     C-22



        



                 ORGANIZATION CHART OF EQUITABLE'S AFFILIATES

                    ADDENDUM - NON-REAL ESTATE SUBSIDIARY
                       OF EQUITABLE HOLDING CORPORATI0N
                      HAVING MORE THAN FIVE SUBSIDIARIES
- -------------------------------------------------------------------------------

EquiSource of New York, Inc. (formerly Traditional Equinet Business
Corporation of New York) has the following subsidiaries that are brokerage
companies to make available to Equitable Agents within each state traditional
(non-equity) products and services not produced by Equitable:

        EquiSource of Delaware, Inc. (1986) (Delaware)
        EquiSource of Alabama, Inc. (1986) (Alabama)
        EquiSource of Arizona, Inc. (1986) (Arizona)
        EquiSource of Arkansas, Inc. (1987) (Arkansas)
        EquiSource Insurance Agency of California, Inc. (1987) (California)
        EquiSource of Colorado, Inc.  (1986) (Colorado)
        EquiSource of Hawaii, Inc. (1987) (Hawaii)
        EquiSource of Maine, Inc. (1987) (Maine)
        EquiSource Insurance Agency of Massachusetts, Inc. (1988)
        (Massachusetts)
        EquiSource of Montana, Inc. (1986) (Montana)
        EquiSource of Nevada, Inc. (1986) (Nevada)
        EquiSource of New Mexico, Inc. (1987) (New Mexico)
        EquiSource of Pennsylvania, Inc. (1986) (Pennsylvania)
        EquiSource Insurance Agency of Utah, Inc. (1986) (Utah)
        EquiSource of Washington, Inc. (1987) (Washington)
        EquiSource of Wyoming, Inc. (1986) (Wyoming)


                                     C-23



        



                 ORGANIZATION CHART OF EQUITABLE'S AFFILIATES

                ADDENDUM - OTHER NON-REAL ESTATE SUBSIDIARIES
                      HAVING MORE THAN FIVE SUBSIDIARIES

- -------------------------------------------------------------------------------
Donaldson, Lufkin & Jenrette, Inc. has the following subsidiaries, and
approximately 60 other subsidiaries, most of which are special purpose
subsidiaries (the number fluctuates according to business needs):

        Donaldson, Lufkin & Jenrette, Inc. (1985) (Delaware)
                Donaldson, Lufkin & Jenrette Securities Corporation (1985)
                (Delaware) (a) (b)
Wood, Struthers & Winthrop Management Corporation
                        (1985)
                        (Delaware) (b)
                Autranet, Inc. (1985) (Delaware) (a)
                DLJ Real Estate, Inc.
                DLJ Capital Corporation (b)
                DLJ Mortgage Capital, Inc. (1988) (Delaware)
                   Column Financial, Inc. (1993) (Delaware) (50%)

Alliance Capital Management Corporation has the following subsidiaries:

        Alliance Capital Management Corporation (1991) (Delaware) (b)
                Alliance Capital Management L.P. (1988) (Delaware) (b) 
                Alliance Capital Management Corporation of Delaware, Inc.
                (Delaware)
                        Alliance Fund Services, Inc. (Delaware)
                        Alliance Capital Management (Japan), Inc. (formerly
                        Alliance Capital Mgmt. Intl.)
                        Alliance Fund Distributors, Inc. (Delaware) (a)
                        Alliance Oceanic Corp. (Delaware) (formerly Alliance
                        Capital, Ltd.)
                        Alliance Capital Management Australia Pty. Ltd.
                        (Australia)
                        Meiji - Alliance Capital Corp. (Delaware) (50%)
                        Alliance Capital (Luxembourg) S.A. (99.98%)
                        Alliance Southern Europe Corp. (Delaware) (inactive)
                        Alliance Barra Research Institute, Inc.
                        (Delaware) (50%)
                        Alliance Capital Management Canada, Inc.
                        (Canada) (99.99%)
                        Alliance Capital Management Limited (United Kingdom)
                                Pastor Alliance Gestora de Fondas de Pensiones,
                                S.A. (Spain) (50%)
                                Dementional Asset Management, Ltd. (U.K.)
                                Dementional Trust Management, Ltd. (U.K.)
                                Alliance Capital Global Derivatives Corp.
                                (Delaware)
                                        Alliance Corporate Finance Group, Inc.
                                        (Delaware)


- ---------------
(a) Registered Broker/Dealer    (b) Registered Investment Advisor


                                     C-24



        


                                                                January 1, 1995


                AXA GROUP SIMPLIFIED CHART


AXA "societes mutuelles"* = 62.1% (75.7%)
of Finaxa and 4.6% (5.5%) of AXA


FINAXA =  60% of MIDI PATRICIPATIONS,
26.5% (16.6%) of PARIBAS and 4.4%(**)
(5.6%(**)) of AXA

MIDI PATRICIPATIONS      = 42.3% (54.7%) of
AXA and 40% of GENERALI


AXA = 0.4% of Autocontrole

0       Voting power
*       AXA ASSURANCES IARD MUTUELLE
        AXA ASSURANCES VIE MUTUELLE
        UNI EUROPE ASSURANCES MUTUELLE
        ALPHA ASSURANCES IARD MUTUELLE
        ALPHA ASSURANCES VIE MUTUELLE
**      Including A.N.F.



                                     C-25




        
<PAGE>



                                AXA GROUP CHART

The information listed below is dated as of January 1, 1995; percentages shown
represent voting power.

                AXA INSURANCE AND REINSURANCE BUSINESS HOLDING
<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
Axa Assurances Iard                                France                  99%

Axa Assurances Vie                                 France                  100%

Uni Europe Assurance                               France                  100%

Uni Europe Vie                                     France                  99.15%

Alpha Assurances Vie                               France                  100%

Direct Assurances Iard                             France                  100%

Direct Assurance Vie                               France                  100%

Axiva                                              France                  100%

Defense Civile                                     France                  95.04%

Societe Francaise d'Assistance                     France                  51.23%

Monvoisin Assurances                               France                  70.90% (99.92% including Axa mutuals)

Adis                                               France                  100% including Axa mutuals

Societe Beaujon                                    France                  100%

Lor Finance                                        France                  99.60%

Jour Finance                                       France                  100%

Axa Direct                                         France                  100%

AXA U.K.                                           U.K.                    100%

Compagnie Auxiliaire pour le Commerece et
l'Industrie                                        France                  100%

C.F.G.A.                                           France                  100% including Axa mutuals and Finaxa

Saint Bernard Diffusion                            France                  95%

Sogarep                                            France                  95%, (100% including Axa mutuals)

Argos                                              France                  N.S.

Finaxa Belgium                                     Belgium                 100%

                                                                           23.28% held by Axa(SA) and 65.2% held by
Axa Belgium                                        Belgium                 Finaxa Belgium

De Kortrijske Verzekering                          Belgium                 99.8%

</TABLE>


                                      C-26






        
<PAGE>

<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
Victoire Belgium                                   Belgium                 100% held by Axa Belgium

Juris                                              Belgium                 100%

Finaxa Luxembourg                                  Luxembourg              100%

Axa Assurance Luxembourg                           Luxembourg              99.4%

Axa Direkt Versicherung A.G. (ex Amnisia)          Germany                 100% held by Axa Direct

Axa Equity & Law Lebensversicherung                Germany                 99.8%

Axa Aurora                                         Spain                   50% held by Axa

Aurora Polar                                       Spain                   99.2% held by Axa Aurora

Axa Seguros                                        Spain                   99.1% held by Axa Aurora

Axa Assicurazioni                                  Italy                   100%

Eurovita                                           Italy                   30% held by Axa Assicurazioni

Axa Equity & Law UK                                U.K.                    99.8%

                                                   U.K.
Axa Equity & Law International                     (Isle of Man)           100% held by Axa Equity & Law


Axa Insurance                                      U.K.                    100%

Axa Marine & Aviation                              U.K.                    100%

Axa Equity & Law Levensverzekeringen               Netherlands             99.8%

Axa Canada                                         Canada                  100%

Boreal                                             Canada                  100% held by AXA Canada

Axa Assurances Inc                                 Canada                  100% held by Axa Canada

Axa Insurance Inc                                  Canada                  100% held by Axa Canada

Anglo Canada General Insurance Cy                  Canada                  100% held by Axa Canada

Axa Sime Axa Berhad                                Malaisya                27.78% held by Axa

Axa Sime Investment Holdings Pte Ltd               Singapore               50%

Axa Sime Assurance Hong Kong                       Hong Kong               100% held by Axa Sime Invt. Holdings Pte Ltd

Axa Sime Assurance Singapour                       Singapore               100% held by Axa Sime Invt Holdings Pte Ltd

                                                                           60% held by Axa, 44.17% Financiere 45,
Equitable Cies Incorp.                             U.S.A.                  8.75% and Lorfinance 7.62%

</TABLE>

                                      C-27






        
<PAGE>

<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
Equitable Life Assurance of the USA                U.S.A.                  100% held by Equitable Cies Inc

N.S.M. Vie                                         France                  40.1%

H.C.S. (holding de controle de SCOR)               France                  20%

Touring Assurance Courtage                         France                  49%

Axa Re Mexico                                      Mexico                  100% held by Axa Reassurance

Axa Reassurance                                    France                  100%

Axa Re Asia                                        Singapore               100% held by Axa Reassurance

Axa Re U.K. Plc                                    U.K.                    100% held by Axa Re U.K. Holding

Axa Re U.K. Holding                                U.K                     100% held by Axa Reassurance


Axa Re U.S.A.                                      U.S.A (Delaware)        100% held by Axa America

Axa America                                        U.S.A. (Illinois)       100% held by Axa Reassurance

C.G.R.M.                                           Monaco                  100%

Paternelle Monegasque                              Monaco                  99.7%

International Technology Underwriters Inc          U.S.A.
(INTEC)                                            (Maryland)              80% held by Axa America

Societe Technique d'Acceptation en
reassurance (STAR)                                 France                  100%

Oyak Sigorta                                       Turquie                 11% held by Axa

Axa Japan                                          Japan                   100% held by Axa

</TABLE>





                                      C-28








        
<PAGE>



                            AXA FINANCIAL BUSINESS

<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
Compagnie Financiere de Paris (C.F.P.)             France                  97.1%, (100% including Axa mutuals)

Axa Banque                                         France                  98.7% held by C.F.P.

Financiere 78                                      France                  100% held by C.F.P.

Axa Credit                                         France                  65% held by C.F.P.

Axa Gestion Interessement                          France                  100% held by C.F.P.

Compagnie Europeenne de Credit (C.E.C.)            France                  100% held by C.F.P.

Gecofrance                                         France                  100% held by C.E.C.

Fidei                                              France                  20.67% held by C.F.P. and 10.79% by Axamur

Fidei Banque                                       France                  100% held by Fidei

Fideicomi                                          France                  100% held by Fidei

Fideimur                                           France                  100% held by Fidei

Fide Bail                                          France                  100% held by Fidei

Colisee Murs                                       France                  100% held by Fidei

Meeschaert Rousselle                               France                  100% held by Financiere 78

                                                                           100% held by Meeschaert Rousselle and M.R.
Meeschaert Rousselle Future                        France                  Participations

Meeschaert Rousselle Participations                France                  100% held by Meeschaert Rousselle

                                                                           89.4% held by M.R. Futures and Meeschaert
Opale Derivee Bourse                               France                  Rousselle

Anjou Courtage                                     France                  95% held by Meeschaert Rousselle

Axiva Gestion                                      France                  98.8% held by Axiva

                                                                           99.93% held by Sefiga and 0.07% by Axa
Juri Creances                                      France                  Assurances Iard

S.P.S.                                             France                  60.15% (99.24% including Axa mutuals)

I.F.D.                                             France                  59.97% (86.30% including Axa mutuals)

                                                                           63.7% (100% including Axa mutuals and
Presence et Initiative                             France                  I.F.D.)

Vamopar                                            France                  99.80% held by Societe Beaujon
</TABLE>


                                      C-29







        
<PAGE>


<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
Axa Asset Management Conseils                      France                  100% held by Axa Asset Management Europe

Axa Asset Management Europe                        France                  100%

Axa Asset Management Distribution                  France                  100% held by Axa Asset Management Europe

Colisee Developpement                              France                  100% held by Axa Asset Management Europe

Equity & Law Home Loans                            U.K.                    100%

Equity & Law Commercial Loans                      U.K.                    100%

Alliance Capital Management                        U.S.A.                  63% held by ELAS

Donaldson Lufkin & Jenrette                        U.S.A.                  60% held by ELAS

Cogefin                                            Luxembourg              100% held by Victoire Belgium

Sotlinter                                          Belgium                 100% held by Victoire Belgium

Argovie                                            France                  65.88% held by Axiva and 33.92% by Argos SCA

Financiere 45                                      France                  100% held by Axa

Axa Re Vie                                         France                  100% held by Axa Reassurance

Mofipar                                            France                  99.76% held by Societe Beaujon

Promothee Finance                                  France                  99.76% held by Societe Beaujon

Oria                                               France                  53.8% held by Axa Millesimes

Axa Oeuvres d'Art                                  France                  100% including Axa Mutuals

Axa Cantenac Brown                                 France                  100%

Colisee Acti Finance 1                             France                  100% held by Societe Beaujon

Colisee Acti Finance 2                             France                  100% held by Societe Beaujon

Colisee Acti Finance 3                             France                  100% held by Societe Beaujon

Participations 2001                                France                  100% held by Societe Beaujon

Finalor                                            France                  100% held by Societe Beaujon
</TABLE>


                                                            C-30




        
<PAGE>

                           AXA REAL ESTATE BUSINESS

<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
C.I.P.M.                                           France                  96.83%

Fincosa                                            France                  99.69% held by C.I.P.M.

Prebail                                            France                  100% held by Societe Beaujon and C.P.P.

Axamur                                             France                  96.33% (100% including Axa mutuals)

                                                                           98% (98.09% including Axa mutuals and
Garantie et Patrimoine                             France                  S.P.S.)

Parigest                                           France                  100% including Axa mutuals and C.I.P.M.

Parimmo                                            France                  100% including Axa mutuals

S.G.C.I.                                           France                  99.97% including Axa mutuals

Transaxim                                          France                  99.4% held by S.G.C.I.

Compagnie Parisienne de Participations             France                  100% held by S.G.C.I.

Monte Scopeto                                      France                  100% held by C.P.P.

Matipierre                                         France                  100% held by Axa Ass. Iard and Axa Ass. Vie

                                                                           87.13% held by different companies and
Securimmo                                          France                  mutuals

Delta Point du Jour                                France                  100% held by Matipierre

Paroi Nord de l'Arche                              France                  100% held by Matipierre

Falival                                            France                  100% held by Axa Reassurance

Immobiliere Jeanne                                 France                  99.40% held by Axa Ass Iard

Compagnie du Gaz d'Avignon                         France                  99% held by Axa Ass Iard

                                                                           40.1% held by Axa Assurances Iard and
Ahorro Familiar                                    France                  32.67% held by 3 S.C.I., = 72.8%

                                                                           52.36% held by different companies and
Shaf Hotel Guanahani                               France                  mutuals

                                                                           100% held by Alpha Ass. Vie and Axa Ass.
Passy et Cie S.N.C.                                France                  Iard

Fonciere du Val d'Oise                             France                  99.72% held by C.P.P.

S.N.C. Saint Barth                                 France                  58.82% held by Axa Ass. Iard

Centrexpo                                          France                  87.96% held by C.P.P.

Drouot Rodin                                       France                  99.97% held by C.P.P.

Sodarec                                            France                  99.95% held by C.P.P.
</TABLE>


                                      C-31






        
<PAGE>


<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
Immobiliere du Sud                                 France                  99.9%

                                                                           50% held by Axa Ass. Iard and 50% held by
S.N.C. Dumont d'Urville                            France                  S.G.C.I.

Colisee S.C.P.I. Gestion                           France                  99% held by Immobiliere Jeanne

Colisee Point du Jour                              France                  100% held by different insurance companies

                                                                           97.92% held by different companies and
Axa Pierre S.C.I.                                  France                  mutuals

Capimmo                                            France                  100% held by insurance companies

                                                                           47.22% held by insurance companies 52.79%
Drouot Pierre                                      France                  held by Axa Pierre

                                                                           100% held by some insurance companies,
Pierre Croissance                                  France                  mutuals and Axa Pierre

                                                                           100% held by Alpha Assurance Vie Mutuelle,
Plagam                                             France                  Axa Assurances Vie and Pierre Croissance

                                                                           43.91% held by Alpha Assurance Vie Mutuelle
Bugam                                              France                  and 56.09% by Pierre Croissance

Axa Millesimes                                     France                  50.98% (74.60% including Axa mutuals)

Chateau Suduirault                                 France                  100% held by Axa Millesimes

Diznoko                                            Hongrie                 90% held by Axa Millesimes

                                                                           99.9% held by Axa Assurances Iard Mut et
Finapel                                            France                  Uni Europe Ass. Mutuelle

                                                                           83.5% held by different companies and
Compagnie Financiere Matignon                      France                  mutuals

Fonciere Wagram                                    France                  99.95% held by Finapel

Equitable Real Estate Investment                   U.S.A.                  100% held by ELAS

Quinta do Noval Vinhos S.A.                        Portugal                99.9% held by Axa Millesimes

Groupement Foncier Francais                        France                  10.08%
</TABLE>


                                      C-32







        
<PAGE>


                              OTHER AXA BUSINESS

<TABLE>
<CAPTION>
COMPANY                                            COUNTRY                 VOTING POWER
- -------                                            -------                 ------
<S>                                               <C>                     <C>
A.N.F.                                             France                  95.51% held by Finaxa

Compagnie du Cambodge                              France                  32.1% held by A.N.F.

SCAC Delmas Vieljeux                               France                  18.68%


Societe Financiere Domaine Divonne                 France                  14%

Galeries Lafayette                                 France                  10.50%

Rubis et Cie                                       France                  12.11%

Eurofin                                            France                  23.4% held by C.F.P.

Sogefic                                            Belgique                50% held by Victoire Belgique

Lucia                                              France                  27.75%

Cogedim                                            France                  11.21%
</TABLE>


                                     C-33




        
<PAGE>



                 ORGANIZATION CHART OF EQUITABLE'S AFFILIATES


                                     NOTES


1.       The year of formation or acquisition and state or country of
         incorporation of each affiliate is shown.

2.       The chart omits certain relatively inactive special purpose real
         estate subsidiaries, partnerships, and joint ventures formed to
         operate or develop a single real estate property or a group of related
         properties, and certain inactive name-holding corporations.

3.       All ownership interests on the chart are 100% common stock ownership
         except for (a) as noted for certain partnership interests, (b) ACMC,
         Inc.'s and Equitable Capital's limited partnership interests in
         Alliance Capital Management L.P., (c) as noted for certain
         subsidiaries of Alliance Capital Management Corp. of Delaware, Inc.,
         (d) Treasurer Robert L. Bennett's 20% interest in EREIM, Inc., (e) as
         noted for certain subsidiaries of AXA, (f) The Equitable Companies
         Incorporated's 61% interest in DLJ and Equitable Holding Corp's 39%
         interest in same, and (g) DLJ Mortgage Capital, Inc.'s and Equitable
         Real Estate Investment Management, Inc.'s ownership (50% each) in
         Column Financial, Inc.

4.       The operational status of the entities shown as having been formed or
         authorized but "not yet fully operational" should be checked with the
         appropriate operating areas, especially for those that are start-up
         situations.

5.       The following entities are not included in this chart because, while
         they have an affiliation with The Equitable, their relationship is not
         the ongoing equity-based form of control and ownership that is
         characteristic of the affiliations on the chart, and, in the case of
         the first two entities, they are under the direction of at least a
         majority of "outside" trustees:

                              The Equitable Funds
                            The Hudson River Trust
                               Separate Accounts
   
6.       This chart was last revised on June 15, 1995.
    

                                      C-34




        
<PAGE>



Item 31.        Number of Contractowners

   
                As of May 31, 1995 there were 17,172 owners of qualified and
non-qualified RIA Contracts offered by the registrant.
    
Item 32.        Indemnification

     (a) Indemnification of Principal Underwriter: to the extent permitted by
law of the State of New York and subject to all applicable requirements
thereof, Equitable undertook to indemnify each of its directors and officers
who is made or threatened to be made a party to any action or proceeding,
whether civil or criminal, by reason of the fact that he, his testator or
intestate, is or was a director or officer of Equitable.

     (b) Undertaking: insofar as indemnification for liability arising under
the Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against public
policy as expressed in the Act and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other than the
payment by the registrant of expenses incurred or paid by a director, officer
or controlling person of the registrant in the successful defense of any
action, suit or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being registered, the
registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.

Item 33.        Business and Other Connections of Investment Adviser

                The Equitable Life Assurance Society of the United States
("Equitable Life") acts as the investment manager for Separate Account Nos. 3,
4, 10, 13 and 51. In providing these services to the Separate Accounts,
Equitable Life uses the personnel and facilities of Alliance Capital Management
L.P. ("Alliance"), a publicly-traded limited partnership, that is indirectly
majority-owned by Equitable Life, to provide personnel and facilities for
portfolio selection and transaction services. Alliance recommends the
securities investments to be purchased and sold for Separate Account Nos. 3, 4,
10, 13 and 51 and arranges for the execution of portfolio transactions.
Alliance coordinates related accounting and bookkeeping functions with
Equitable Life. Both Equitable Life and Alliance are registered investment
advisers under the Investment Advisers Act of 1940.


                                      C-35



        


                Information regarding the directors and principal officers of
Equitable is provided in Item 29 of this Part C and is incorporated herein by
reference.

        Set forth below is certain information regarding the directors and
principal officers of Alliance Capital Management Corporation. The business
address of the Alliance persons whose names are preceded by an asterisk is 1345
Avenue of the Americas, New York, New York 10105.



<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
DIRECTORS


*Dave H. Willams                            Director, Chairman of the Board and   See Column 2.  Director - The
                                            Chief Executive Officer               Equitable Life Assurance Society of
                                                                                  the United States and The Equitable
                                                                                  Companies Incorporated.


 Luis Javier Bastida                        Director                              Chief Financial Officer and a
 Banco Bilbao Vizcaya                                                             member of the Executive Committe of
 Gran Via 1                                                                       Banco Bilbao Vizcaya.
 Planta 16 48001
 Bilbao, Spain






James M. Benson                             Director                              President, Chief Operating Officer
The Equitable Life                                                                and Director, The Equitable
  Assurance Society                                                               Life Assurance Society
  of the U.S.                                                                     of the U.S.; prior thereto, Senior
787 Seventh Avenue                                                                Executive Vice President
New York, NY 10019                                                                (April 1993-February
                                                                                  1994); President, The
                                                                                  Equitable Companies Incorporated
                                                                                  (February 1994 topresent);
                                                                                  President and Chief Operating
                                                                                  Officer,  Equitable Variable Life
                                                                                  Insurance Company (December 1993 to
                                                                                  present), Director, (July 1993 to
                                                                                  present) Vice Chairman (July 1993
                                                                                  to December 1993).

*Bruce W. Calvert                           Director, Vice Chairman, and Chief
                                            Investment Officer                    See Column 2.

</TABLE>

                                      C-36





        
<PAGE>



<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
   
*John D. Carifa                             Director, President and Chief         See Column 2. Chief Financial
                                            Operating Officer                     Officer until  December, 1994.



Henri de Castries                           Director                               Executive Vice President
AXA                                                                                - Financial Services
23, Avenue Matignon                                                                and Life Insurance Activities, AXA
75008, Paris, France                                                               (1993 to present) and various positions
                                                                                   with AXA affiliated companies; Director,
                                                                                   The Equitable Companies Incorporated (May 1994
                                                                                   to present), Director, Equitable Real Estate
                                                                                   Investment Management, Inc. (June
                                                                                   1993 to present), Donaldson, Lufkin
                                                                                   & Jenrette (July 1993 to present)
                                                                                   and The Equitable Life Assurance
                                                                                   Society of the U.S. (October 1993
                                                                                   to present); Director, France Telecom.

 Kevin C. Dolan                             Director                               Senior Vice President -
 AXA                                                                               AXA
 23, Avenue Matignon
 75008, Paris, France

 Alfred Harrison                            Director, Vice Chairman                See Column 2.
 Alliance Capital
  Management L.P.
 3600 Piper Jaffray Tower
 Minneapolis, MN 55402                                     
    
</TABLE>

                                      C-37




        
<PAGE>



<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
 Jean-Pierre Hellebuyck                     Director                              Chief Investment Officer - AXA;
 AXA - Gestion des Actifs                                                         Director - AXA Reassurance France,
 40, rue de Colisee                                                               AXA Reinsurance UK Plc, AXA
 Paris, France 75008                                                              Reinsurance Company, Equity & Law
                                                                                  Plc, Equity & Law Investment
                                                                                  Managers Ltd., Equity & Law
                                                                                  Fondsmanagement GmbH, Europhenix
                                                                                  Management Company and
                                                                                  Societe Des Bourses Francaises.

 Benjamin D. Holloway                       Director                              Consultant to Tishman/Speyer,
 Continental Companies                                                            Edward Debartolo and The
 3250 Mary Street                                                                 Continental Companies.  Director -
 Miami, Florida 33133                                                             Rockefeller Center Properties,
                                                                                  Inc.; Chairman - Duke University
                                                                                  Management Corporation.


 Henri Hottinguer                           Director                              Partner Hottinguer & Company.
 Banque Hottinguer                                                                President/General
 38 Rue de Provence                                                               Director - Banque Hottinguer (French bank);
 Paris, France 75008                                                              Director - Helvetia Fund, Inc. and
                                                                                  Donaldson, Lufkin & Jenrette, Inc.

</TABLE>

                                      C-38





        
<PAGE>



<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
 Richard H. Jenrette                        Director                              Chairman of the
 The Equitable Life                                                               Executive Committee
  Assurance Society                                                               and Director - The
  of the U.S.                                                                     Equitable Life
 787 Seventh Avenue                                                               Assurance Society
 New York, NY 10019                                                               of the United States;
                                                                                  prior thereto, Chairman
                                                                                  of the Board (July
                                                                                  1987 to February
                                                                                  1994), Chief Executive
                                                                                  Officer (May 1990
                                                                                  to September 1992);
                                                                                  Chairman and Director
                                                                                  (July 1991 to present)
                                                                                  and Chief Executive
                                                                                  Officer (May 1992
                                                                                  to present) EQ; Chairman
                                                                                  of the Board, DLJ; Director
                                                                                  (until January 1995)
                                                                                  and Senior Investment
                                                                                  Officer, EVLICO; Director,
                                                                                  Equitable Capital Management
                                                                                  Corporation ("ECMC"), AXA,
                                                                                  Equitable Real Estate, (Director,
                                                                                  McGraw-Hill, Inc., (January 1993 to
                                                                                  present)).

 Christophe Dupont-Madinier                  Director                             Manager, International Division -
 AXA                                                                              AXA; Director - Equitable Real
 23, Avenue Matignon                                                              Estate Investment Management, Inc.
 Paris, France 75008                                                              and Donaldson, Lufkin & Jenrette,
                                                                                  Inc., Anglo Canada General
                                                                                  Insurance Company, AXA Insurance
                                                                                  Canada, AXA Assurances Canada, AXA
                                                                                  Insurance UK, AXA Equity & Law UK.
</TABLE>

                                      C-39







        
<PAGE>



<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
 Joseph J. Melone                            Director                             Director, Chairman,
 The Equitable Life                                                               and Chief Executive
  Assurance Society                                                               Officer, The Equitable
  of the U.S.                                                                     Companies Incorporated
 787 Seventh Avenue                                                               (September 1994 to
 New York, NY 10019                                                               present); prior thereto
                                                                                  President; Director,
                                                                                  Chairman of the Board and
                                                                                  Chief Executive Officer
                                                                                  - The Equitable Life Assurance
                                                                                  Society of the United States
                                                                                  prior thereto, President
                                                                                  (until February 1994);
                                                                                  Chairman and Chief
                                                                                  Executive Officer and Director, EVLICO;
                                                                                  Director, ECMC, DLJ, and AXA Equity
                                                                                  & Law (Director, Foster-Wheeler
                                                                                  Corporation and AT&T Capital
                                                                                  Corporation (April 1993 to
                                                                                  present)).

 Brian S. O'Neil                             Director                             Executive Vice President and Chief
 The Equitable Life                                                               Investment Officer, The Equitable
  Assurance Society                                                               Life Assurance Society of the U.S.,
  of the U.S.                                                                     Executive Vice President and Chief
 787 Seventh Avenue                                                               Financial Officer, EQ, (November
 New York, N.Y. 10019                                                             1993 to present); Chairman and
                                                                                  President and Director, ERAC;
                                                                                  director, and Senior Vice President
                                                                                  and Chief Investment Officer,
                                                                                  EVLICO; prior thereto,
                                                                                  Vice President; Director
                                                                                  and President, FHJV;
                                                                                  Director, Equitable
                                                                                  Real Estate, ECMC
                                                                                  (June 1992 to August
                                                                                  1993), and The Equitable
                                                                                  Foundation.
</TABLE>
                                      C-40





        

<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
   
*Frank Savage                               Director                              Chairman of ACFG; Chairman of ECMC
                                                                                  (April 1992 to July 1993); Director
                                                                                  - Lockheed Corporation, and ARCO
                                                                                  Chemical Corporation.


Jerry M. de St. Paer                       Director                              Executive Vice President and
The Equitable Life                                                               Chief Financial Officer, The
 Assurance Society                                                               Equitable Life Assurance Society
 of the U.S.                                                                     of the U.S.; also Treasurer
787 Seventh Avenue                                                               (February 1993 to September
New York, N.Y. 10019                                                             1993); Executive Vice President
                                                                                 and Chief Financial
                                                                                 Officer, EQ, and Treasurer
                                                                                 (February 1993 to September
                                                                                 1993); Director, EVLICO,
                                                                                 DLJ (July 1993 to present),
                                                                                 and Equitable Real Estate
                                                                                 (July 1993 to present);
                                                                                 Director (August 1993
                                                                                 to present) andChairman,
                                                                                 President, and Chief
                                                                                 Executive Officer (October 1993 to
                                                                                 present), ECMC; Director (September
                                                                                 1993 to present), and Chairman,
                                                                                 President, and Chief Executive
                                                                                 Officer (October 1993 to present
    
</TABLE>

                                      C-41





        
<PAGE>

<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
   
  de St Paer cont.                                                                ), and Executive Vice President,
                                                                                  Chief Financial Officer, and
                                                                                  Treasurer (September 1993 to
                                                                                  present), EIC; Vice President,
                                                                                  Equitable JV Holding Corp.; Senior
                                                                                  Investment Officer, EVLICO (April
                                                                                  1995 to present); Member, Advisory
                                                                                  Board, Peter Wodtke (U.K.) and
                                                                                  Peter Wodtke (U.S.) (Director,
                                                                                  Economic Services Corporation and
                                                                                  Nicos Seimei Hoken (formerly
                                                                                  Equitable Seimei Hoken)).



 Madelon DeVoe Talley                       Director                              Investment Consultant, Governor,
 876 Park Avenue                                                                  National Association of Securities
 New York, NY 10021                                                               Dealers; Vice Chairman, W.P. Carey
                                                                                  & Co.; Director, Corporate Property
                                                                                  Associates.


*Reba White Williams                        Director                              Director of Special Projects for
                                                                                  ACMC.

</TABLE>
    
                                      C-42





        
<PAGE>


<TABLE>
<CAPTION>
                                            POSITIONS AND                         PRINCIPAL OCCUPATION
NAME AND PRINCIPAL                          OFFICES WITH                          (AND OTHER POSITIONS)
BUSINESS ADDRESS                            ALLIANCE                              WITHIN PAST 2 YEARS
- ------------------                          -------------                         ----------------------
<S>                                        <C>                                   <C>
*David R. Brewer                           Senior Vice President and General
                                           Counsel                                See Column 2.






*Robert H. Joseph, Jr.                      Senior Vice President & Chief         See Column 2.  prior thereto;
                                            Financial Officer                     Senior Vice President - Finance
                                                                                  (January 1994 to December 1994);
                                                                                  Senior Vice President and
                                                                                  Controller (until January 1994)

</TABLE>



Item 34.        Principal Underwriters

                (a)   Equico Securities, Inc. ("Equico"), a wholly-owned
subsidiary of Equitable, is the principal underwriter and depositor for its
Separate Account A and Separate Account No. 301, and may be deemed to be a
principal underwriter for Separate Account I and Separate Account FP of
Equitable Variable Life Insurance Company.  Equico's principal business
address is 1755 Broadway, New York, NY 10019.

                (b) See Item 29 of this Part C, which is incorporated herein by
                reference.


Item 35.        Location of Accounts and Records

                The Equitable Life Assurance Society of the United States
                135 West 50th Street
                New York, New York 10020


Item 36.        Management Services

                Not applicable.


Item 37.  Undertakings

                Although this is not an initial registration statement
requiring the undertakings pursuant to Item 37, the Registrant hereby
undertakes the following:

                (a)   to file a post-effective amendment to this registration
                      statement as frequently as is necessary to ensure that
                      the


                                      C-43



        


                      audited financial statements in the registration
                      statement are never more than sixteen months old for so
                      long as payments under the variable annuity contracts may
                      be accepted;

                (b)   to include (1) as part of its applications to purchase
                      any contract offered by the prospectus, a space that an
                      applicant can check to request a Statement of Additional
                      Information, or (2) a postcard or similar written
                      communication affixed to or included in the prospectus
                      that the applicant can remove to send for a Statement of
                      Additional Information; and

                (c)   to deliver any Statement of Additional Information and
                      any financial statements required to be made available
                      under this form promptly upon written or oral request.







                                     C-44







        
                                  SIGNATURES

   
     As required by the Securities Act of 1933, the Registrant has caused this
Registration Statement to be signed on its behalf, in the City and State of New
York on this 27th day of June, 1995.
    
                                   THE EQUITABLE LIFE ASSURANCE SOCIETY
                                   OF THE UNITED STATES
                                   (Registrant and Insurance Company)


                                   By:  /s/ James D. Goodwin
                                            James D. Goodwin
                                            Vice President


     As required by the Securities Act of 1933, this post-effective amendment
to the registration statement has been signed by the following persons in the
capacities and on the date indicated:

PRINCIPAL EXECUTIVE OFFICERS:

Richard H. Jenrette                 Chairman of the Executive Committee
                                    and Director

Joseph J. Melone                    Chairman of the Board, Chief
                                    Executive Officer and Director

James M. Benson                     President, Chief Operating Officer
                                    and Director

PRINCIPAL FINANCIAL OFFICER:

Jerry M. de St. Paer                Executive Vice President and Chief
                                    Financial Officer

PRINCIPAL ACCOUNTING OFFICER:

/s/ Alvin H. Fenichel               Senior Vice President and Controller
Alvin H. Fenichel
   
June 27, 1995
    
DIRECTORS:




Claude Bebear           Jean-Rene Foutou        Don Johnston
James M. Benson         Norman C. Francis       Winthrop Knowlton
Christopher Brocksom    Donald J. Greene        Arthur L. Liman
Francoise Colloc'h      John T. Hartley.        George T. Lowy
Henri de Castries       John H.F. Haskell, Jr.  Joseph J. Melone.
Joseph L. Dionne        W. Edwin Jarmain        George J. Sella, Jr.
William T. Esrey        Richard H. Jenrette     Dave H. Williams

By: /s/ James D. Goodwin
        James D. Goodwin
        Attorney-in-Fact
   
        June 27, 1995
    




        

        EXHIBIT INDEX


Exhibit No.
   

    

13. (a)  Consent of Price Waterhouse.

    (b)  Consent of Deloitte & Touche









Consent of Independent Accountants


We hereby consent to the use in the Statement of Additional Information
constituting part of this Post-Effective Amendment No. 3 to the Registration
Statement No. 33-76028 on Form N-3 (the "Registration Statement") of our report
dated March 15, 1995, relating to the financial statements of the Separate
Accounts Nos. 3, 4, 10, 13 and 51 of The Equitable Life Assurance Society of
the United States, and of our report dated February 8, 1995, relating to the
consolidated financial statements of The Equitable Life Assurance Society of
the United States, which appear in such Statement of Additional Information,
and to the incorporation by reference of our reports into the Prospectus which
constitutes part of this Registration Statement.  We also consent to the
references to us under the headings "Condensed Financial Information" and
"Experts" in such Prospectus.


PRICE WATERHOUSE LLP
New York, New York
June 22, 1995












INDEPENDENT AUDITORS' CONSENT


The Equitable Life Assurance Society of the United States:

We consent to the use in Post Effective Amendment No. 3 to Registration
Statement No. 33-76028 of The Equitable Life Assurance Society of the United
States ("Equitable Life") on Form N-3 of our report dated February 16, 1993,
relating to the consolidated financial statements of Equitable Life appearing
in the Statement of Additional Information, and to the reference to us under
the heading "Experts" in the Prospectus, which are part of this Registration
Statement.


Deloitte & Touche LLP
New York, New York
June 22, 1995






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