SEPARATE ACCOUNT FP OF EQUITABLE LIFE ASSUR SOC OF THE US
486BPOS, 1998-05-01
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                                                     Registration No. 333-17641
- --------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

   
                        POST-EFFECTIVE AMENDMENT NO. 2 TO
    

                                    FORM S-6

                FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933
        OF SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM N-8B-2

   
       SEPARATE ACCOUNT FP
                of
     THE EQUITABLE LIFE ASSURANCE                 Edward D. Miller, President
     SOCIETY OF THE UNITED STATES        The Equitable Life Assurance Society of
        (Exact Name of Trust)                          the United States
     THE EQUITABLE LIFE ASSURANCE                1290 Avenue of the Americas
      SOCIETY OF THE UNITED STATES                 New York, New York 10104
       (Exact Name of Depositor)         (Name and Address of Agent for Service)
      1290 Avenue of the Americas
       New York, New York 10104
  (Address of Depositor's Principal
        Executive Offices)
    

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

              Telephone Number, Including Area Code: (212) 554-1234

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

                  Please send copies of all communications to:

      MARY P. BREEN, ESQ.                             with a copy to:
      Vice President and                             Thomas C. Lauerman
   Associate General Counsel               Freedman, Levy, Kroll & Simonds
 The Equitable Life Assurance           1050 Connecticut Avenue, N.W., Suite 825
 Society of the United States                      Washington, D.C. 20036
 1290 Avenue of the Americas
   New York, New York 10104

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

      Securities Being Registered: Units of Interest in Separate Account FP

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

   
_____ immediately upon filing pursuant to paragraph (b) of Rule 485

__X__ on May 1, 1998 pursuant to paragraph (b) of Rule 485

_____ 60 days after filing pursuant to paragraph (a) of Rule 485

_____ on (           ) pursuant to paragraph (a) of Rule 485
    




<PAGE>
                      THE EQUITABLE LIFE ASSURANCE SOCIETY
                              OF THE UNITED STATES


                        VARIABLE LIFE INSURANCE POLICIES
                       FUNDED THROUGH SEPARATE ACCOUNT FP


   
                                 IL PROTECTOR(R)
                                     IL COLI
                              INCENTIVE LIFE PLUS(SM)
                                SURVIVORSHIP 2000
                              SPECIAL OFFER POLICY
                               INCENTIVE LIFE 2000
                                  CHAMPION 2000
                                 INCENTIVE LIFE

                     PROSPECTUS SUPPLEMENT DATED MAY 1, 1998

This supplement  updates certain  information in the prospectus you received for
your Equitable variable life insurance policy* and any prior supplements to that
prospectus.**  Capitalized  terms used in this supplement have the same meanings
as in the  prospectus.  You should keep this supplement with your prospectus and
any  previous  prospectus  supplement.  We will  send  you  another  copy of any
prospectus or supplement,  without charge, on written request.  Corporations and
other trade or business  entities that either own or have a beneficial  interest
in any life  insurance  policy  should  refer to the tax  information  contained
herein  concerning  the potential  application of new tax rules which can impact
the ability to deduct interest on borrowing unrelated to the policy.

LIMITED  OPPORTUNITY  FOR  UNRESTRICTED  TRANSFER FROM THE  GUARANTEED  INTEREST
ACCOUNT.  Your policy  permits you to transfer a limited amount of your unloaned
policy  account value out of the Guaranteed  Interest  Account within 30 days of
your policy anniversary. See THE GUARANTEED INTEREST ACCOUNT in your prospectus.
From March 16, 1998 through JULY 10, 1998 (extended  from May 15, 1998),  we are
relaxing  our policy  rules to permit  you to  transfer  any amount of  unloaned
policy account value out of the Guaranteed Interest Account to a division of the
Separate  Account  whether  or not  you  are  within  30  days  of  your  policy
anniversary.   Your   written   transfer   request   must  be  received  in  our
Administrative  Office  by JULY 10,  1998,  in order to take  advantage  of this
unrestricted  transfer  opportunity.  An  interfund  transfer  form follows this
supplement. See CHARGE FOR TRANSFERS in your prospectus. We reserve the right to
further extend this offer beyond this date without notice.

EQUITABLE.  The information under the heading  "Equitable" in your prospectus is
updated as follows:

EQUITABLE.   The  Equitable  Life   Assurance   Society  of  the  United  States
(Equitable), a New York stock life insurance company, has been in business since
1859. We are a wholly owned  subsidiary of The Equitable Companies  Incorporated
(the Holding Company). The largest shareholder of the Holding Company is AXA-UAP
(AXA),  a French  insurance  holding  company.  As of  December  31,  1997,  AXA
beneficially  owned  58.7% of the  outstanding  shares  of  common  stock of the
Holding  Company.  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

- ------------------
 *This supplement updates certain  information  contained in the IL Protector(R)
  Prospectuses  dated  July 25,  1996,  January  1,  1997 and May 1,  1997;  the
  Incentive  Life Plus  Prospectuses  dated  December  19,  1994,  May 1,  1995,
  September 15, 1995, May 1, 1996,  January 1, 1997 and May 1, 1997; the IL COLI
  supplements thereto dated September 15, 1995, May 1, 1996, January 1, 1997 and
  May 1, 1997 and the Special  Offer  Policy  supplements  thereto  dated May 1,
  1995,  September 15, 1995 and May 1, 1996; the Survivorship  2000 Prospectuses
  dated  August 18,  1992,  May 1, 1993,  1994 and 1995 and January 1 and May 1,
  1997; the Incentive Life 2000 Prospectuses  dated November 27, 1991 and May 1,
  1993 and 1994, and the Special Offer Policy supplements thereto dated November
  27, 1991,  January 29, 1993,  May 1, 1993,  1994 and 1995;  the Champion  2000
  Prospectuses  dated  November  27,  1991  and May 1,  1993 and  1994;  and the
  Incentive Life Prospectuses  dated August 29, 1989,  February 27, 1991 and May
  1, 1990, 1993 and 1994.

**If the date of your  prospectus  is  prior  to May 1,  1997,  you  received  a
  prospectus   supplement  dated  May  1,  1997.  You  may  have  also  received
  supplements  dated May 1, 1996,  January 1, 1997 and February 28, 1998.  These
  supplements are still relevant and should be retained with your prospectus.

    Copyright 1998 The Equitable Life Assurance Society of the United States.
      All rights reserved. IL Protector(R) is a registered Service Mark of
           The Equitable Life Assurance Society of the United States.

EVM-127

<PAGE>

Holding Company and its subsidiaries,  including  Equitable.  AXA is the holding
company for an international  group of insurance and related financial  services
companies.  Equitable,  the  Holding  Company  and  their  subsidiaries  managed
approximately  $274.1 billion of assets as of December 31, 1997, including third
party assets of  approximately  $216.9 billion.  Equitable's home office is 1290
Avenue of the Americas, New York, New York 10104. We are licensed to do business
in all 50 states,  Puerto Rico, the Virgin Islands and the District of Columbia.
We maintain local offices throughout the United States. At December 31, 1997, we
had  approximately  $125.7  billion  face amount of variable  life  insurance in
force,  as compared to $114.6 billion at December 31, 1996.  Prior to January 1,
1997,  the  variable  life  insurance  policies  listed  above  were  issued  by
Equitable's wholly owned  subsidiary,  Equitable Variable Life Insurance Company
(Equitable Variable). Equitable Variable was merged into Equitable as of January
1, 1997.

INVESTMENT  PORTFOLIOS.  As of May 1, 1998,  your  policy  offers the  following
twenty-four  investment  portfolios,  along with the guaranteed interest option.
The twenty-four investment portfolios are as follows:


<TABLE>
<CAPTION>
                                              INVESTMENT PORTFOLIOS
- -------------------------------------------------------------------------------------------------------------------
   FIXED INCOME SERIES:                           EQUITY SERIES:                         ASSET ALLOCATION SERIES:
- ---------------------------- ---------------------------------------------------------  ---------------------------
<S>                          <C>                          <C>                           <C> 
Domestic Fixed Income        Domestic Equity              International Equity          o  Alliance Conservative
- ---------------------        ---------------              --------------------             Investors
   o Alliance Money Market      o T. Rowe Price Equity       o Alliance Global          o  EQ/Putnam Balanced 
   o Alliance Intermediate        Income                     o Alliance International   o  Alliance Balanced  
     Government Securities      o EQ/Putnam Growth &         o T. Rowe Price            o  Alliance Growth    
   o Alliance Quality Bond        Income Value                 International Stock         Investors          
Aggressive Fixed Income         o Alliance Growth &          o Morgan Stanley           o  Merrill Lynch World
- -----------------------           Income                       Emerging Markets            Strategy           
   o Alliance High Yield        o Alliance Equity Index        Equity                   
                                o Merrill Lynch Basic     Aggressive Equity
                                  Value Equity            -----------------
                                o Alliance Common Stock      o Alliance Aggressive
                                o MFS Research                 Stock
                                                             o Warburg Pincus Small
                                                               Company Value
                                                             o Alliance Small Cap
                                                               Growth
                                                             o MFS Emerging Growth
                                                               Companies
</TABLE>


PERFORMANCE  INFORMATION.  If your prospectus sets forth performance information
under the heading "HUDSON RIVER TRUST RATES OF RETURN," that information and any
illustrations  of policy  values  based on such  information  are  deleted.

THE SEPARATE  ACCOUNT AND THE  TRUSTS.  The  information  relating to the Morgan
  Stanley  Emerging  Markets  Equity  Portfolio  under the  heading  "INVESTMENT
  POLICIES AND  OBJECTIVES  OF THE TRUSTS'  PORTFOLIOS"  in your  supplement  or
  prospectus dated May 1, 1997 is replaced with the following:


<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                PORTFOLIO                               INVESTMENT POLICY                                OBJECTIVE
   -------------------------------------------------------------------------------------------------------------------------------
<S>                                      <C>                                                 <C>
Morgan Stanley Emerging Markets          Primarily equity securities of emerging market      Long-term capital appreciation.
   Equity                                country issuers with a focus on those in which
                                         the  portfolio   adviser  believes  the 
                                         economies are  developing  strongly and in
                                         which the markets are becoming  more
                                         sophisticated.
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>


DEDUCTIONS AND CHARGES

FROM THE TRUSTS.  The  information  under the  section  "From the Trust" in your
prospectus is revised as follows:

o The  Separate   Account  Funds  purchase  Class  IA  shares  of  corresponding
  portfolios  of the HRT or Class IB shares of  corresponding  portfolios of the
  EQAT at net asset value. That price reflects  investment  management fees, any
  Rule  12b-1   distribution  fees,   indirect   expenses,   such  as  brokerage
  commissions, and certain other operating expenses.

  The Hudson  River Trust.  Effective  May 1, 1997,  a new  investment  advisory
  agreement  relating to each of the HRT portfolios was entered into between HRT
  and Alliance,  HRT's Investment Adviser. The table below, reflecting the HRT's
  estimated  expenses,  is based on information  for the year ended December 31,
  1997 and has been  restated  to reflect (i) the fees that would have been paid
  to Alliance if the present advisory agreement had been in effect as of January
  1, 1997 and (ii) estimated accounting expenses for the year ended December 31,
  1997.  Investment  management fees may increase or decrease based on the level
  of portfolio net assets. These fees are subject to maximum rates, as described
  in the attached HRT  prospectus.  Other  expenses are also likely to fluctuate
  from year to year.  Both  investment  management  fees and other  expenses are
  expressed  in the  table  on the next  page as an  annual  percentage  of each
  portfolio's daily average net assets:

                                       2


<PAGE>



<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
                                                                           1997 RESTATED FEES AND EXPENSES
                                                          ---------------------------------------------------------------------
HRT PORTFOLIO                                                 MANAGEMENT FEE         OTHER EXPENSES     TOTAL ANNUAL EXPENSES
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>                    <C>                   <C>  
Alliance Money Market.....................................        0.35%                  0.04%                 0.39%
Alliance Intermediate Government Securities...............        0.50%                  0.06%                 0.56%
Alliance Quality Bond.....................................        0.53%                  0.05%                 0.58%
Alliance High Yield.......................................        0.60%                  0.04%                 0.64%
Alliance Growth & Income..................................        0.55%                  0.04%                 0.59%
Alliance Equity Index.....................................        0.32%                  0.04%                 0.36%
Alliance Common Stock.....................................        0.37%                  0.03%                 0.40%
Alliance Global...........................................        0.65%                  0.08%                 0.73%
Alliance International....................................        0.90%                  0.18%                 1.08%
Alliance Aggressive Stock.................................        0.54%                  0.03%                 0.57%
Alliance Small Cap Growth*................................        0.90%                  0.05%                 0.95%
Alliance Conservative Investors...........................        0.48%                  0.07%                 0.55%
Alliance Balanced.........................................        0.42%                  0.05%                 0.47%
Alliance Growth Investors.................................        0.52%                  0.05%                 0.57%
</TABLE>


- ------------------
* Estimated expenses. The portfolio commenced operations on May 1, 1997.

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

EQ Advisors Trust.  The EQ Advisors Trust  commenced  operations on May 1, 1997.
The table below shows the annual rates payable for management  fees,  Rule 12b-1
distribution  fees, and other estimated expenses to be deducted from EQAT assets
in 1998.  Other  expenses  are  likely  to  fluctuate  from  year to  year.  The
management fees are not subject to any reduction based on the level of portfolio
net assets. The management fees, Rule 12b-1 distribution fees and other expenses
are  expressed in the table below as an annual  percentage  of each  portfolio's
daily average net assets:


<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
                                                                            1998 ESTIMATED FEES AND EXPENSES
                                                          ---------------------------------------------------------------------
EQAT PORTFOLIO                                               MANAGEMENT          12B-1            OTHER        TOTAL ANNUAL
                                                                 FEE             FEES           EXPENSES*        EXPENSES
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                                              <C>              <C>              <C>              <C>  
T. Rowe Price Equity Income...............................       0.55%            0.25%            0.05%            0.85%
EQ/Putnam Growth & Income Value...........................       0.55%            0.25%            0.05%            0.85%
Merrill Lynch Basic Value Equity..........................       0.55%            0.25%            0.05%            0.85%
MFS Research..............................................       0.55%            0.25%            0.05%            0.85%
T. Rowe Price International Stock.........................       0.75%            0.25%            0.20%            1.20%
Morgan Stanley Emerging Markets Equity**..................       1.15%            0.25%            0.35%            1.75%
Warburg Pincus Small Company Value........................       0.65%            0.25%            0.10%            1.00%
MFS Emerging Growth Companies.............................       0.55%            0.25%            0.05%            0.85%
EQ/Putnam Balanced........................................       0.55%            0.25%            0.10%            0.90%
Merrill Lynch World Strategy..............................       0.70%            0.25%            0.25%            1.20%
</TABLE>


- ------------------
 *After fee  waivers or assumptions  by EQAT's Manager pursuant to an expense
  limitation agreement. See the attached EQAT prospectus.
**Commenced operations on August 20, 1997.
- --------------------------------------------------------------------------------

INVESTMENT  PERFORMANCE.  Footnote  6  to  the  Separate  Account  FP  financial
statements  included herein contains  information  about the net return for each
Fund which  commenced  operations  prior to  December  31,  1997.  The  attached
prospectuses  for The Hudson River Trust and the EQ Advisors Trust contain rates
of return and other  portfolio  performance  information  of the Trusts  various
periods ended  December 31, 1997.  Remember,  the changes in the Policy  Account
value of your policy depend not only on the performance of the  portfolios,  but
also on the deductions and charges under your policy. To obtain the current unit
values of the Separate Account Funds, call (888) 855-5100.

The values  reported in footnote 6 for all Policies are computed using net rates
of return for the  corresponding  portfolios  of the HRT and EQAT.  The  returns
reported  in  footnote 6 for each of the policy  forms are  reduced  only by any
mortality and expense risk charge deducted from Separate Account assets.

FLEXIBLE  PREMIUMS.  Certain  of the  information  under  this  caption  in your
prospectus is amended as follows:

Premiums  must be by check or money order drawn on a U.S.  bank in U.S.  dollars
and made payable to Equitable.  The preferred  form of payment is a single check
on your  business  or  personal  account.  Payment  may also be in the form of a
single money order, bank draft or 

                                       3


<PAGE>


cashier's  check payable  directly to Equitable;  however,  please be aware that
Equitable is required to report the receipt of these "cash  equivalents"  to the
Internal Revenue Service under certain circumstances. These checks, money orders
and drafts are accepted  subject to collection.  Cash and traveler's  checks are
not  acceptable.  Third party checks payable to someone other than Equitable and
endorsed over to Equitable are not acceptable unless the check is money directly
from a qualified  retirement plan or pursuant to a 1035 exchange (a tax-deferred
exchange  pursuant to Section 1035 of the  Internal  Revenue  Code),  or it is a
trustee  check  that  involves  no refund.  Equitable's  policy is to return any
unacceptable  forms of payment,  and the policyowner  bears the risk of lapse or
other consequences which may result from the effective non-payment.

YOUR POLICY ACCOUNT VALUE

HOW WE DETERMINE THE UNIT VALUE.  The description of "business day" and the unit
values applicable to different types of transactions is revised as follows:

We  determine  unit  values  for the Funds at the end of each  business  day.  A
business day is any day the New York Stock Exchange is open for trading.

A transaction date is the day we perform automatic transactions,  such as policy
anniversary  reports  and  monthly  charge  deductions,   or  process  requested
transactions, such as remittances,  disbursements and transfers. If your request
for a policy  transaction  is not  accompanied  by  complete  information  or is
directed to the wrong address,  the transaction date will be the date we receive
such complete  information at our  administrative  office. If your request for a
policy  transaction  reaches our  administrative  office when we are closed,  or
after 4:00 p.m.  Eastern Time, the transaction  date will be the next day we are
open.  The  transaction  date for  automatic  transactions  is the date they are
scheduled to be performed.

The unit value that applies to a transaction  will be the unit value  calculated
at the  close  of  business  on the  transaction  date.  When a  transaction  is
scheduled on a  non-business  day, the unit value applied will be the unit value
calculated  for the next  business  day.  The unit value for any business day is
equal to the unit value for the  preceding  business day  multiplied  by the net
investment factor for that Fund on that business day.

PURPOSE OF POLICY CHARGES. The charges under the policies are designed to cover,
in the aggregate,  our direct and indirect costs of selling,  administering  and
providing benefits under the policies. They are also designed, in the aggregate,
to compensate us for the risks of loss we assume pursuant to the policies. 

If, as expected,  the charges that we collect from the policies exceed our total
costs in connection with the policies, we will earn a profit. Otherwise, we will
incur a loss.  The current and maximum rates of certain of our charges have been
set with  reference to estimates of the amount of specific  types of expenses or
risks  that we will  incur.  In most  cases,  this  prospectus  identifies  such
expenses or risks in the name of the charge;  e.g.,  the monthly  administrative
charge,  cost of  insurance  charge,  and  mortality  and expense  risk  charge.
However, the fact that any charge bears the name of a particular expense or risk
does not mean that the amount we  collect  from that  charge  will never be more
than the amount of such expense or risk, or that we may not also be  compensated
for such expense or risk out of any other  charges we are permitted to deduct by
the terms of the policies.

TAX EFFECTS. Certain of the information under the heading "Tax Effects" has been
revised as follows:

ESTATE AND GENERATION  SKIPPING TAXES. If the insured person is the policyowner,
the  death  benefit  under  the  policy  will  generally  be  includable  in the
policyowner's  estate for purposes of Federal estate tax. If the  policyowner is
not the insured person,  under certain  conditions only the Cash Surrender Value
of the policy would be so includable upon the death of the  policyowner.  If the
policyowner  is not the insured and the insured dies with someone other than the
owner as  beneficiary,  the  policyowner  will be considered to have made a gift
transfer to the  beneficiary of such proceeds.  Federal estate tax is integrated
with Federal gift tax under a unified rate  schedule.  In general,  estates less
than  $625,000  for  decedents  dying  during  1998  (scheduled  to  increase in
subsequent years to $1 million by the year 2005) will not incur a Federal estate
tax liability.  In addition, an unlimited marital deduction may be available for
Federal estate tax purposes.

The information  below generally  applies to policies issued after June 8, 1997.
However,  certain material changes to existing  policies could cause your policy
to be considered a new policy for purposes of this effective date.

TRADE OR BUSINESS  ENTITY OWNS OR IS DIRECTLY OR INDIRECTLY A BENEFICIARY OF THE
POLICY.  Where a policy is owned by other  than a natural  person,  the  owner's
ability to deduct interest on business borrowing  unrelated to the policy can be
impacted as a result of its ownership of cash value life insurance. No deduction
will be allowed  for a portion of a  taxpayer's  otherwise  deductible  interest
expense  unless the  policy  covers  only one  individual  (two,  in the case of
Survivorship 2000 policies),  and such individual(s) is (are), at the time first
covered by the policy,  a 20 percent owner of the trade or business  entity that
owns the policy, or an officer,  director, or employee of such trade or business
(or,  for  Survivorship  2000,  a 20 percent  owner of such  entity and  his/her
spouse).  Although this limitation  generally does not apply to policies held by
natural  persons,  if a trade or  business  (other than one carried on as a sole
proprietorship) is directly or indirectly the beneficiary under a policy, (e.g.,
pursuant to a  split-dollar  agreement)  the policy  shall be treated as held by
such  trade or  business.  The  effect  will be that a  portion  of the trade or
business entity's  deduction for its interest expenses will be disallowed unless
the above exception applies.

                                       4

<PAGE>

The portion of the entity's interest deduction that is disallowed will generally
be a pro rata amount which bears the same ratio to such interest  expense as the
taxpayer's  average  unborrowed  cash value  bears to the sum of the  taxpayer's
average  unborrowed  cash value and average  adjusted bases of all other assets.
These  rules  disallowing  interest  expenses  for  trade or  business  entities
generally  apply to contracts  issued after June 8, 1997 in taxable years ending
after such date. However,  for purposes of the preceding sentence,  any material
increase in the death benefit or other  material  change in a contract  shall be
treated as a new  contract.  Any  corporate  or business  use of life  insurance
should be carefully  reviewed by your tax adviser with  attention to these rules
as well as any other rules and  possible  tax law changes  that could occur with
respect to business-owned life insurance.

DISTRIBUTION.   Certain  of  the   information   presented   under  the  caption
"Distribution" in your prospectus is revised as follows:

EQ Financial Consultants, Inc. (EQF) is the principal underwriter of the HRT and
one of the principal  underwriters of the EQAT, and is also a distributor of our
variable  life  insurance  policies  and  variable  annuity  contracts.  EQF  is
registered with the SEC as an investment  adviser under the Investment  Advisers
Act of 1940  and also is the  Manager  of the  EQAT.  EQF's  principal  business
address is 1290 Avenue of the Americas,  New York,  NY 10104.  EQF is registered
with the SEC as a broker-dealer  under the Securities Exchange Act of 1934 (1934
Act) and is a member of the National Association of Securities Dealers,  Inc. In
1996 and 1997,  EQF was paid a fee of  $325,380  annually  for its  services  as
distributor of its policies.

YEAR 2000 PROGRESS

Equitable  relies upon  various  computer  systems in order to  administer  your
policy and operate the  investment  portfolios.  Some of these systems belong to
service providers who are not affiliated with Equitable.

In 1995, Equitable began addressing the question of whether its computer systems
would recognize the year 2000 before, on or after January 1, 2000, and Equitable
believes it has identified those of its systems critical to business  operations
that are not Year 2000 compliant.  By year end 1998,  Equitable expects that the
work of modifying  or replacing  non-compliant  systems  will  substantially  be
completed and expects a  comprehensive  test of its Year 2000 compliance will be
performed  in the first  half of 1999.  Equitable  is in the  process of seeking
assurances  from third party service  providers  that they are acting to address
the Year 2000 issue with the goal of avoiding  any  material  adverse  effect on
services  provided  to  policy  holders  and on  operations  of  the  investment
portfolios.  Any  significant  unresolved  difficulty  related  to the Year 2000
compliance  initiatives  could have a material  adverse effect on the ability to
administer  your policy and  operate the  investment  portfolios.  Assuming  the
timely completion of computer modifications by Equitable and third party service
providers,  there should be no material adverse effect on our ability to perform
these functions.

ILLUSTRATIONS OF POLICY BENEFITS.  Certain of the information under this caption
in your prospectus is revised as follows:  The new aggregate expense  assumption
for the portfolios is 0.63% per annum (0.59% per annum for investment management
fees and 0.04% per annum for other  expenses).  The  investment  management  fee
assumption  is the average of the  advisory  fees  payable for each HRT and EQAT
Portfolio based on average net assets for 1997. The other expense  assumption is
the weighted  average of the other  expenses  (including  any  applicable  12b-1
distribution  fees) of the HRT and EQAT  Portfolios  based on average net assets
for 1997.  The  tables  under  this  caption  in your  prospectus  have not been
restated to reflect this new portfolio  expense  assumption.  For a personalized
illustration  reflecting the fees and expenses  under your policy,  contact your
Equitable agent.

MANAGEMENT.  A list of our directors and, to the extent they are responsible for
variable life insurance operations, our principal officers and a brief statement
of their business  experience for the past five years is contained in Appendix A
to this supplement.

LONG-TERM  MARKET  TRENDS.  Appendix B to this  supplement  presents  historical
return  trends  for  various  types  of  securities  which  may  be  useful  for
understanding how different investment strategies may affect long-term results.

FINANCIAL  STATEMENTS.  The  financial  statements  of  Separate  Account FP and
Equitable included in this prospectus supplement have been audited for the years
ended  December  31,  1997,  1996  and  1995 by the  accounting  firm  of  Price
Waterhouse  LLP,  independent  accountants,  as  stated  in their  reports.  The
financial  statements  of Separate  Account FP and Equitable for the years ended
December 31, 1997,  1996 and 1995 included in this  prospectus  supplement  have
been so included in reliance on the reports of Price  Waterhouse  LLP,  given on
the authority of such firm as experts in accounting and auditing.

The financial  statements of Equitable  contained in this prospectus  supplement
should be  considered  only as bearing upon the ability of Equitable to meet its
obligations  under the  policies.  They should not be considered as bearing upon
the investment  experience of the funds in the Separate  Account.  The financial
statements  of  Separate  Account FP include  periods  prior to the merger  when
Separate  Account  FP was part of  Equitable  Variable  Life  Insurance  Company
("Equitable  Variable").  As mentioned in a previously  distributed  supplement,
Equitable Variable was merged with and into Equitable on January 1, 1997.
    
                                       5


<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+


INDEX TO FINANCIAL STATEMENTS

Report of Independent Accountants...................................      FSA-2
Financial Statements:
      Statements of Assets and Liabilities, December 31, 1997.......      FSA-3
      Statements of Operations for the Years Ended 
        December 31, 1997, 1996 and 1995............................      FSA-5
      Statements of Changes in Net Assets for the Years Ended 
        December 31, 1997, 1996 and 1995............................     FSA-11
      Notes to Financial Statements.................................     FSA-17


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>

<S>                                                                                                                        <C>
Report of Independent Accountants..................................................................................        F-1
Consolidated Financial Statements:
      Consolidated Balance Sheets, December 31, 1997 and 1996.........................................................     F-2
      Consolidated Statements of Earnings, Years Ended December 31, 1997, 1996 and 1995...............................     F-3
      Consolidated Statements of Shareholder's Equity, Years Ended December 31, 1997,
        1996 and 1995.................................................................................................     F-4
      Consolidated Statements of Cash Flows, Years Ended December 31, 1997, 1996 and 1995.............................     F-5
      Notes to Consolidated Financial Statements......................................................................     F-6
</TABLE>




+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-1
<PAGE>

                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors of
The Equitable Life Assurance Society of the United States
and Policyowners of Separate Account FP
of The Equitable Life Assurance Society of the United States

In our opinion, the accompanying statements of assets and liabilities and the
related statements of operations and of changes in net assets present fairly, in
all material respects, the financial position of the Alliance Money Market Fund,
Alliance Intermediate Government Securities Fund, Alliance Quality Bond Fund,
Alliance High Yield Fund, T. Rowe Price Equity Income Fund, EQ/Putnam Growth and
Income Value Fund, Alliance Growth & Income Fund, Alliance Equity Index Fund,
Merrill Lynch Basic Value Equity Fund, Alliance Common Stock Fund, MFS Research
Fund, Alliance Global Fund, Alliance International Fund, T. Rowe Price
International Stock Fund, Morgan Stanley Emerging Markets Equity Fund, Alliance
Aggressive Stock Fund, Warburg Pincus (SM)all Company Value Fund, Alliance Small
Cap Growth Fund, MFS Emerging Growth Companies Fund, Alliance Conservative
Investors Fund, EQ/Putnam Balanced Fund, Alliance Growth Investors Fund,
Alliance Balanced Fund, and Merrill Lynch World Strategy Fund, separate
investment funds of The Equitable Life Assurance Society of the United States
("Equitable Life") Separate Account FP (formerly Equitable Variable Life
Insurance Company Separate Account FP) at December 31, 1997 and the results of
each of their operations and changes in each of their net assets for the periods
indicated, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of Equitable Life's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of shares owned in The
Hudson River Trust and in The EQ Advisors Trust at December 31, 1997 with the
transfer agent, provide a reasonable basis for the opinion expressed above. The
rates of return information presented in Note 6 for the year ended December 31,
1992, and for each of the periods indicated prior thereto, were audited by other
independent accountants whose report dated February 16, 1993 expressed an
unqualified opinion on the financial statements containing such information.





/s/ Price Waterhouse LLP
- ----------------------------
    Price Waterhouse  LLP
    New York, New York
    February 10, 1998

                                     FSA-2

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1997

<TABLE>
<CAPTION>
                                                       FIXED INCOME SERIES:                                EQUITY SERIES
                              -----------------------------------------------------------------   ------------------------------

                                                   ALLIANCE                                          T. ROWE
                                  ALLIANCE       INTERMEDIATE      ALLIANCE         ALLIANCE          Price         EQ/Putnam
                                    MONEY         GOVERNMENT        QUALITY           HIGH            Equity         Growth &
                                   MARKET         SECURITIES         BOND             YIELD           Income         Income
                                    FUND             FUND            FUND             FUND             Fund         Value Fund
                              ---------------  -------------  ----------------  ---------------   --------------  --------------
<S>                              <C>             <C>             <C>             <C>                 <C>             <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $  184,556,028.......  $185,360,377
              58,134,976.......                  $59,003,029
             153,361,136.......                                  $155,756,854
             154,768,802.......                                                  $163,391,638
              17,983,654.......                                                                      $19,057,202
               6,789,522.......                                                                                      $7,059,083
              75,515,846.......
             177,456,804.......
               6,893,358.......
           1,636,078,781.......
               9,515,046.......
             385,210,185.......
Receivable for Trust shares
   sold........................            --             --               --               --                --             --
Receivable for policy-
   related transactions........     5,055,238             --            8,175          434,562            75,365         21,535

Total Assets...................   190,415,615     59,003,029      155,765,029      163,826,200        19,132,567      7,080,618

LIABILITIES
Payable for Trust shares
   purchased...................     4,662,684         42,271            2,592          485,203            75,639         21,550
Payable for policy-
   related transactions........            --        252,530               --               --                --             --
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................       673,129        590,435          621,951          962,628         1,593,864      1,394,706

Total Liabilities..............     5,335,813        885,236          624,543        1,447,831         1,669,503      1,416,256

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............  $185,079,802    $58,117,793     $155,140,486     $162,378,369       $17,463,064     $5,664,362
                                 ============    ===========     ============     ============       ===========     ==========


                                                          EQUITY SERIES (CONTINUED):
                              ----------------------------------------------------------------------------------------------

                                                                  MERRILL
                                ALLIANCE        ALLIANCE       LYNCH BASIC      ALLIANCE
                                GROWTH &         EQUITY           VALUE          COMMON            MFS           ALLIANCE
                                INCOME            INDEX           EQUITY         STOCK          RESEARCH         GLOBAL
                                  FUND            FUND             FUND           FUND            FUND            FUND
                              -------------  ---------------  -------------- --------------   -------------  ---------------
<S>                              <C>            <C>              <C>             <C>               <C>            <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $  184,556,028.......
              58,134,976.......
             153,361,136.......
             154,768,802.......
              17,983,654.......
               6,789,522.......
              75,515,846.......   $88,537,449
             177,456,804.......                  $240,512,230
               6,893,358.......                                   $7,028,361
           1,636,078,781.......                                                   $2,203,309,790
               9,515,046.......                                                                     $9,764,428
             385,210,185.......                                                                                    $431,323,374
Receivable for Trust shares
   sold........................           --               --             --                 --             --               --
Receivable for policy-
   related transactions........      298,194          507,189          6,797         13,645,121          5,623          317,454

Total Assets...................   88,835,643      241,019,419      7,035,158      2,216,954,911      9,770,051      431,640,828

LIABILITIES
Payable for Trust shares
   purchased...................      302,975          559,374          6,704         14,239,272         17,192           39,330
Payable for policy-
   related transactions........           --               --             --                 --             --               --
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................      685,873          527,959      1,407,017          1,870,999      2,324,830          851,192

Total Liabilities..............      988,848        1,087,333      1,413,721         16,110,271      2,342,022          890,522

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............  $87,846,795     $239,932,086     $5,621,437     $2,200,844,640     $7,428,029     $430,750,306
                                 ===========     ============     ==========     ==============     ==========     ============
</TABLE>


See Notes to Financial Statements...
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
 FP.

                                     FSA-3
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF ASSETS AND LIABILITIES (CONCLUDED)
DECEMBER 31, 1997
<TABLE>
<CAPTION>
                                                                            EQUITY SERIES (CONTINUED):
                                 -------------------------------------------------------------------------------------------------

                                                                     MORGAN
                                                                    STANLEY                           WARBURG
                                                     T. ROWE        EMERGING        ALLIANCE          PINCUS          ALLIANCE
                                    ALLIANCE          PRICE         MARKETS        AGGRESSIVE          SMALL          SMALL CAP
                                 INTERNATIONAL    INTERNATIONAL      EQUITY          STOCK            COMPANY          GROWTH
                                      FUND         STOCK FUND         FUND            FUND           VALUE FUND         FUND
                                 ---------------  --------------  -------------  ----------------  --------------  ---------------
<S>                                   <C>             <C>             <C>             <C>              <C>              <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $   48,890,465............  $46,096,631
              18,857,986............                  $18,037,268
               6,828,909............                                 $5,749,521
             925,922,491............                                                  $958,618,111
              25,268,810............                                                                   $25,040,101
              23,177,804............                                                                                    $23,949,616
              12,690,330............
             166,060,131............
               3,688,652............
             708,290,860............
             371,159,172............
               3,717,560............
Receivable for Trust shares
   sold.............................           --         178,837          5,207        10,800,745              --        4,071,394
Receivable for policy-
   related transactions.............       50,805              --             --                --         119,558               --

Total Assets........................   46,147,436      18,216,105      5,754,728       969,418,856      25,159,659       28,021,010

LIABILITIES
Payable for Trust shares
   purchased........................       15,821              --             --                --         133,511               --
Payable for policy-
   related transactions.............           --         177,631         33,971        11,111,927              --        4,123,081
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4)......................      281,133       3,946,795      3,193,381         1,266,499         725,974        1,532,066

Total Liabilities...................      296,954       4,124,426      3,227,352        12,378,426         859,485        5,655,147

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS..................  $45,850,482     $14,091,679     $2,527,376      $957,040,430     $24,300,174      $22,365,863
                                      ===========     ===========     ==========      ============     ===========      ===========

<CAPTION>
                                    EQUITY
                                    SERIES
                                  (CONTINUED):                              ASSET ALLOCATION SERIES:
                                 --------------   ----------------------------------------------------------------------------------


                                                                                                                         MERRILL
                                  MFS EMERGING       ALLIANCE           EQ/           ALLIANCE                            LYNCH
                                    GROWTH         CONSERVATIVE        PUTNAM          GROWTH           ALLIANCE          WORLD
                                   COMPANIES         INVESTORS        BALANCED        INVESTORS         BALANCED        STRATEGY
                                     FUND              FUND             FUND            FUND              FUND             FUND
                                 --------------   ----------------  -------------  ----------------  ---------------  --------------
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
<S>                                <C>               <C>              <C>              <C>             <C>               <C>
   Cost:  $   48,890,465.......
              18,857,986.......
               6,828,909.......
             925,922,491.......
              25,268,810.......
              23,177,804.......
              12,690,330.......    $12,861,650
             166,060,131.......                      $182,288,276
               3,688,652.......                                       $3,958,884
             708,290,860.......                                                       $823,347,501
             371,159,172.......                                                                        $432,037,458
               3,717,560.......                                                                                          $3,679,634
Receivable for Trust shares
   sold........................             --                 --             --                --               --          55,547
Receivable for policy-
   related transactions........         27,498             73,209         11,388           110,150               --              --

Total Assets...................     12,889,148        182,361,485      3,970,272       823,457,651      432,037,458       3,735,181

LIABILITIES
Payable for Trust shares
   purchased...................         59,447             17,478         11,906           157,733           23,444              --
Payable for policy-
   related transactions........             --                 --             --                --          112,068          55,536
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................      2,454,147            684,710      2,290,579           636,188          742,210       2,094,918

Total Liabilities..............      2,513,594            702,188      2,302,485           793,921          877,722       2,150,454

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............    $10,375,554       $181,659,297     $1,667,787      $822,663,730     $431,159,736      $1,584,727
                                   ===========       ============     ==========      ============     ============      ==========
</TABLE>

See Notes to Financial Statements...
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-4


<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS
FOR  THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                                         FIXED INCOME SERIES:
                                                         ---------------------------------------------------------------------------
                                                                    ALLIANCE MONEY                  ALLIANCE INTERMEDIATE GOVERNMENT
                                                                      MARKET FUND                          SECURITIES FUND
                                                         ------------------------------------   ------------------------------------

                                                           1997          1996         1995         1997         1996         1995
                                                         ----------   ----------   ----------   ----------   ----------   ----------

INCOME AND EXPENSES:
<S>                                                     <C>          <C>          <C>          <C>          <C>          <C>
 Investment Income (Note 2):
  Dividends from the Trusts...........................  $9,754,675   $9,126,793   $9,225,401   $2,914,613   $2,367,498   $2,010,283

  Expenses (Note 3):
  Mortality and expense risk charges..................   1,101,168    1,025,149      954,556      282,422      245,038      197,721
                                                        ----------   ----------   ----------   ----------   ----------   ----------

NET INVESTMENT INCOME.................................   8,653,507    8,101,644    8,270,845    2,632,191    2,122,460    1,812,562
                                                        ----------   ----------   ----------   ----------   ----------   ----------

REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS (Note 2):
  Realized gain (loss) on investments.................    (513,800)   (110,954)     (432,347)     (95,509)    (490,315)    (810,768)
  Realized gain distribution from
    the Trusts........................................      13,435           --           --           --           --           --
                                                        ----------   ----------   ----------   ----------   ----------   ----------

NET REALIZED GAIN (LOSS)..............................    (500,365)    (110,954)    (432,347)     (95,509)    (490,315)    (810,768)

 Unrealized appreciation /(depreciation) on investments:
  Beginning of period.................................      24,023       89,976       32,760     (141,479)     145,522   (2,736,863)
  End of period.......................................     804,349       24,023       89,976      868,053     (141,479)     145,522
                                                        ----------   ----------   ----------   ----------   ----------   ----------

 Change in unrealized appreciation / (depreciation)
  during the period...................................     780,326      (65,953)      57,216    1,009,532     (287,001)   2,882,385
                                                        ----------   ----------   ----------   ----------   ----------   ----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS.......................................
                                                           279,961     (176,907)    (375,131)     914,023     (777,316)   2,071,617
                                                        ==========   ==========   ==========   ==========   ==========   ==========
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS....................................  $8,933,468   $7,924,737   $7,895,714   $3,546,214   $1,345,144   $3,884,179
                                                        ==========   ==========   ==========   ==========   ==========   ==========

<CAPTION>

                                                               FIXED INCOME SERIES (CONTINUED):
                                                           ---------------------------------------
                                                                     ALLIANCE QUALITY
                                                                         BOND FUND
                                                           -------------------------------------

                                                               1997         1996          1995
                                                           ----------   ----------   -----------

INCOME AND EXPENSES:
<S>                                                        <C>           <C>          <C>
 Investment Income (Note 2):
   Dividends from the Trusts.............................  $ 8,869,740   $8,972,983   $ 7,958,285

   Expenses (Note 3):
   Mortality and expense risk charges....................      845,069      869,312       767,627
                                                           -----------   ----------   -----------

NET INVESTMENT INCOME....................................    8,024,671    8,103,671     7,190,658
                                                           -----------   ----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS (Note 2):
  Realized gain (loss) on investments....................    (504,580)   (1,130,915)     (632,666)
  Realized gain distribution from
    the Trusts...........................................          --            --            --
                                                          -----------    ----------   -----------

NET REALIZED GAIN (LOSS).................................    (504,580)   (1,130,915)     (632,666)

 Unrealized appreciation / (depreciation) on investments:
  Beginning of period....................................  (1,961,822)   (2,105,676)  (15,521,200)
  End of period..........................................   2,395,718    (1,961,822)   (2,105,676)
                                                          -----------    ----------   -----------

 Change in unrealized appreciation / (depreciation)
  during the period......................................   4,357,540       143,854    13,415,524
                                                          -----------    ----------   -----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS..........................................   3,852,960      (987,061)   12,782,858
                                                          ===========    ==========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS......................................  $11,877,631    $7,116,610   $19,973,516
                                                          ===========    ==========   ===========
</TABLE>

See Notes to Financial Statements.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.
                                     FSA-5

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                      FIXED INCOME SERIES (CONTINUED):
                                                                   -------------------------------------

                                                                                 ALLIANCE
                                                                                HIGH YIELD
                                                                                  FUND
                                                                  --------------------------------------
                                                                      1997         1996         1995
                                                                  -----------  -----------   -----------

INCOME AND EXPENSES:
<S>                                                               <C>          <C>           <C>
   Investment Income (Note 2):
      Dividends from the Trusts.................................  $12,918,934  $ 8,696,039   $ 6,518,568

   Expenses (Note 3):
      Mortality and expense risk charges........................      789,982      518,429       371,369
                                                                  -----------  -----------   -----------

NET INVESTMENT INCOME...........................................   12,128,952    8,177,610     6,147,199
                                                                  -----------  -----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments.......................      936,554      939,559      (179,454)
      Realized gain distribution from
         the Trusts.............................................    6,365,633    6,119,053            --
                                                                  -----------  -----------   -----------

NET REALIZED GAIN (LOSS)........................................    7,302,187    7,058,612      (179,454)

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period.......................................    5,664,824    3,823,981      (873,103)
      End of period.............................................    8,622,836    5,664,824     3,823,981
                                                                  -----------  -----------   -----------

   Change in unrealized appreciation / (depreciation)
      during the period.........................................    2,958,012    1,840,843     4,697,084
                                                                  -----------  -----------   -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS...............................................   10,260,199    8,899,455     4,517,630
                                                                  ===========  ===========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS..............................................  $22,389,151  $17,077,065   $10,664,829
                                                                  ===========  ===========   ===========


<CAPTION>

                                                                                      EQUITY SERIES:
                                                               ----------------------------------------------------------------
                                                                  T. ROWE     EQ/PUTNAM
                                                               PRICE EQUITY    GROWTH &                 ALLIANCE
                                                                  INCOME     INCOME VALUE           GROWTH & INCOME
                                                                   FUND         FUND                     FUND
                                                               -----------   ----------  --------------------------------------
                                                                  1997*        1997*        1997         1996          1995
                                                                ---------    --------    -----------  -----------  -----------

INCOME AND EXPENSES:
<S>                                                            <C>           <C>         <C>           <C>         <C>
   Investment Income (Note 2):
      Dividends from the Trusts............................    $  145,613    $ 33,273    $   636,335   $  525,200  $  380,677

   Expenses (Note 3):
      Mortality and expense risk charges...................        29,706       9,655        358,997      155,175      69,716
                                                               ----------    --------    -----------   ----------  ----------

NET INVESTMENT INCOME......................................       115,907      23,618        277,338      370,025     310,961
                                                               ----------    --------    -----------   ----------  ----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..................        56,634       1,078        530,421        5,198       2,791
      Realized gain distribution from
         the Trusts........................................        53,840      27,226      5,006,247    1,943,415          --
                                                               ----------    --------    -----------   ----------  ----------

NET REALIZED GAIN (LOSS)...................................       110,474      28,304      5,536,668    1,948,613       2,791

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..................................            --          --      5,074,338    2,123,346    (141,585)
      End of period........................................     1,073,548     269,561     13,021,603    5,074,338   2,123,346
                                                               ----------    --------    -----------   ----------  ----------

   Change in unrealized appreciation / (depreciation)
      during the period....................................     1,073,548     269,561      7,947,265    2,950,992   2,264,931
                                                               ----------    --------    -----------   ----------  ----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..........................................     1,184,022     297,865     13,483,933    4,899,605   2,267,722
                                                               ==========    ========    ===========   ==========  ==========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.........................................    $1,299,929    $321,483    $13,761,271   $5,269,630  $2,578,683
                                                               ==========    ========    ===========   ==========  ==========
</TABLE>


See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                    FSA-6
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                            EQUITY SERIES (CONTINUED):
                                                                          ----------------------------------------------------

                                                                                        ALLIANCE                 MERRILL LYNCH
                                                                                      EQUITY INDEX                BASIC VALUE
                                                                                         FUND                     EQUITY FUND
                                                                          -------------------------------------- ------------
                                                                              1997        1996         1995          1997*
                                                                          ----------- ------------  -----------    --------
INCOME AND EXPENSES:
<S>                                                                       <C>          <C>          <C>            <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................       $ 2,610,223  $ 1,751,848  $   964,775    $ 35,810

   Expenses (Note 3):
      Mortality and expense risk charges...........................           977,620      605,961      289,199       9,349
                                                                          -----------  -----------  -----------    --------

NET INVESTMENT INCOME (LOSS).......................................         1,632,603    1,145,887      675,576      26,461
                                                                          -----------  -----------  -----------    --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................          (414,497)   8,013,073        3,060       6,656
      Realized gain distribution from
         the Trusts................................................           850,437    3,889,944      536,890      33,738
                                                                          -----------  -----------  -----------    --------

NET REALIZED GAIN (LOSS)...........................................           435,940   11,903,017      539,950      40,394

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................        21,448,224   12,451,765     (399,286)         --
      End of period................................................        63,055,426   21,448,224   12,451,765     135,003
                                                                          -----------  -----------  -----------    --------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        41,607,202    8,996,459   12,851,051     135,003
                                                                          -----------  -----------  -----------    --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................        42,043,142   20,899,476   13,391,001     175,397
                                                                          ===========  ===========  ===========    ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................       $43,675,745  $22,045,363  $14,066,577    $201,858
                                                                          ===========  ===========  ===========    ========


<CAPTION>
                                                                                            EQUITY SERIES (CONTINUED):
                                                                          ----------------------------------------------------

                                                                                           ALLIANCE                      MFS
                                                                                         COMMON STOCK                 RESEARCH
                                                                                            FUND                        FUND
                                                                          ----------------------------------------    --------
                                                                              1997          1996          1995          1997*
                                                                          ------------  ------------  ------------    --------
INCOME AND EXPENSES:
<S>                                                                       <C>           <C>           <C>             <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................       $ 10,668,337  $ 11,773,551  $ 14,259,262    $ 20,442

   Expenses (Note 3):
      Mortality and expense risk charges...........................         11,435,936     8,267,795     6,050,368      13,127
                                                                          ------------  ------------  ------------    --------

NET INVESTMENT INCOME (LOSS).......................................           (767,599)    3,505,756     8,208,894       7,315
                                                                          ------------  ------------  ------------    --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................         53,841,049    30,128,838    16,793,683       6,989
      Realized gain distribution from
         the Trusts................................................        164,814,473   157,423,606    63,838,178      81,156
                                                                          ------------  ------------  ------------    --------

NET REALIZED GAIN (LOSS)...........................................        218,655,522   187,552,444    80,631,861      88,145

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................        294,432,897   181,824,279    (2,048,649          --
      End of period................................................        567,231,009   294,432,897   181,824,279     249,382
                                                                          ------------  ------------  ------------    --------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        272,798,112   112,608,618   183,872,928     249,382
                                                                          ------------  ------------  ------------    --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................        491,453,634   300,161,062   264,504,789     337,527
                                                                          ============  ============  ============    ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................       $490,686,035  $303,666,818  $272,713,683    $344,842
                                                                          ============  ============  ============    ========
</TABLE>



See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-7

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                  EQUITY SERIES (CONTINUED):
                                                                           ----------------------------------------

                                                                                           ALLIANCE
                                                                                            GLOBAL
                                                                                             FUND
                                                                           ---------------------------------------
                                                                               1997          1996          1995
                                                                           -----------   -----------   -----------

INCOME AND EXPENSES:
<S>                                                                        <C>           <C>           <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................        $ 8,803,070   $ 7,019,392   $ 5,152,442

   Expenses (Note 3):
      Mortality and expense risk charges...........................          2,805,310     2,314,066     1,743,898
                                                                           -----------   -----------   -----------

NET INVESTMENT INCOME (LOSS).......................................          5,997,760     4,705,326     3,408,544
                                                                           -----------   -----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................         30,411,238     4,971,547     3,049,444
      Realized gain distribution from
         the Trusts................................................         26,426,403    18,802,992     9,214,950
                                                                           -----------   -----------   -----------

NET REALIZED GAIN (LOSS)...........................................         56,837,641    23,774,539    12,264,394

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................         58,618,054    36,525,596     3,130,280
      End of period................................................         46,113,189    58,618,054    36,525,596
                                                                           -----------   -----------   -----------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        (12,504,865)   22,092,458    33,395,316
                                                                           -----------   -----------   -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................         44,332,776    45,866,997    45,659,710
                                                                           ===========   ===========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................        $50,330,536   $50,572,323   $49,068,254
                                                                           ===========   ===========   ===========




<CAPTION>
                                                                                    EQUITY SERIES (CONTINUED):
                                                                  -----------------------------------------------------------------
                                                                                ALLIANCE              T. ROWE PRICE    EMERGING
                                                                              INTERNATIONAL           INTERNATIONAL     MARKETS
                                                                                  FUND                 STOCK FUND     EQUITY FUND
                                                                  -----------------------------------   -----------  --------------
                                                                      1997        1996       1995**        1997*         1997***
                                                                  -----------   ---------   ---------   -----------  --------------

INCOME AND EXPENSES:
<S>                                                               <C>           <C>          <C>         <C>          <C>
   Investment Income (Note 2):
      Dividends from the Trusts................................   $ 1,386,732   $  575,524   $195,500    $   2,393    $    16,623

   Expenses (Note 3):
      Mortality and expense risk charges.......................       297,278      164,149     36,471       26,332          2,862
                                                                  -----------   ----------   --------    ---------    -----------

NET INVESTMENT INCOME (LOSS)...................................     1,089,454      411,375    159,029      (23,939)        13,761
                                                                  -----------   ----------   --------    ---------    -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments......................       (57,635)     (28,490)      (790)     (50,331)       (14,566)
      Realized gain distribution from
         the Trusts............................................     2,325,403      737,771     51,741           --            --
                                                                  -----------    ---------   --------   ----------     ----------

NET REALIZED GAIN (LOSS).......................................     2,267,768      709,281     50,951      (50,331)       (14,566)

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period......................................     1,857,793      667,906         --           --             --
      End of period............................................    (2,793,834)   1,857,793    667,906     (820,718)    (1,079,388)
                                                                  -----------   ----------   --------    ---------    -----------

   Change in unrealized appreciation / (depreciation)
      during the period........................................    (4,651,627)   1,189,887    667,906     (820,718)    (1,079,388)
                                                                  -----------   ----------   --------    ---------    -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..............................................    (2,383,859)   1,899,168    718,857     (871,049)    (1,093,954)
                                                                  ===========   ==========   ========    =========    ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.............................................   $(1,294,405)  $2,310,543   $877,886    $(894,988)   $(1,080,193)
                                                                  ===========   ==========   ========    =========    ===========
</TABLE>

See Notes to Financial Statements.

  *  Commencement of Operations on May 1, 1997.
 **  Commencement of Operations on April 3, 1995.
***  Commencement of Operations on August 20, 1997.
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.

                                     FSA-8
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR  THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                        EQUITY SERIES (CONTINUED):
                                                                        -------------------------------------------------------
                                                                                                                      WARBURG
                                                                                                                       PINCUS
                                                                                         ALLIANCE                      SMALL
                                                                                     AGGRESSIVE STOCK                 COMPANY
                                                                                           FUND                     VALUE FUND
                                                                        ----------------------------------------   ------------
                                                                            1997          1996          1995           1997*
                                                                        -----------   ------------  ------------   ------------

INCOME AND EXPENSES:
<S>                                                                    <C>            <C>           <C>            <C>
   Investment Income (Note 2):

      Dividends from the Trusts......................................  $  1,311,613   $  1,661,263  $  1,268,689   $  21,651

   Expenses (Note 3):
      Mortality and expense risk charges.............................     5,299,127      4,086,388     2,702,978      44,889
                                                                       ------------   ------------  ------------   ---------

NET INVESTMENT INCOME (LOSS).........................................    (3,987,514)    (2,425,125)   (1,434,289)    (23,238)
                                                                       ------------   ------------  ------------   ---------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments............................    28,217,939     30,549,608    11,560,966      29,803
      Realized gain distribution from
         the Trusts..................................................    79,729,154    133,080,595    61,903,470     110,391
                                                                       ------------   ------------  ------------   ---------

NET REALIZED GAIN (LOSS).............................................   107,947,093    163,630,203    73,464,436     140,194

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period............................................    46,617,235     80,271,118    30,761,318          --
      End of period..................................................    32,695,620     46,617,235    80,271,118    (228,709)
                                                                       ------------   ------------  ------------   ---------

   Change in unrealized appreciation / (depreciation)
      during the period..............................................   (13,921,615)   (33,653,883)   49,509,800    (228,709)
                                                                       ------------   ------------  ------------   ---------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS....................................................    94,025,478    129,976,320   122,974,236     (88,515)
                                                                       ============   ============  ============   =========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...................................................  $ 90,037,964   $127,551,195  $121,539,947   $(111,753)
                                                                       ============   ============  ============   =========

<CAPTION>
                                                                  EQUITY SERIES (CONTINUED):           ASSET ALLOCATION SERIES:
                                                                  -------------------------   -------------------------------------
                                                                    ALLIANCE   MFS
                                                                     SMALL   EMERGING
                                                                      CAP     GROWTH                    ALLIANCE
                                                                    GROWTH   COMPANIES          CONSERVATIVE INVESTORS
                                                                     FUND      FUND                      FUND
                                                                   --------  --------         -------------------------------------
                                                                    1997*      1997*             1997          1996         1995
                                                                  --------   --------         -----------  -----------  -----------
INCOME AND EXPENSES:
<S>                                                               <C>        <C>              <C>          <C>          <C>
   Investment Income (Note 2):

      Dividends from the Trusts.................................  $  4,189   $ 24,358         $ 7,217,860  $ 7,737,745  $ 8,169,109

   Expenses (Note 3):
      Mortality and expense risk charges........................    41,540     18,835           1,066,078    1,046,858      921,294
                                                                  --------   --------         -----------  -----------  -----------

NET INVESTMENT INCOME (LOSS)....................................   (37,351)     5,523           6,151,782    6,690,887    7,247,815
                                                                  --------   --------         -----------  -----------  -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments.......................  (609,208)   161,034             818,458     (752,434)    (378,551)
      Realized gain distribution from
         the Trusts.............................................   545,833    296,998           5,486,742    4,429,977    1,068,272
                                                                  --------   --------         -----------  -----------  -----------

NET REALIZED GAIN (LOSS)........................................   (63,375)   458,032           6,305,200    3,677,543      689,721

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period.......................................        --         --           7,700,135   10,362,120   (8,767,697)
      End of period.............................................   771,812    171,320          16,228,145    7,700,135   10,362,120
                                                                  --------   --------         -----------  -----------  -----------

   Change in unrealized appreciation / (depreciation)
      during the period.........................................   771,812    171,320           8,528,010   (2,661,985)  19,129,817
                                                                  --------   --------         -----------  -----------  -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS...............................................   708,437    629,352          14,833,210    1,015,558   19,819,538
                                                                  ========   ========         ===========  ===========  ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS..............................................  $671,086   $634,875         $20,984,992  $ 7,706,445  $27,067,353
                                                                  ========   ========         ===========  ===========  ===========

</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.
                                     FSA-9
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           ASSET ALLOCATION SERIES (CONTINUED):
                                                                ------------------------------------------------------
                                                                   EQ/
                                                                  PUTNAM                     ALLIANCE
                                                                 BALANCED                GROWTH INVESTORS
                                                                   FUND                        FUND
                                                                ---------   ------------------------------------------
                                                                   1997*        1997           1996           1995
                                                                ---------   ------------   ------------   ------------
INCOME AND EXPENSES:
<S>                                                             <C>         <C>            <C>            <C>
   Investment Income (Note 2):
      Dividends from the Trusts..............................   $ 46,468    $ 19,280,574   $ 15,504,412   $ 15,855,901

   Expenses (Note 3):
      Mortality and expense risk charges.....................      2,741       4,570,289      3,746,683      2,796,354
                                                                --------    ------------   ------------   ------------

NET INVESTMENT INCOME........................................     43,727      14,710,285     11,757,729     13,059,547
                                                                --------    ------------   ------------   ------------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments....................        561      10,531,767      1,799,247      1,752,185
      Realized gain distribution from
         the Trusts..........................................     31,119      42,780,443     73,474,967      7,421,853
                                                                --------    ------------   ------------   ------------

NET REALIZED GAIN (LOSS).....................................     31,680      53,312,210     75,274,214      9,174,038

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period....................................         --      67,150,693     81,785,873       (770,693)
      End of period..........................................    270,232     115,056,641     67,150,693     81,785,873
                                                                --------    ------------   ------------   ------------

   Change in unrealized appreciation / (depreciation)
      during the period......................................    270,232      47,905,948    (14,635,180)    82,556,566
                                                                --------    ------------   ------------   ------------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS............................................    301,912     101,218,158     60,639,034     91,730,604
                                                                ========    ============   ============   ============

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...........................................   $345,639    $115,928,443   $ 72,396,763   $104,790,151
                                                                ========    ============   ============   ============
</TABLE>

<TABLE>
<CAPTION>
                                                                                     ASSET ALLOCATION SERIES (CONTINUED):
                                                                           -----------------------------------------------------
                                                                                                                       MERRILL
                                                                                                                        LYNCH
                                                                                           ALLIANCE                     WORLD
                                                                                           BALANCED                    STRATEGY
                                                                                             FUND                        FUND
                                                                           ---------------------------------------     --------
                                                                               1997          1996         1995           1997*
                                                                           -----------   -----------   -----------     --------
INCOME AND EXPENSES:
<S>                                                                        <C>           <C>           <C>             <C>
   Investment Income (Note 2):
      Dividends from the Trusts......................................      $13,756,520   $13,094,730   $12,276,328     $ 17,124

   Expenses (Note 3):
      Mortality and expense risk charges.............................        2,544,300     2,490,188     2,237,982        2,678
                                                                           -----------   -----------   -----------     --------

NET INVESTMENT INCOME................................................       11,212,220    10,604,542    10,038,346       14,446
                                                                           -----------   -----------   -----------     --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments............................        5,910,524      (873,535)   (2,466,524)      (3,626)
      Realized gain distribution from
         the Trusts..................................................       21,117,088    34,113,772    10,894,130       38,995
                                                                           -----------   -----------   -----------     --------

NET REALIZED GAIN (LOSS).............................................       27,027,612    33,240,237     8,427,606       35,369

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period............................................       42,382,824    43,097,187    (2,878,875)          --
      End of period..................................................       60,878,286    42,382,824    43,097,187      (37,926)
                                                                           -----------   -----------   -----------     --------

   Change in unrealized appreciation / (depreciation)
      during the period..............................................       18,495,462      (714,36)    45,976,062      (37,926)
                                                                           -----------   -----------   -----------     --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS....................................................       45,523,074    32,525,874    54,403,668       (2,557)
                                                                           ===========   ===========   ===========     ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...................................................      $56,735,294   $43,130,416   $64,442,014     $ 11,889
                                                                           ===========   ===========   ===========     ========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-10
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                              FIXED INCOME SERIES:
                                                ------------------------------------------------------------------------------------

                                                             ALLIANCE MONEY                    ALLIANCE INTERMEDIATE GOVERNMENT
                                                              MARKET FUND                               SECURITIES FUND
                                                -----------------------------------------   -------------------------------------

                                                    1997           1996          1995          1997          1996        1995
                                                ------------   ------------  ------------   -----------  -----------  -----------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                             <C>            <C>           <C>            <C>          <C>          <C>
   Net investment income.....................   $  8,653,507   $  8,101,644  $  8,270,845   $ 2,632,191  $ 2,122,460  $ 1,812,562
   Net realized gain (loss)..................       (500,365)      (110,954)     (432,347)      (95,509)    (490,315)    (810,768)
   Change in unrealized appreciation /
      (depreciation) on investments..........        780,326        (65,953)       57,216     1,009,532     (287,001)   2,882,385
                                                ------------   ------------  ------------  ------------  -----------  -----------

   Net increase (decrease) in net assets
      from operations........................      8,933,468      7,924,737     7,895,714     3,546,214    1,345,144    3,884,179
                                                ------------   ------------  ------------   -----------  -----------  -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).....................    234,059,930    101,890,108    96,773,056     8,749,531   10,397,104   11,016,347
   Benefits and other policy-related
      transactions (Note 3)..................    (40,687,124)   (38,404,209)  (39,770,849)   (5,971,751)  (7,387,385)  (6,286,070)
   Net transfers among funds.................   (259,049,840)   (36,607,946)    4,776,165     7,704,724    2,645,675      953,149
                                                ------------   ------------  ------------   -----------  -----------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions.......    (65,677,034)    26,877,953    61,778,372    10,482,504    5,655,394    5,683,426
                                                ------------   ------------  ------------   -----------  -----------  -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)..............        (49,726)       (63,127)      (36,640)      (38,337)     (22,170)     (72,636)
                                                ------------   ------------  ------------   -----------  -----------  -----------

INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABL
   TO POLICYOWNERS...........................    (56,793,292)    34,739,563    69,637,446    13,990,381    6,978,368    9,494,969
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,
   BEGINNING OF PERIOD.......................    241,873,094    207,133,531   137,496,085    44,127,412   37,149,044   27,654,075
                                                ============   ============  ============   ===========  ===========  ===========

NET ASSETS ATTRIBUTABLE TO POLICYOWNERS, END
   OF PERIOD.................................   $185,079,802   $241,873,094  $207,133,531   $58,117,793  $44,127,412  $37,149,044
                                                ============   ============  ============   ===========  ===========  ===========
</TABLE>


<TABLE>
<CAPTION>
                                                      FIXED INCOME SERIES (CONTINUED):
                                                ------------------------------------------
                                                              ALLIANCE QUALITY
                                                                  BOND FUND
                                                ------------------------------------------
                                                    1997           1996           1995
                                                ------------   ------------   ------------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                             <C>            <C>            <C>
   Net investment income.....................   $  8,024,671   $  8,103,671   $  7,190,658
   Net realized gain (loss)..................       (504,580)    (1,130,915)      (632,666)
   Change in unrealized appreciation /
      (depreciation) on investments..........      4,357,540        143,854     13,415,524
                                                ------------   ------------   ------------

   Net increase (decrease) in net assets
      from operations........................     11,877,631      7,116,610     19,973,516
                                                ------------   ------------   ------------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).....................      8,423,097      5,753,712      2,516,135
   Benefits and other policy-related
      transactions (Note 3)..................     (3,002,993)   (32,021,058)    (3,189,044)
   Net transfers among funds.................     12,678,032      6,117,471      2,462,969
                                                ------------   ------------   ------------

   Net increase (decrease) in net assets
      from policy-related transactions.......     18,098,136    (20,149,875)     1,790,060
                                                ------------   ------------   ------------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)..............        (49,594)       (39,868)      (712,602)
                                                ------------   ------------   ------------

INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABL
   TO POLICYOWNERS...........................     29,926,173    (13,073,133)    21,050,974
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,
   BEGINNING OF PERIOD.......................    125,214,313    138,287,446    117,236,472
                                                ============   ============   ============

NET ASSETS ATTRIBUTABLE TO POLICYOWNERS, END
   OF PERIOD.................................   $155,140,486   $125,214,313   $138,287,446
                                                ============   ============   ============
</TABLE>

See Notes to Financial Statements.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-11
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                            FIXED INCOME SERIES (CONTINUED):
                                                       -------------------------------------

                                                                        ALLIANCE
                                                                       HIGH YIELD
                                                                         FUND
                                                       --------------------------------------
                                                           1997          1996         1995
                                                       -----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                                   <C>           <C>           <C>
FROM OPERATIONS:
   Net investment income............................  $ 12,128,952  $  8,177,610  $ 6,147,199
   Net realized gain (loss).........................     7,302,187     7,058,612     (179,454)
   Change in unrealized appreciation /
      (depreciation) on investments.................     2,958,012     1,840,843    4,697,084
                                                      ------------  ------------  -----------

   Net increase (decrease) in net assets
      from operations...............................    22,389,151    17,077,065   10,664,829
                                                      ------------  ------------ ------------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)............................    26,933,221    19,454,716   15,333,474
   Benefits and other policy-
      related transactions (Note 3).................   (14,530,462)  (16,165,764)  (8,211,013)
   Net transfers among funds........................    26,385,799     9,301,980    4,789,450
                                                       -----------  ------------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions..............    38,788,558    12,590,932   11,911,911
                                                      ------------  ------------ ------------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).....................      (189,179)     (209,120)    (100,679)
                                                      ------------  ------------ ------------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.....................    60,988,530    29,458,877   22,476,061
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD................   101,389,839    71,930,962   49,454,901
                                                      ------------  ------------  -----------
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD......................  $162,378,369  $101,389,839  $71,930,962
                                                      ============  ============  ===========
</TABLE>

<TABLE>
<CAPTION>
                                                                                 EQUITY SERIES:
                                                      ---------------------------------------------------------------------
                                                                       EQ/PUTNAM
                                                      T. ROWE PRICE     GROWTH &                   ALLIANCE
                                                      EQUITY INCOME   INCOME VALUE              GROWTH & INCOME
                                                          FUND            FUND                       FUND
                                                      -------------  -------------  ---------------------------------------
                                                           1997*         1997*          1997          1996          1995
                                                       -----------    ----------    -----------   -----------   -----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                                    <C>            <C>           <C>           <C>           <C>
FROM OPERATIONS:
   Net investment income............................   $   115,907    $   23,618    $   277,338   $   370,025   $   310,961
   Net realized gain (loss).........................       110,474        28,304      5,536,668     1,948,613         2,791
   Change in unrealized appreciation /
      (depreciation) on investments.................     1,073,548       269,561      7,947,265     2,950,992     2,264,931
                                                       -----------    ----------    -----------   -----------   -----------

   Net increase (decrease) in net assets
      from operations...............................     1,299,929       321,483     13,761,271     5,269,630     2,578,683
                                                       -----------    ----------    -----------   -----------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)............................     2,540,460     1,149,748     17,923,903    11,382,745     6,464,035
   Benefits and other policy-
      related transactions (Note 3).................      (351,660)     (154,351)    (6,498,823)   (2,909,569)   (1,385,132)
   Net transfers among funds........................    14,259,773     4,539,465     25,301,886     5,211,758     5,274,221
                                                       -----------    ----------    -----------   -----------   -----------

   Net increase (decrease) in net assets
      from policy-related transactions..............    16,448,573     5,534,862     36,726,966    13,684,934    10,353,124
                                                       -----------    ----------    -----------   -----------   -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).....................     (285,438)      (191,983)      (107,895)     (106,424)     (221,877)
                                                       -----------    ----------    -----------   -----------   -----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.....................    17,463,064     5,664,362     50,380,342    18,848,140    12,709,930
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD................            --            --     37,466,453    18,618,313     5,908,383
                                                       -----------    ----------    -----------   -----------   -----------
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD......................   $17,463,064    $5,664,362    $87,846,795   $37,466,453   $18,618,313
                                                       ===========    ==========    ===========   ===========   ===========
</TABLE>


See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-12


<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           EQUITY SERIES (CONTINUED):
                                                          ------------------------------------------------------

                                                                                                      MERRILL
                                                                         ALLIANCE                   LYNCH BASIC
                                                                       EQUITY INDEX                    VALUE
                                                                           FUND                     EQUITY FUND
                                                          ---------------------------------------   ------------

                                                             1997        1996          1995          1997*
                                                         ------------  ----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                                    <C>           <C>           <C>           <C>
   Net investment income.............................  $  1,632,603    1,145,887   $   675,576   $   26,461
   Net realized gain (loss)..........................       435,940   11,903,017       539,950       40,394
   Change in unrealized appreciation /
      (depreciation) on investments..................    41,607,202    8,996,459    12,851,051      135,003
                                                       ------------  -----------   -----------   ----------

   Net increase (decrease) in net assets
      from operations................................    43,675,745   22,045,363    14,066,577      201,858
                                                       ------------  ------------  -----------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).............................    53,262,239   33,692,683    10,308,871    1,097,822
   Benefits and other policy-
      related transactions (Note 3)..................   (18,975,147) (56,493,042)   (2,111,532)    (135,034)
   Net transfers among funds.........................    67,867,827   23,434,912    18,305,589    4,661,128
                                                       ------------  -----------   -----------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions...............   102,154,919      634,553    26,502,928    5,623,916
                                                       ------------   ----------   -----------   ----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)......................      (136,089)     (66,020)      (71,293)    (204,337)
                                                       ------------  -----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS......................   145,694,575   22,613,896    40,498,212    5,621,437
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD.................    94,237,511   71,623,615    31,125,403           --
                                                       ------------  -----------   -----------   ----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD.......................  $239,932,086  $94,237,511   $71,623,615   $5,621,437
                                                       ============  ===========   ===========   ==========

<CAPTION>

                                                                          EQUITY SERIES (CONTINUED):
                                                        ----------------------------------------------------------------

                                                                               ALLIANCE                         MFS
                                                                             COMMON STOCK                     RESEARCH
                                                                                 FUND                           FUND
                                                         ------------------------------------------------     ----------

                                                              1997             1996              1995            1997*
                                                         --------------   --------------   --------------     ---------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                                    <C>              <C>              <C>               <C>
   Net investment income.............................  $     (767,599)  $    3,505,756   $    8,208,894    $    7,315
   Net realized gain (loss)..........................     218,655,522      187,552,444       80,631,861        88,145
   Change in unrealized appreciation /
      (depreciation) on investments..................     272,798,112      112,608,618      183,872,928       249,382
                                                       --------------   --------------   --------------    ----------

   Net increase (decrease) in net assets
      from operations................................     490,686,035      303,666,818      272,713,683       344,842
                                                       ---------------  ---------------  ---------------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).............................     282,279,826      271,193,481      216,068,996     1,177,137
   Benefits and other policy-
      related transactions (Note 3)..................    (199,662,183)    (154,302,728)    (118,456,643)     (162,042)
   Net transfers among funds.........................      56,849,823        4,064,266      (34,354,864)    6,389,251
                                                       --------------   --------------   --------------    -----------

   Net increase (decrease) in net assets
      from policy-related transactions...............     139,467,466      120,955,019       63,257,489     7,404,346
                                                       --------------   --------------   ----------------  -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)......................         (86,740)        (429,232)        (392,099)     (321,159)
                                                       --------------   --------------   --------------    ----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS......................     630,066,761      424,192,605      335,579,073     7,428,029
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD.................   1,570,777,879    1,146,585,274      811,006,201            --
                                                       --------------    -------------   --------------    ----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD.......................  $2,200,844,640   $1,570,777,879   $1,146,585,274    $7,428,029
                                                       ==============   ==============   ==============    ==========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-13
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                                                            EQUITY SERIES (CONTINUED):
                                           ----------------------------------------------------------------------------------------


                                                            ALLIANCE                                   ALLIANCE
                                                             GLOBAL                                  INTERNATIONAL
                                                              FUND                                       FUND
                                           -------------------------------------------  -------------------------------------------
                                               1997           1996           1995           1997             1996          1995**
                                           -------------   -----------   -------------  --------------  --------------  -----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>            <C>            <C>            <C>              <C>            <C>
FROM OPERATIONS:
   Net investment income ...............   $  5,997,760   $  4,705,326   $  3,408,544   $ 1,089,454      $  411,375     $   159,029
   Net realized gain (loss) ............     56,837,641     23,774,539     12,264,394     2,267,768         709,281          50,951
   Change in unrealized appreciation /
      (depreciation) on investments ....    (12,504,865)    22,092,458     33,395,316    (4,651,627)      1,189,887         667,906
                                           ------------   ------------   ------------   -----------      ----------     -----------

   Net increase (decrease) in net assets
      from operations ..................     50,330,536     50,572,323     49,068,254    (1,294,405)       2,310,543        877,886
                                           ------------   ------------   ------------   -----------      -----------    -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3) ...............     85,714,413     96,457,308     92,666,618    14,198,839       12,055,154      2,028,670
   Benefits and other policy-
      related transactions (Note 3) ....    (48,793,564)   (43,292,191)   (37,507,499)   (4,716,765)      (2,295,079)      (339,723)
   Net transfers among funds ...........    (89,131,113)    (4,363,741)   (12,472,104)   (3,886,303)      17,095,516      9,885,952
                                           ------------   ------------   ------------   -----------      -----------    -----------

   Net increase (decrease) in net assets
      from policy-related transactions .    (52,210,264)    48,801,376     42,687,015     5,595,771       26,855,591     11,574,899
                                           ------------   ------------   ------------   -----------      -----------    -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4) ........       (147,270)       (93,415)       (96,720)      (27,091)         (21,865)       (20,847)
                                           ------------   ------------   ------------   -----------      -----------    -----------
INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS ........     (2,026,998)    99,280,284     91,658,549     4,274,275       29,144,269     12,431,938
NET ASSETS ATTRIBUTABLE TO .............             --             --             --            --               --             --
   POLICYOWNERS, BEGINNING OF PERIOD ...    432,777,304    333,497,020    241,838,471    41,576,207       12,431,938             --
                                           ------------   ------------   ------------   -----------      ------------   -----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD .........   $430,750,306   $432,777,304   $333,497,020   $45,850,482      $41,576,207    $12,431,938
                                           ============   ============   ============   ===========      ===========    ===========
</TABLE>

                                                  EQUITY SERIES (CONTINUED):
                                               -------------------------------
                                                                 MORGAN
                                                                STANLEY
                                              T. ROWE PRICE     EMERGING
                                               INTERNATIONAL    MARKETS
                                                STOCK FUND     EQUITY FUND
                                               -------------  ---------------
                                                   1997*           1997***
                                               -------------  ---------------

INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
   Net investment income....................    $  (23,939)   $    13,761
   Net realized gain (loss).................       (50,331)       (14,566)
   Change in unrealized appreciation /
      (depreciation) on investments.........      (820,718)    (1,079,388)
                                                ----------    -----------

   Net increase (decrease) in net assets
      from operations.......................      (894,988)    (1,080,193)
                                                ----------    -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)....................      2,268,440       323,739
   Benefits and other policy-
      related transactions (Note 3).........       (295,221)       (7,501)
   Net transfers among funds................     12,953,165     2,483,527
                                               ------------   -----------

   Net increase (decrease) in net assets
      from policy-related transactions......     14,926,384     2,799,765
                                                -----------   -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).............         60,283       807,804
                                                -----------   -----------
INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.............     14,091,679     2,527,376
NET ASSETS ATTRIBUTABLE TO                      -----------   -----------
   POLICYOWNERS, BEGINNING OF PERIOD........             --            --
                                                -----------   -----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD..............    $14,091,679   $ 2,527,376
                                                ===========   ===========

See Notes to Financial Statements.

  *  Commencement of Operations on May 1, 1997.
 **  Commencement of Operations on April 3, 1995.
***  Commencement of Operations on August 20, 1997.
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.

                                     FSA-14
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>


                                                                        EQUITY SERIES (CONTINUED):
                                         -------------------------------------------------------------------------------------


                                                               ALLIANCE                       WARBURG PINCUS    ALLIANCE SMALL
                                                           AGGRESSIVE STOCK                    SMALL COMPANY      CAP GROWTH
                                                                 FUND                           VALUE FUND          FUND
                                         -------------------------------------------------  -----------------  ----------------
                                               1997              1996             1995             1997*            1997*
                                         ---------------   ---------------   -------------  -----------------  ----------------


INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $ (3,987,514)    $ (2,425,125)    $ (1,434,289)    $   (23,238)     $   (37,351)
   Net realized gain (loss) ............    107,947,093      163,630,203       73,464,436         140,194          (63,375)
   Change in unrealized appreciation /                                                                       
      (depreciation) on investments ....    (13,921,615)     (33,653,883)      49,509,800        (228,709)         771,812
                                           ------------     ------------     ------------     -----------      -----------
   Net increase (decrease) in net assets                                                                     
      from operations ..................     90,037,964        7,551,195      121,539,947        (111,753          671,086
                                           ------------     ------------     ------------     -----------      -----------

FROM POLICY-RELATED TRANSACTIONS:                                                                            
   Net premiums (Note 3) ...............    179,662,167      167,830,465      121,962,483       4,397,634        2,947,848
   Benefits and other policy-                                                                                
      related transactions (Note 3) ....    107,529,554)     (85,246,883)     (63,165,185)       (608,891)        (599,875)
   Net transfers among funds ...........      1,712,877       28,481,572       19,367,834      20,737,304       19,670,856
                                           ------------     ------------     ------------     -----------      -----------

   Net increase (decrease) in net assets                                                                     
      from policy-related transactions .     73,845,490      111,065,154       78,165,132      24,526,047       22,018,829
                                           ------------     ------------     ------------     -----------      -----------

NET (INCREASE) DECREASE IN AMOUNT                                                                            
   RETAINED BY EQUITABLE LIFE IN                                                                             
   SEPARATE ACCOUNT FP (Note 4) ........       (442,155)        (205,349)        (188,813)       (114,120)        (324,052
                                           ------------     ------------     ------------     -----------      -----------
                                                                                                             
INCREASE (DECREASE) IN NET ASSETS                                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........    163,441,299      238,411,000      199,516,266      24,300,174       22,365,863
NET ASSETS ATTRIBUTABLE TO                                                                                   
   POLICYOWNERS, BEGINNING OF PERIOD ...    793,599,131      555,188,131      355,671,865              --               --
                                           ------------     ------------     ------------     -----------      -----------

NET ASSETS ATTRIBUTABLE TO                                                                                   
   POLICYOWNERS, END OF PERIOD .........   $957,040,430     $793,599,131     $555,188,131     $24,300,174      $22,365,863
                                           ============     ============     ============     ===========      ===========
</TABLE>   

<TABLE>
<CAPTION>

                                                EQUITY
                                                SERIES
                                              (CONTINUED):               ASSET ALLOCATION SERIES:
                                           ---------------- -----------------------------------------------
                                             MFS EMERGING                       ALLIANCE
                                                GROWTH                    CONSERVATIVE INVESTORS
                                            COMPANIES FUND                        FUND
                                           ---------------- -------------    --------------   -------------
                                                1997*            1997             1996            1995
                                           ---------------- -------------    --------------   -------------
<S>                                        <C>              <C>              <C>              <C>         
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
   Net investment income ...............   $     5,523      $  6,151,782     $  6,690,887     $  7,247,815
   Net realized gain (loss) ............       458,032         6,305,200        3,677,543          689,721
   Change in unrealized appreciation /                                                     
      (depreciation) on investments ....       171,320         8,528,010       (2,661,985)      19,129,817
                                           -----------      ------------     ------------     ------------
   Net increase (decrease) in net assets                                                   
      from operations ..................       634,875        20,984,992        7,706,445       27,067,353
                                           -----------      ------------     ------------     ------------

FROM POLICY-RELATED TRANSACTIONS:                                                          
   Net premiums (Note 3) ...............     1,598,358        30,425,833       38,133,118       41,419,959
   Benefits and other policy-                                                              
      related transactions (Note 3) ....      (294,924)      (24,998,155)     (25,456,269      (22,866,003)
   Net transfers among funds ...........     8,886,415       (18,978,233)     (18,095,700       (3,379,296
                                           -----------      ------------     ------------     ------------

   Net increase (decrease) in net assets                                                   
      from policy-related transactions .    10,189,849       (13,550,555)      (5,418,851       15,174,660
                                           -----------      ------------     ------------     ------------

NET (INCREASE) DECREASE IN AMOUNT                                                          
   RETAINED BY EQUITABLE LIFE IN                                                           
   SEPARATE ACCOUNT FP (Note 4) ........      (449,170)         (113,620)         (36,213          (95,412)
                                           -----------      ------------     ------------     ------------

INCREASE (DECREASE) IN NET ASSETS                                                          
   ATTRIBUTABLE TO POLICYOWNERS ........    10,375,554         7,320,817        2,251,381       42,146,601
NET ASSETS ATTRIBUTABLE TO                                                                 
   POLICYOWNERS, BEGINNING OF PERIOD ...            --       174,338,480      172,087,099      129,940,498
                                           -----------      ------------     ------------     ------------

NET ASSETS ATTRIBUTABLE TO                                                                 
   POLICYOWNERS, END OF PERIOD .........   $10,375,554      $181,659,297     $174,338,480     $172,087,099
                                           ===========      ============     ============     ============
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-15

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                                           ASSET ALLOCATION SERIES (CONTINUED):
                                           ----------------------------------------------------------------
                                              EQ/PUTNAM                         ALLIANCE
                                              BALANCED                      GROWTH INVESTORS
                                                FUND                              FUND
                                           ---------------  -----------------------------------------------
                                                1997*            1997             1996             1995
                                           ---------------  -------------    --------------   -------------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $   43,727       $ 14,710,285     $ 11,757,729     $ 13,059,547
   Net realized gain (loss) ............       31,680         53,312,210       75,274,214        9,174,038
   Change in unrealized appreciation /                                                       
      (depreciation) on investments ....      270,232         47,905,948      (14,635,180)      82,556,566
                                           ----------       ------------     ------------     ------------

   Net increase (decrease) in net assets                                                     
      from operations ..................      345,639        115,928,443       72,396,763      104,790,151
                                           ----------       ------------     ------------     ------------

FROM POLICY-RELATED TRANSACTIONS:                                                            
   Net premiums (Note 3) ...............      213,829        139,280,509      159,654,177      155,616,059
   Benefits and other policy-related                                                         
      transactions (Note 3) ............      (60,092)       (95,656,635)     (81,943,749)     (68,357,709)
   Net transfers among funds ...........    1,458,185        (35,207,298)      (7,652,116)      (3,269,896)
                                           ----------       ------------     ------------     ------------
                                                                                             
   Net increase (decrease) in net assets                                                     
      from policy related-transactions..    1,611,922          8,416,576       70,058,312       83,988,454
                                           ----------       ------------     ------------     ------------

NET (INCREASE) DECREASE IN AMOUNT                                                            
   RETAINED BY EQUITABLE LIFE                                                                
   IN SEPARATE ACCOUNT FP (Note 4) .....     (289,774)            79,090          (93,120)        (120,493)
                                           ----------       ------------     ------------     ------------

INCREASE (DECREASE) IN NET ASSETS                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........    1,667,787        124,424,109      142,361,955      188,658,112
NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, BEGINNING OF PERIOD .........           --        698,239,621      555,877,666      367,219,554
                                           ==========       ============     ============     ============

NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, END OF PERIOD ...............   $1,667,787       $822,663,730     $698,239,621     $555,877,666
                                           ==========       ============     ============     ============
</TABLE>

<TABLE>
<CAPTION>

                                                        ASSET ALLOCATION SERIES (CONTINUED):
                                           ----------------------------------------------------------------
                                                                                                  MERRILL
                                                                                                   LYNCH
                                                               ALLIANCE                            WORLD
                                                               BALANCED                          STRATEGY
                                                                 FUND                              FUND
                                           -----------------------------------------------    -------------
                                                1997             1996             1995             1997*
                                           -------------    -------------    -------------    -------------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $ 11,212,220     $ 10,604,542     $ 10,038,346     $   14,446
   Net realized gain (loss) ............     27,027,612       33,240,237        8,427,606         35,369
   Change in unrealized appreciation /                                                       
      (depreciation) on investments ....     18,495,462         (714,363)      45,976,062        (37,926)
                                           ------------     ------------     ------------     ----------

   Net increase (decrease) in net assets                                                     
      from operations ..................     56,735,294       43,130,416       64,442,014         11,889
                                           ------------     ------------     ------------     ----------

FROM POLICY-RELATED TRANSACTIONS:                                                            
   Net premiums (Note 3) ...............     48,722,966       60,530,048       63,451,955        334,133
   Benefits and other policy-related                                                         
      transactions (Note 3) ............    (48,611,396)     (50,274,632)     (48,742,571)       (41,646)
   Net transfers among funds ...........    (55,377,177)     (22,122,080)     (18,908,540)     1,374,499
                                           ------------     ------------     ------------     ----------

   Net increase (decrease) in net assets                                                     
      from policy related-transactions .    (55,265,607)     (11,866,664)      (4,199,156)     1,666,986
                                           ------------     ------------     ------------     ----------

NET (INCREASE) DECREASE IN AMOUNT                                                            
   RETAINED BY EQUITABLE LIFE                                                                
   IN SEPARATE ACCOUNT FP (Note 4) .....         (4,006)        (134,906)         (93,214)       (94,148)
                                           ------------     ------------     ------------     ----------

INCREASE (DECREASE) IN NET ASSETS                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........      1,465,681       31,128,846       60,149,644      1,584,727
NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, BEGINNING OF PERIOD .........    429,694,055      398,565,209      338,415,565             --
                                           ============     ============     ============     ==========

NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, END OF PERIOD ...............   $431,159,736     $429,694,055     $398,565,209     $1,584,727
                                           ============     ============     ============     ==========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-16

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS
December 31, 1997

1.  General

    Effective  January  1,  1997  Equitable   Variable  Life  Insurance  Company
    ("Equitable  Variable  Life" ) was merged into The Equitable  Life Assurance
    Society  of the United  States  ("Equitable  Life" ). From  January 1, 1997,
    Equitable  Life is  liable  in  place  of  Equitable  Variable  Life for the
    liabilities   and   obligations  of  Equitable   Variable  Life,   including
    liabilities under policies and contracts issued by Equitable  Variable Life,
    and all of Equitable Variable Life's assets became assets of Equitable Life.
    The  merger  had no  effect  on the  net  assets  of  the  Separate  Account
    attributable to contract owners.

    Equitable  Life  Separate  Account FP (the  Account) is  organized as a unit
    investment trust, a type of investment  company,  and is registered with the
    Securities and Exchange Commission under the Investment Company Act of 1940.
    The Account  consists of twenty-four  investment  funds:  the Alliance Money
    Market Fund,  the Alliance  Intermediate  Government  Securities  Fund,  the
    Alliance  Quality  Bond Fund,  the Alliance  High Yield Fund,  T. Rowe Price
    Equity Income Fund, the EQ/Putnam Growth and Income Value Fund, the Alliance
    Equity Index Fund,  the Merrill Lynch Basic Value Equity Fund,  the Alliance
    Common Stock Fund,  the MFS Research  Fund,  the Alliance  Global Fund,  the
    Alliance International Fund, the T. Rowe Price International Stock Fund, the
    Morgan Stanley Emerging  Markets Equity Fund, the Alliance  Aggressive Stock
    Fund,  the Warburg  Pincus Small Company Value Fund,  the Alliance Small Cap
    Growth Fund, MFS Emerging Growth  Companies Fund, the Alliance  Conservative
    Investors Fund, the EQ/Putnam  Balanced Fund, the Alliance Growth  Investors
    Fund, the Alliance  Balanced Fund, and the Merrill Lynch World Strategy Fund
    ("the  Funds").  The  assets  in each  fund  are  invested  in  shares  of a
    corresponding portfolio (Portfolio) of a mutual fund, Class IA shares of The
    Hudson  River Trust (HR Trust) or Class IB shares of EQ  Advisors  Trust (EQ
    Trust)  (Collectively  known as the Trusts).  Class IA shares are offered at
    net asset value and are not subject to distribution fees imposed pursuant to
    a distribution plan. Class IB shares are offered at net asset values and are
    subject to  distribution  fees imposed under a distribution  plan adopted in
    1997  pursuant  to Rule 12b-1 under the 1940 Act.  The Trusts are  open-end,
    diversified  management  investment  companies that invest separate  account
    assets of  insurance  companies.  Each  Portfolio  has  separate  investment
    objectives.

    The Account supports the operations of Incentive Life,  Incentive Life 2000,
    Incentive Life  Plus,(SM),  IL  Protector,(SM),  IL COLI,  flexible  premium
    variable life insurance  policies,  Champion 2000, modified premium variable
    whole life insurance  policies,  Survivorship  2000,  flexible premium joint
    survivorship  variable life insurance policies,  and SP-Flex,  variable life
    insurance  policies  with  additional  premium  option,  collectively,   the
    "Policies."  The Incentive Life 2000,  Champion 2000 and  Survivorship  2000
    policies  are herein  referred to as the "Series 2000  Policies."  Incentive
    Life  Plus  (SM)  policies  offered  with a  prospectus  dated  on or  after
    September  15,  1995,  are  referred to as  Incentive  Life Plus (SM) Second
    Series.  Incentive  Life Plus policies  issued with a prior  prospectus  are
    referred to as Incentive Life Plus Original Series.  All Policies are issued
    by Equitable  Life.  The assets of the Account are the property of Equitable
    Life.  However,  the portion of the  Account's  assets  attributable  to the
    Policies will not be chargeable  with  liabilities  arising out of any other
    business Equitable Life may conduct.

    Policyowners may allocate amounts in their individual  accounts to the Funds
    of the  Account  and/or  (except  for SP-Flex  policies)  to the  guaranteed
    interest  account of Equitable  Life's  General  Account.  Net  transfers to
    (from) the  guaranteed  interest  account of the  General  Account and other
    Separate Accounts of $165,714,430, $(7,511,567) and $6,569,672 for the years
    ended 1997, 1996 and 1995, respectively, are included in Net Transfers among
    Funds.  The net assets of any Fund of the  Account  may not be less than the
    aggregate of the policyowners'  accounts allocated to that Fund.  Additional
    assets are set aside in Equitable  Life's General Account to provide for (1)
    the unearned  portion of the monthly  charges for mortality  costs,  and (2)
    other policy benefits, as required under the state insurance law.

2.  Significant Accounting Policies

    The  accompanying  financial  statements  are  prepared in  conformity  with
    generally  accepted   accounting   principles  (GAAP).  The  preparation  of
    financial  statements  in conformity  with GAAP requires  management to make
    estimates  and  assumptions  that affect the reported  amounts of assets and
    liabilities and disclosure of contingent  assets and liabilities at the date
    of the  financial  statements  and the  reported  amounts  of  revenues  and
    expenses during the reporting period. Actual results could differ from those
    estimates.

    Investments  are made in shares of the Trust and are valued at the net asset
    values  per  share of the  respective  Portfolios.  The net  asset  value is
    determined  by the Trust  using the market or fair  value of the  underlying
    assets of the Portfolio less liabilities.

    Investment  transactions  are  recorded  on the trade  date.  Dividends  are
    recorded by HR Trust as income at the end of each quarter on the ex-dividend
    date  and by EQ Trust in the  fourth  quarter.  Dividend  and  capital  gain
    distributions are automatically reinvested on the ex-dividend date. Realized
    gains and losses  include  gains and losses on  redemptions  of the  Trust's
    shares  (determined  on the identified  cost basis) and Trust  distributions
    representing  the net realized gains on Trust  investment  transactions  are
    distributed by the Trust at the end of each year.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-17

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997

2.  Significant Accounting Policies (Continued)

    The  operations  of the Account are  included  in the  consolidated  Federal
    income tax return of Equitable  Life.  Under the provisions of the Policies,
    Equitable  Life has the right to charge the Account  for Federal  income tax
    attributable  to the Account.  No charge is currently being made against the
    Account for such tax since,  under current tax law,  Equitable  Life pays no
    tax on  investment  income and capital  gains  reflected  in  variable  life
    insurance  policy  reserves.  However,  Equitable  Life retains the right to
    charge for any Federal  income tax  incurred  which is  attributable  to the
    Account if the law is changed.  Charges for state and local  taxes,  if any,
    attributable to the Account also may be made.

3.  Asset Charges

    Under the Policies,  Equitable Life assumes mortality and expense risks and,
    to cover these risks,  charges the daily net assets of the Account currently
    at annual rates of 0.60% of the net assets  attributable  to Incentive Life,
    Incentive  Life 2000,  Incentive  Life Plus Second  Series and Champion 2000
    policyowners,   0.90%  of  net  assets  attributable  to  Survivorship  2000
    policyowners,  0.80% for IL  Protector  policyowners,  and 0.85% for SP-Flex
    policyowners.  Incentive Life Plus Original Series,  and IL COLI deduct this
    charge of 0.85% from the Policy Account. Under SP-Flex,  Equitable Life also
    charges the daily net assets of the Account for mortality and administrative
    costs of 0.60%  and  0.35%,  respectively,  of net  assets  attributable  to
    SP-Flex policies.

    Under  Incentive  Life,  Incentive  Life Plus,  Series 2000 and IL Protector
    policies,  mortality and administrative  charges are assessed in a different
    manner than SP-Flex policies.

    Before  amounts are remitted to the Account for  Incentive  Life,  Incentive
    Life Plus, IL COLI, and the Series 2000  Policies,  Equitable Life deducts a
    charge  for taxes and either an initial  policy  fee  (Incentive  Life) or a
    premium sales charge  (Incentive  Life Plus,  and Series 2000 Policies) from
    premiums.  Under  SP-Flex,  the entire  initial  premium is allocated to the
    Account.  Before any additional  premiums under SP-Flex are allocated to the
    Account, however, an administrative charge is deducted.

    The  amounts  attributable  to  Incentive  Life,  Incentive  Life  Plus,  IL
    Protector,  IL COLI, and the Series 2000 policyowners' accounts are assessed
    monthly by Equitable Life for mortality and  administrative  charges.  These
    charges are withdrawn  from the Accounts  along with amounts for  additional
    benefits.   Under  the   Policies,   amounts  for   certain   policy-related
    transactions  (such as policy loans and  surrenders)  are transferred out of
    the Separate Account.

4.  Amounts Retained by Equitable Life in Separate Account FP

    The amount  retained by  Equitable  Life  (surplus)  in the  Account  arises
    principally  from (1)  contributions  from Equitable Life, (2) mortality and
    expense charges and administrative  charges accumulated in the account,  and
    (3) that portion,  determined ratably,  of the Account's  investment results
    applicable  to those  assets in the  Account in excess of the net assets for
    the Policies.  Amounts retained by Equitable Life are not subject to charges
    for mortality and expense charges and administrative charges.

    Amounts  retained by Equitable Life in the Account may be transferred at any
    time by Equitable Life to its General Account.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-18

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997

4.  Amounts Retained by Equitable Life in Separate Account FP (Continued)

The following table shows the surplus  contributions  (withdrawals) by Equitable
Life by investment fund:

<TABLE>
<CAPTION>

                                                                         YEARS ENDED DECEMBER 31,
                                                                -------------------------------------------
           INVESTMENT FUND                                          1997           1996           1995
           ---------------                                          ----           ----           ----
         <S>                                                     <C>             <C>           <C>
          Fixed Income Series:
               Alliance Money Market                                      --            --     $  (250,000)
               Alliance Intermediate Government Securities                --            --        (165,000)
               Alliance Quality Bond                                      --     $(125,000)     (4,800,000)
               Alliance High Yield                                        --            --        (100,000)
           Equity Series:
               T. Rowe Price Equity Income                       $ 1,300,000            --              --
               EQ/Putnam Growth & Income Value                     1,200,000            --              --
               Alliance Growth & Income                                   --       (75,000)       (685,000)
               Alliance Equity Index                                      --            --              --
               Merrill Lynch Basic Value Equity                    1,200,000            --              --
               Alliance Common Stock                                      --      (185,000)       (630,000)
               MFS Research                                        2,000,000            --              --
               Alliance Global                                            --            --        (130,000)
               Alliance International                                     --            --         200,000
               T. Rowe Price International Stock                   4,000,000            --              --
               Morgan Stanley Emerging Markets Equity              4,000,000            --              --
               Alliance Aggressive Stock                                  --      (125,000)       (350,000)
               Warburg Pincus Small Company Value                    600,000            --              --
               Alliance Small Cap Growth                           1,200,000            --              --
               MFS Emerging Growth Companies                       2,000,000            --              --
           Asset Allocation Series:
               Alliance Conservative Investors                            --       (80,000)             --
               EQ/Putnam Balanced                                  2,000,000            --              --
               Alliance Growth Investors                                  --      (175,000)             --
               Alliance Balanced                                          --       (90,000)             --
               Merrill Lynch World Strategy                        2,000,000            --              --
</TABLE>


5.  Distribution and Servicing Agreement

    Equitable Life has entered into a Distribution and Servicing  Agreement with
    EQ Financial  Consultants Inc.,  whereby  registered  representatives  of EQ
    Financial  Consultants  Inc.,  authorized as variable life insurance  agents
    under  applicable  state insurance  laws, sell the Policies.  The registered
    representatives are compensated on a commission basis by Equitable Life.

6.  Investment Returns

    The tables on the following pages show the gross and net investment  returns
    with  respect to the Funds for the  periods  shown.  The net return for each
    Fund is based upon  beginning  and ending net assets for a policy and is not
    based on the average net assets in the Fund during such period. Gross return
    is equal to the total return earned by the underlying Trust investment.

    The  Separate  Account  rates of  return  attributable  to  Incentive  Life,
    Incentive  Life 2000,  Incentive  Life Plus Second  Series and Champion 2000
    policyowners  are different than those  attributable to  Survivorship  2000,
    Incentive Life Plus Original Series,  IL Protector,  IL COLI, and to SP-Flex
    policyowners  because  asset  charges are deducted at different  rates under
    each policy (see Note 3).

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-19
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN:
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*

<TABLE>
<CAPTION>

FIXED INCOME SERIES:

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%    3.56%    6.18%    8.24%     9.18%    7.32%
Net return................      4.79%    4.70%    5.11%    3.39%     2.35%    2.94%    5.55%    7.59%     8.53%    6.68%

<CAPTION>

                                                                                      APRIL 1(A) TO
ALLIANCE INTERMEDIATE                        YEARS ENDED DECEMBER 31,                  DECEMBER 31,
                              ------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1997     1996     1995      1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----         ----
<S>                             <C>      <C>     <C>      <C>         <C>     <C>          <C>
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%    5.60%        12.26%
Net return................      6.65%    3.15%   12.65%   (4.95)%     9.88%   4.96%        11.60%

<CAPTION>
                                                                   OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,        DECEMBER 31,
                              -----------------------------------------------------
ALLIANCE QUALITY BOND FUND      1997     1996     1995      1994        1993
- --------------------------      ----     ----     ----      ----        ----
<S>                             <C>      <C>     <C>      <C>          <C>
Gross return..............      9.14%    5.36%   17.02%   (5.10)%      (0.51)%
Net return................      8.49%    4.73%   16.32%   (5.67)%      (0.66)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>        <C>      <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%   12.31%   24.46%   (1.12)%    5.13%    9.73%
Net return................     17.76%   22.14%   19.20%   (3.37)%   22.41%   11.64%   23.72%   (1.71)%    4.50%    9.08%
</TABLE>


EQUITY SERIES:
                                MAY 1(A) TO
T. ROWE PRICE EQUITY            DECEMBER 31,
                              -----------------
INCOME FUND                         1997
- -----------                         ----
Gross return..............          22.11%
Net return................          21.64%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
EQ/PUTNAM GROWTH                    1997        
& INCOME VALUE FUND                 ----        
Gross return..............          16.23%
Net return................          15.75%

                                                                OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,      DECEMBER 31,
                               -------------------------------------------------
ALLIANCE GROWTH & INCOME FUND   1997     1996     1995      1994      1993
- -----------------------------   ----     ----     ----      ----      ----
Gross return..............     26.90%   20.09%   24.07%   (0.58)%    (0.25)%
Net return................     25.99%   19.36%   23.33%   (1.17)%    (0.41)%

                                 SEPTEMBER 30(A)
                               YEARS ENDED DECEMBER 31,  TO DECEMBER 31,
                              --------------------------------------------
ALLIANCE EQUITY INDEX FUND      1997     1996     1995         1994
- --------------------------      ----     ----     ----         ----
Gross return..............     32.58%   22.39%   36.48%       1.08%
Net return................     31.77%   21.65%   35.66%       0.58%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-20

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+
NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997
RATES OF RETURN (CONTINUED)
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*


EQUITY SERIES (CONTINUED):
                                MAY 1(A) TO
MERRILL LYNCH BASIC             DECEMBER 31,
                              -----------------
VALUE EQUITY FUND                   1997
- -----------------                   ----
Gross return..............          16.99%
Net return................          16.55%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%    3.22%   37.88%   (8.12)%   25.59%   22.43%
Net return................     28.44%   23.53%   31.66%   (2.73)%   24.08%    2.60%   37.06%   (8.67)%   24.84%   21.70%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
MFS RESEARCH FUND                   1997
- -----------------                   ----
Gross return..............          16.07%
Net return................          15.59%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE GLOBAL FUND            1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%   (0.50)%  30.55%   (6.07)%   26.93%   10.88%
Net return................     10.88%   13.91%   18.11%    4.60%    31.33%   (1.10)%  29.77%   (6.63)%   26.17%   10.22%
</TABLE>

                                                               APRIL 3(A) TO
                                  YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              -------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............        (2.98)%           9.82%         11.29%
Net return................        (3.63)%           9.15%         10.79%

                                MAY 1(A) TO
T. ROWE PRICE                   DECEMBER 31,
                              -----------------
INTERNATIONAL STOCK FUND            1997
- ------------------------            ----
Gross return..............        (1.49)%
Net return................        (1.90)%

                              AUGUST 20(A) TO
MORGAN STANLEY EMERGING         DECEMBER 31,
                              -----------------
MARKETS EQUITY FUND                 1997
- -------------------                 ----
Gross return..............         (20.16)%
Net return................         (20.37)%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                                ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND    1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------------    ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                              <C>      <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>       <C>
Gross return..............       10.94%   22.20%   31.63%   (3.81)%   16.77%   (3.16)%  86.86%    8.17%    43.50%    1.17%
Net return................       10.14%   21.46%   30.85%   (4.39)%   16.05%   (3.74)%  85.75%    7.51%    42.64%    0.53%
</TABLE>

                                MAY 1(A) TO
WARBURG PINCUS SMALL            DECEMBER 31,
                              -----------------
COMPANY VALUE FUND                  1997
- ------------------                  ----
Gross return..............          19.15%
Net return................          18.65%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-21
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*



EQUITY SERIES (CONCLUDED):
                                MAY 1(A) TO
ALLIANCE SMALL CAP              DECEMBER 31,
                              -----------------
GROWTH FUND                         1997
- -----------                         ----
Gross return..............          26.74%
Net return................          26.18%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
MFS EMERGING GROWTH                 1997        
COMPANIES FUND                      ----        
Gross return..............          22.42%
Net return................          21.95%

<TABLE>
<CAPTION>

ASSET ALLOCATION SERIES:
                                                                                                       OCTOBER 2(A) TO
ALLIANCE CONSERVATIVE                                 YEARS ENDED DECEMBER 31,                           DECEMBER 31,
                              ------------------------------------------------------------------------------------------
INVESTORS FUND                  1997     1996     1995      1994     1993     1992     1991      1990        1989
- --------------                  ----     ----     ----      ----     ----     ----     ----      ----        ----
<S>                            <C>       <C>     <C>      <C>       <C>       <C>     <C>       <C>           <C>
Gross return..............     13.25%    5.21%   20.40%   (4.10)%   10.76%    5.72%   19.87%    6.37%         3.09%
Net return................     12.55%    4.57%   19.68%   (4.67)%   10.15%    5.09%   19.16%    5.73%         2.94%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
EQ/PUTNAM BALANCED FUND             1997
- -----------------------             ----
Gross return..............          14.38%
Net return................          14.02%

<TABLE>
<CAPTION>

                                                                                                        OCTOBER 2(A) TO
                                                       YEARS ENDED DECEMBER 31,                           DECEMBER 31,
                              -------------------------------------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND  1997     1996      1995     1994     1993     1992      1991     1990         1989
- ------------------------------  ----     ----      ----     ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>           <C>
Gross return..............     16.87%   12.61%    26.37%   (3.15)%  15.26%    4.90%    48.89%   10.66%        3.98%
Net return................     16.07%   11.93%    25.62%   (3.73)%  14.58%    4.27%    48.01%   10.00%        3.82%


<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............     15.06%   11.68%   19.75%   (8.02)%   12.28%   (2.84)%  41.26%    0.24 %   25.83%   13.27%
Net return................     14.30%   11.00%   19.03%   (8.57)%   11.64%   (3.42)%  40.42%   (0.36)%   25.08%   12.59%
</TABLE>

                                MAY 1(A) TO
MERRILL LYNCH                   DECEMBER 31,
                              -----------------
WORLD STRATEGY FUND                 1997
- -------------------                 ----
Gross return..............           4.70%
Net return................           4.29%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-22

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000

<TABLE>
<CAPTION>

FIXED INCOME SERIES:
                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993         1992
- --------------------------      ----     ----     ----      ----     ----         ----
<S>                             <C>      <C>      <C>      <C>       <C>          <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%        1.11%
Net return................      4.47%    4.38%    4.80%    3.08%     2.04%        0.77%

ALLIANCE INTERMEDIATE
GOVERNMENT SECURITIES FUND
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%        0.90%
Net return................      6.33%    2.84%   12.31%   (5.23)%     9.55%       0.56%

<CAPTION>

                                                                   OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,        DECEMBER 31,
                              -----------------------------------------------------
ALLIANCE QUALITY BOND FUND      1997     1996     1995      1994        1993
- --------------------------      ----     ----     ----      ----        ----
<S>                             <C>      <C>     <C>      <C>          <C>
Gross return..............      9.14%    5.36%   17.02%   (5.10)%      (0.51)%
Net return................      8.16%    4.41%   15.97%   (5.95)%      (0.73)%

<CAPTION>

                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993         1992
- ------------------------        ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>      <C>      <C>       <C>           <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%        1.84%
Net return................     17.40%   21.77%   18.84%   (3.66)%   22.04%        1.50%
</TABLE>


EQUITY SERIES:
                                MAY 1(A) TO
T. ROWE PRICE EQUITY            DECEMBER 31,
                              -----------------
INCOME FUND                         1997
- -----------                         ----
Gross return..............          22.11%
Net return................          21.40%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
EQ/PUTNAM GROWTH                    1997        
& INCOME VALUE FUND                 ----        
Gross return..............          16.23%
Net return................          15.52%

                                                                  OCTOBER 1(A)
                                    YEARS ENDED DECEMBER 31,     TO DECEMBER 31,
                                ------------------------------------------------
ALLIANCE GROWTH & INCOME FUND     1997    1996    1995     1994      1993
- -----------------------------     ----    ----    ----     ----      ----
Gross return..............       26.90%  20.09%  24.07%  (0.58)%    (0.25)%
Net return................       25.61%  19.00%  22.96%  (1.47)%    (0.48)%

                                                                   MARCH 1(A) TO
                                      YEARS ENDED DECEMBER 31,      DECEMBER 31,
                                ------------------------------------------------
ALLIANCE EQUITY INDEX FUND        1997         1996          1995      1994
- --------------------------        ----         ----          ----      ----
Gross return..............        32.58%       22.39%       36.48%     1.08%
Net return................        31.38%       21.28%       35.26%     0.33%

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-23


<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000



EQUITY SERIES (CONTINUED):
                                MAY 1(A) TO
MERRILL LYNCH BASIC             DECEMBER 31,
                              -----------------
VALUE EQUITY FUND                   1997
- -----------------                   ----
Gross return..............          16.99%
Net return................          16.32%

<TABLE>
<CAPTION>

                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993         1992
- --------------------------      ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>      <C>      <C>       <C>           <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%        5.28%
Net return................     28.06%   23.15%   31.26%   (3.02)%   23.70%        4.93%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
MFS RESEARCH FUND                   1997
- -----------------                   ----
Gross return..............          16.07%
Net return................          15.36%

<TABLE>
<CAPTION>

                                                                            AUGUST 17(A) TO
ALLIANCE GLOBAL FUND                     YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
<S>                            <C>      <C>      <C>       <C>      <C>           <C>
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%        4.87%
Net return................     10.54%   13.56%   17.75%    4.29%    30.93%        4.52%
</TABLE>

                                                               APRIL 3(A) TO
                                 YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              -------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............          (2.98)%         9.82%         11.29%
Net return................          (3.93)%         8.82%         10.55%

                                MAY 1(A) TO
T. ROWE PRICE                   DECEMBER 31,
                              -----------------
INTERNATIONAL STOCK FUND            1997
- ------------------------            ----
Gross return..............          (1.49)%
Net return................          (2.10)%

                              AUGUST 20(A) TO
MORGAN STANLEY EMERGING         DECEMBER 31,
                              -----------------
MARKETS EQUITY FUND                 1997
- -------------------                 ----
Gross return..............         (20.16)%
Net return................         (20.46)%

- -------------------------------  
(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The gross return and the net return for the periods  indicated are not
    annual  rates of  return. 
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.


                                     FSA-24

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONCLUDED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000



<TABLE>
<CAPTION>

EQUITY SERIES (CONCLUDED):
                                                                              MARCH 1(A) TO
                                         YEARS ENDED DECEMBER 31,              DECEMBER 31,
                                 ----------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND     1997     1996     1995      1994     1993         1992
- ------------------------------     ----     ----     ----      ----     ----         ----
<S>                                <C>     <C>      <C>      <C>       <C>           <C>
Gross return..............        10.94%   22.20%   31.63%   (3.81)%   16.77%        11.49%
Net return................         9.81%   21.09%   30.46%   (4.68)%   15.70%        11.11%
</TABLE>

                                MAY 1(A) TO
WARBURG PINCUS SMALL            DECEMBER 31,
                              -----------------
COMPANY VALUE FUND                  1997
- ------------------                  ----
Gross return..............          19.15%
Net return................          18.41%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
ALLIANCE SMALL CAP                  1997        
GROWTH FUND                         ----        
Gross return..............          26.74%
Net return................          25.92%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
MFS EMERGING GROWTH                 1997        
COMPANIES FUND                      ----        
Gross return..............          22.42%
Net return................          21.70%

<TABLE>
<CAPTION>

ASSET ALLOCATION SERIES:
                                                                            AUGUST 17(A) TO
ALLIANCE CONSERVATIVE                    YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
INVESTORS FUND                  1997     1996     1995      1994     1993         1992
- --------------                  ----     ----     ----      ----     ----         ----
<S>                            <C>       <C>     <C>      <C>         <C>         <C>
Gross return..............     13.25%    5.21%   20.40%   (4.10)%   10.76%        1.38%
Net return................     12.21%    4.26%   19.32%   (4.96)%     9.81%       1.04%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
EQ/PUTNAM BALANCED FUND             1997
- -----------------------             ----
Gross return..............         14.38%
Net return................         13.79%

<TABLE>
<CAPTION>

ALLIANCE GROWTH INVESTORS FUND
- ------------------------------                                              AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
<S>                            <C>      <C>      <C>      <C>       <C>          <C>
Gross return..............     16.87%   12.61%   26.37%   (3.15)%   15.26%       6.89%
Net return................     15.72%   11.59%   25.24%   (4.02)%   14.24%       6.53%

ALLIANCE BALANCED FUND
Gross return..............     15.06%   11.68%   19.75%   (8.02)%   12.28%       5.37%
Net return................     13.96%   10.67%   18.68%   (8.84)%   11.30%       5.02%
</TABLE>

                                MAY 1(A) TO
MERRILL LYNCH                   DECEMBER 31,
                              -----------------
WORLD STRATEGY FUND                 1997
- -------------------                 ----
Gross return..............         4.70%
Net return................         4.08%

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-25

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE PLUS ORIGINAL SERIES*(B)


FIXED INCOME SERIES:

                                                 YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                             1997          1996          1995
                                             ----          ----          ----
Alliance Money Market Fund............       5.42%         5.33%         5.69%
Alliance Intermediate Government
Securities Fund.......................       7.29%         3.78%        13.31%
Alliance Quality Bond Fund............       9.14%         5.36%        17.13%
Alliance High Yield Fund..............      18.47%        22.89%        19.95%

EQUITY SERIES:

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------

                                                  1997
T. Rowe Price Equity Income Fund......           22.13%
EQ/Putnam Growth & Income
Value Fund............................           14.48%

                                               YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                           1997          1996          1995
                                           ----          ----          ----
Alliance Growth & Income Fund.........    26.90%        20.09%        24.38%
Alliance Equity Index Fund............    32.57%        22.38%        36.53%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Merrill Lynch Basic Value
Equity Fund...........................            17.02%

                                                YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                           1997          1996          1995
                                           ----          ----          ----
Alliance Common Stock Fund............     29.40%       24.28%        33.07%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------

                                                  1997
MFS Research Fund.....................            16.05%

                                                  YEARS ENDED DECEMBER 31,
                                        ----------------------------------------
                                            1997           1996            1995
                                            ----           ----            ----
Alliance Global Fund..................     11.66%         14.60%          19.38%


                                            YEARS ENDED          APRIL 30 TO
                                            DECEMBER 31,       DECEMBER 31, (A)
                                        ---------------------------------------
                                          1997        1996           1995
                                          ----        ----           ----
Alliance International Fund...........   (3.05)%      9.81%         11.29%

- -----------------------------------------
*Sales of Incentive Life Plus Original Series commenced on January 6, 1995.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

(b) There are no Separate  Account  asset  charges for this policy and therefore
    the gross and net rates of return  are the same.  The rate of return for the
    year ended December 31, 1995 indicated is not an annual rate of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-26
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE PLUS ORIGINAL SERIES*(B)


EQUITY SERIES (CONCLUDED):

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
T. Rowe Price International
Stock Fund............................            (1.50)%

                                         AUGUST 20 TO DECEMBER
                                                31, (A)
                                        -------------------------
                                                  1997
Morgan Stanley Emerging Markets
Equity Fund...........................           (20.19)%

                                                 YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                            1997          1996           1995
                                            ----          ----           ----
Alliance Aggressive Stock Fund........      10.94%       22.20%         33.00%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Warburg Pincus Small Company                      19.13%
Value Fund............................
Alliance Small Cap Growth Fund........            26.69%
MFS Emerging Growth
Companies Fund........................            22.44%

ASSET ALLOCATION SERIES:

                                                YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                          1997          1996           1995
                                          ----          ----           ----
Alliance Conservative Investors Fund..    13.25%        5.21%         20.59%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
EQ/Putnam Balanced Fund...............           14.48%

                                              YEARS ENDED DECEMBER 31,
                                        -------------------------------------
                                          1997         1996          1995
                                          ----         ----          ----
Alliance Growth Investors Fund........    16.87%      12.61%        26.92%
Alliance Balanced Fund................    15.06%      11.68%        20.32%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Merrill Lynch World Strategy Fund.....            4.71%

- -----------------------------------------
*Sales of Incentive Life Plus Original Series commenced on January 6, 1995.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

(b) There are no Separate  Account  asset  charges for this policy and therefore
    the gross and net rates of return  are the same.  The rate of return for the
    year ended December 31, 1995 indicated is not an annual rate of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-27

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*

FIXED INCOME SERIES:

                                               YEAR ENDED    AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                          ------------------------------------
                                                   1997           1996
                                                   ----           ----
ALLIANCE MONEY MARKET FUND
Gross return .........................             5.42%          5.33%
Net return ...........................             4.57%          2.98%

ALLIANCE INTERMEDIATE GOVERNMENT
SECURITIES
Gross return .........................             7.29%          3.78%
Net return ...........................             6.43%          4.49%

ALLIANCE QUALITY BOND FUND
Gross return .........................             9.14%          5.36%
Net return ...........................             8.27%          7.86%

ALLIANCE HIGH YIELD FUND
Gross return .........................            18.47%         22.89%
Net return ...........................            17.52%         13.90%

EQUITY SERIES:

                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
T. ROWE PRICE EQUITY INCOME FUND
Gross return .........................            22.11%
Net return ...........................            21.48%

EQ/PUTNAM GROWTH & INCOME
VALUE FUND
Gross return .........................            16.23%
Net return ...........................            13.87%


                                               YEAR ENDED     AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER  31,
                                        ---------------------------------------
                                                   1997            1996
                                                   ----            ----
ALLIANCE GROWTH & INCOME FUND
Gross return .........................            26.90%          20.09%
Net return ...........................            25.74%          15.63%

ALLIANCE EQUITY INDEX FUND
Gross return .........................            32.58%          22.39%
Net return ...........................            31.51%          16.25%



- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-28
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*


EQUITY SERIES (CONTINUED):


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
MERRILL LYNCH BASIC VALUE
EQUITY FUND
Gross return .........................            16.99%
Net return ...........................            16.40%


                                               YEAR ENDED     AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                  1997              1996
                                                  ----              ----
ALLIANCE COMMON STOCK FUND
Gross return .........................           29.40%            24.28%
Net return ...........................           28.18%            17.44%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
MFS RESEARCH FUND
Gross return .........................            16.07%
Net return ...........................            15.43%


                                                 YEAR ENDED    AUGUST 5(A) TO
                                                DECEMBER 31,     DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE GLOBAL FUND
Gross return .........................            11.66%           14.60%
Net return ...........................            10.65%            6.78%

ALLIANCE INTERNATIONAL FUND
Gross return .........................            (2.98)%           9.82%
Net return ...........................            (3.83)%           2.11%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
T. ROWE PRICE INTERNATIONAL STOCK FUND
Gross return .........................
                                                  (1.49)%
Net return ...........................            (2.03)%


                                         AUGUST 20(A) TO DECEMBER
                                                   31,
                                        ---------------------------

                                                   1997
MORGAN STANLEY EMERGING MARKETS
EQUITY FUND
Gross return .........................
                                                 (20.16)%
Net return ...........................           (20.43)%

- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-29

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*


EQUITY SERIES (CONCLUDED):

                                                 YEAR ENDED    AUGUST 5(A) TO
                                                DECEMBER 31,     DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE AGGRESSIVE STOCK FUND
Gross return .........................            10.94%           22.20%
Net return ...........................             9.92%            6.22%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
WARBURG PINCUS SMALL COMPANY
VALUE FUND
Gross return .........................            19.15%
Net return ...........................            18.49%

ALLIANCE SMALL CAP GROWTH FUND
Gross return .........................            26.74%
Net return ...........................            26.01%

MFS EMERGING GROWTH COMPANIES FUND
Gross return .........................            22.42%
Net return ...........................            21.78%

ASSET ALLOCATION SERIES:

                                               YEAR ENDED    AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                   1997            1996
                                                   ----            ----
ALLIANCE CONSERVATIVE INVESTORS FUND
Gross return .........................            13.25%           5.21%
Net return ...........................            12.32%           7.94%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
EQ/PUTNAM BALANCED FUND
Gross return .........................            14.38%
Net return ...........................            13.87%


                                                 YEAR ENDED   AUGUST 5(A) TO
                                                DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE GROWTH INVESTORS FUND
Gross return .........................            16.87%           12.61%
Net return ...........................            15.84%            9.38%

ALLIANCE BALANCED FUND
Gross return .........................            15.06%           11.68%
Net return ...........................            14.07%            8.67%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
MERRILL LYNCH WORLD STRATEGY FUND
Gross return .........................             4.70%
Net return ...........................             4.15%

- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-30
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+


NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SP-FLEX

<TABLE>
<CAPTION>

FIXED INCOME SERIES:
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%    3.56%    6.17%    8.24%     9.18%    7.32%
Net return................      3.54%    3.44%    3.86%    2.17%     1.13%    1.71%    4.29%    6.30%     7.24%    5.41%

<CAPTION>

                                                                                      APRIL 1(A) TO
ALLIANCE INTERMEDIATE                        YEARS ENDED DECEMBER 31,                  DECEMBER 31,
                              ------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1997     1996     1995      1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----         ----
<S>                             <C>      <C>     <C>      <C>         <C>     <C>         <C>
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%    5.60%       12.10%
Net return................      5.38%    1.91%   11.31%   (6.08)%     8.57%   3.71%       10.59%

<CAPTION>
                                                                              SEPTEMBER 1(A)
                                                                                    TO
                                         YEARS ENDED DECEMBER 31,               DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE QUALITY BOND FUND          1997           1996            1995            1994
- --------------------------          ----           ----            ----            ----
<S>                                <C>             <C>            <C>            <C>    
Gross return..............         9.14%           5.36%          17.02%         (2.20)%
Net return................         7.19%           3.47%          14.94%         (2.35)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              --------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>        <C>      <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%   12.31%   24.46%   (1.12)%    5.13%    9.73%
Net return................     16.35%   20.68%   17.79%   (4.52)%   20.96%   10.30%   22.25%   (2.89)%    3.26%    7.78%
</TABLE>

EQUITY SERIES:
                                                                 SEPTEMBER 1(A)
                                                                      TO
                                   YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              --------------------------------------------------
ALLIANCE GROWTH & INCOME FUND    1997        1996         1995       1994
- -----------------------------    ----        ----         ----       ----
Gross return..............      26.90%      20.09%       24.07%    (3.40)%
Net return................      24.50%      17.93%       21.87%    (3.55)%

ALLIANCE EQUITY INDEX FUND       1997        1996         1995       1994
- --------------------------       ----        ----         ----       ----
Gross return..............      32.58%      22.39%       36.48%    (2.54)%
Net return................      30.21%      20.19%       34.06%    (2.69)%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%    3.23%   37.87%   (8.12)%   25.59%   22.43%
Net return................     26.91%   22.04%   30.10%   (3.88)%   22.60%    1.38%   35.43%   (9.76)%   23.36%   20.26%

ALLIANCE GLOBAL FUND            1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%   (0.50)%  30.55%   (6.07)%   26.93%   10.88%
Net return................      9.56%   12.54%   16.70%    3.36%    29.77%   (2.28)%  28.23%   (7.75)%   24.67%     8.90%
</TABLE>

                                        YEARS ENDED           APRIL 3(A) TO
                                       DECEMBER 31,            DECEMBER 31,
                              ------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............        (3.05)%          9.82%          11.29%
Net return................        (4.78)%          7.84%           9.82%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND  1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------------  ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>     <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>
Gross return..............     10.94%   22.20%   31.63%   (3.81)%   16.77%   (3.16)%  86.86%    8.17%    43.50%    1.17 %
Net return................      8.83%   20.00%   29.30%   (5.53)%   14.67%   (4.89)%  83.54%    6.23%    40.95%   (0.66)%
</TABLE>

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-31
<PAGE>




THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONCLUDED)

DECEMBER 31, 1997

RATES OF RETURN (CONCLUDED)
SP-FLEX


ASSET ALLOCATION SERIES:
<TABLE>
<CAPTION>
                                                                              SEPTEMBER 1(A)
ALLIANCE CONSERVATIVE                    YEARS ENDED DECEMBER 31,                   TO
                                                                               DECEMBER 31,
                              ----------------------------------------------------------------
INVESTORS FUND                      1997           1996            1995            1994
- --------------                      ----           ----            ----            ----
<S>                                <C>             <C>            <C>            <C>    
Gross return..................     13.25%          5.21%          20.40%         (1.83)%
Net return....................     11.21%          3.32%          18.26%         (1.98)%

<CAPTION>
                                                                              SEPTEMBER 1(A)
                                         YEARS ENDED DECEMBER 31,                   TO
                                                                               DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND      1997           1996            1995            1994
- ------------------------------      ----           ----            ----            ----
<S>                                <C>            <C>             <C>            <C>    
Gross return..................     16.87%         12.61%          26.37%         (3.16)%
Net return....................     14.69%         10.58%          24.12%         (3.31)%

<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return.................. 15.06%   11.68%   19.75%   (8.02)%   12.28%    (2.83)% 41.27%    0.24 %   25.83%   13.27%
Net return.................... 12.94%    9.67%   17.62%   (9.66)%   10.31%    (4.57)% 38.75%   (1.56)%   23.59%   11.25%
</TABLE>

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

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The gross return and the net return for the periods  indicated are not
    annual rates of return.

+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.


                                     FSA-32

<PAGE>

February 10, 1998





                        Report of Independent Accountants


To the Board of Directors and Shareholders of
The Equitable Life Assurance Society of the United States

In our opinion,  the  accompanying  consolidated  balance sheets and the related
consolidated  statements of earnings,  of shareholder's equity and of cash flows
present  fairly,  in  all  material  respects,  the  financial  position  of The
Equitable  Life  Assurance  Society  of the United  States and its  subsidiaries
("Equitable  Life") at  December  31,  1997 and 1996,  and the  results of their
operations  and their cash flows for each of the three years in the period ended
December 31, 1997, in conformity with generally accepted accounting  principles.
These  financial   statements  are  the   responsibility   of  Equitable  Life's
management;  our  responsibility  is to express  an  opinion on these  financial
statements  based on our audits.  We conducted our audits of these statements in
accordance with generally accepted auditing standards which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements,  assessing the accounting  principles used and significant estimates
made by management and evaluating the overall financial statement  presentation.
We believe that our audits provide a reasonable basis for the opinion  expressed
above.

As discussed in Note 2 to the consolidated financial statements,  Equitable Life
changed its methods of accounting for long-duration participating life insurance
contracts and long-lived assets in 1996 and for loan impairments in 1995.




/s/ Price Waterhouse, LLP
- ---------------------------
    Price Waterhouse LLP
    New York, New York
    February 10, 1998



                                      F-1

<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
<S>                                                                            <C>                  <C>
ASSETS
Investments:
  Fixed maturities:
    Available for sale, at estimated fair value.............................   $    19,630.9        $    18,077.0
  Mortgage loans on real estate.............................................         2,611.4              3,133.0
  Equity real estate........................................................         2,749.2              3,297.5
  Policy loans..............................................................         2,422.9              2,196.1
  Other equity investments..................................................           951.5                860.6
  Investment in and loans to affiliates.....................................           731.1                685.0
  Other invested assets.....................................................           624.7                 25.4
                                                                              -----------------    -----------------
      Total investments.....................................................        29,721.7             28,274.6
Cash and cash equivalents...................................................           300.5                538.8
Deferred policy acquisition costs...........................................         3,236.6              3,104.9
Amounts due from discontinued operations....................................           572.8                996.2
Other assets................................................................         2,685.2              2,552.2
Closed Block assets.........................................................         8,566.6              8,495.0
Separate Accounts assets....................................................        36,538.7             29,646.1
                                                                              -----------------    -----------------

Total Assets................................................................   $    81,622.1        $    73,607.8
                                                                              =================    =================

LIABILITIES
Policyholders' account balances.............................................   $    21,579.5        $    21,865.6
Future policy benefits and other policyholder's liabilities.................         4,553.8              4,416.6
Short-term and long-term debt...............................................         1,991.2              1,766.9
Other liabilities...........................................................         3,257.1              2,785.1
Closed Block liabilities....................................................         9,073.7              9,091.3
Separate Accounts liabilities...............................................        36,306.3             29,598.3
                                                                              -----------------    -----------------
      Total liabilities.....................................................        76,761.6             69,523.8
                                                                              -----------------    -----------------

Commitments and contingencies (Notes 10, 12, 13, 14 and 15)

SHAREHOLDER'S EQUITY
Common stock, $1.25 par value 2.0 million shares authorized, issued
  and outstanding...........................................................             2.5                  2.5
Capital in excess of par value..............................................         3,105.8              3,105.8
Retained earnings...........................................................         1,235.9                798.7
Net unrealized investment gains.............................................           533.6                189.9
Minimum pension liability...................................................           (17.3)               (12.9)
                                                                              -----------------    -----------------
      Total shareholder's equity............................................         4,860.5              4,084.0
                                                                              -----------------    -----------------

Total Liabilities and Shareholder's Equity..................................   $    81,622.1        $    73,607.8
                                                                              =================    =================
</TABLE>



                 See Notes to Consolidated Financial Statements.

                                      F-2
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                       CONSOLIDATED STATEMENTS OF EARNINGS
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>

                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                             <C>                 <C>                <C>
REVENUES
Universal life and investment-type product policy fee
  income......................................................   $      950.6       $       874.0      $       788.2
Premiums......................................................          601.5               597.6              606.8
Net investment income.........................................        2,282.8             2,203.6            2,088.2
Investment (losses) gains, net................................          (45.2)               (9.8)               5.3
Commissions, fees and other income............................        1,227.2             1,081.8              897.1
Contribution from the Closed Block............................          102.5               125.0              143.2
                                                                -----------------  -----------------  -----------------

      Total revenues..........................................        5,119.4             4,872.2            4,528.8
                                                                -----------------  -----------------  -----------------

BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances..........        1,266.2             1,270.2            1,248.3
Policyholders' benefits.......................................          978.6             1,317.7            1,008.6
Other operating costs and expenses............................        2,203.9             2,075.7            1,775.8
                                                                -----------------  -----------------  -----------------

      Total benefits and other deductions.....................        4,448.7             4,663.6            4,032.7
                                                                -----------------  -----------------  -----------------

Earnings from continuing operations before Federal
  income taxes, minority interest and cumulative
  effect of accounting change.................................          670.7               208.6              496.1
Federal income taxes..........................................           91.5                 9.7              120.5
Minority interest in net income of consolidated subsidiaries..           54.8                81.7               62.8
                                                                -----------------  -----------------  -----------------
Earnings from continuing operations before cumulative
  effect of accounting change.................................          524.4               117.2              312.8
Discontinued operations, net of Federal income taxes..........          (87.2)              (83.8)               -
Cumulative effect of accounting change, net of Federal
  income taxes................................................            -                 (23.1)               -
                                                                -----------------  -----------------  -----------------

Net Earnings..................................................   $      437.2       $        10.3      $       312.8
                                                                =================  =================  =================
</TABLE>




                 See Notes to Consolidated Financial Statements.

                                      F-3
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                 CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<TABLE>
<CAPTION>
                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>
Common stock, at par value, beginning and end of year.........   $        2.5       $         2.5      $         2.5
                                                                -----------------  -----------------  -----------------

Capital in excess of par value, beginning and end of year.....        3,105.8             3,105.8            3,105.8
                                                                -----------------  -----------------  -----------------

Retained earnings, beginning of year..........................          798.7               788.4              475.6
Net earnings..................................................          437.2                10.3              312.8
                                                                -----------------  -----------------  -----------------
Retained earnings, end of year................................        1,235.9               798.7              788.4
                                                                -----------------  -----------------  -----------------

Net unrealized investment gains (losses), beginning of year...          189.9               396.5             (220.5)
Change in unrealized investment gains (losses)................          343.7              (206.6)             617.0
                                                                -----------------  -----------------  -----------------
Net unrealized investment gains, end of year..................          533.6               189.9              396.5
                                                                -----------------  -----------------  -----------------

Minimum pension liability, beginning of year..................          (12.9)              (35.1)              (2.7)
Change in minimum pension liability...........................           (4.4)               22.2              (32.4)
                                                                                                      -----------------
                                                                -----------------  -----------------
Minimum pension liability, end of year........................          (17.3)              (12.9)             (35.1)
                                                                -----------------  -----------------  -----------------

Total Shareholder's Equity, End of Year.......................   $    4,860.5       $     4,084.0      $     4,258.1
                                                                =================  =================  =================
</TABLE>

                 See Notes to Consolidated Financial Statements.


                                      F-4
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>

                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>
Net earnings..................................................   $      437.2       $        10.3      $       312.8
Adjustments  to  reconcile  net  earnings  to net  cash  provided  by  operating
  activities:
  Interest credited to policyholders' account balances........        1,266.2             1,270.2            1,248.3
  Universal life and investment-type product
    policy fee income.........................................         (950.6)             (874.0)            (788.2)
  Investment losses (gains)...................................           45.2                 9.8               (5.3)
  Change in Federal income tax payable........................          (74.4)             (197.1)             221.6
  Other, net..................................................          169.4               330.2               80.5
                                                                -----------------  -----------------  -----------------

Net cash provided by operating activities.....................          893.0               549.4            1,069.7
                                                                -----------------  -----------------  -----------------

Cash flows from investing activities:
  Maturities and repayments...................................        2,702.9             2,275.1            1,897.4
  Sales.......................................................       10,385.9             8,964.3            8,867.1
  Purchases...................................................      (13,205.4)          (12,559.6)         (11,675.5)
  (Increase) decrease in short-term investments...............         (555.0)              450.3              (99.3)
  Decrease in loans to discontinued operations................          420.1             1,017.0            1,226.9
  Sale of subsidiaries........................................          261.0                 -                  -
  Other, net..................................................         (612.6)             (281.0)            (413.4)
                                                                -----------------  -----------------  -----------------

Net cash used by investing activities.........................         (603.1)             (133.9)            (196.8)
                                                                -----------------  -----------------  -----------------

Cash flows from financing activities: Policyholders' account balances:
    Deposits..................................................        1,281.7             1,925.4            2,586.5
    Withdrawals...............................................       (1,886.8)           (2,385.2)          (2,657.1)
  Net increase (decrease) in short-term financings............          419.9                 (.3)             (16.4)
  Additions to long-term debt.................................           32.0                 -                599.7
  Repayments of long-term debt................................         (196.4)             (124.8)             (40.7)
  Payment of obligation to fund accumulated deficit of
    discontinued operations...................................          (83.9)                -             (1,215.4)
  Other, net..................................................          (94.7)              (66.5)             (48.4)
                                                                -----------------  -----------------  -----------------

Net cash used by financing activities.........................         (528.2)             (651.4)            (791.8)
                                                                -----------------  -----------------  -----------------

Change in cash and cash equivalents...........................         (238.3)             (235.9)              81.1
Cash and cash equivalents, beginning of year..................          538.8               774.7              693.6
                                                                -----------------  -----------------  -----------------

Cash and Cash Equivalents, End of Year........................   $      300.5       $       538.8      $       774.7
                                                                =================  =================  =================

Supplemental cash flow information
  Interest Paid...............................................   $      217.1       $       109.9      $        89.6
                                                                =================  =================  =================
  Income Taxes Paid (Refunded)................................   $      170.0       $       (10.0)     $       (82.7)
                                                                =================  =================  =================
</TABLE>
                 See Notes to Consolidated Financial Statements.

                                      F-5
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


 1)     ORGANIZATION

        The Equitable  Life Assurance  Society of the United States  ("Equitable
        Life")  is  a  wholly  owned  subsidiary  of  The  Equitable   Companies
        Incorporated  (the  "Holding   Company").   Equitable  Life's  insurance
        business  is  conducted  principally  by  Equitable  Life and,  prior to
        December 31, 1996, its wholly owned life insurance subsidiary, Equitable
        Variable Life Insurance Company  ("EVLICO").  Effective January 1, 1997,
        EVLICO was merged into Equitable  Life,  which  continues to conduct the
        Company's  insurance  business.  Equitable Life's investment  management
        business,  which comprises the Investment Services segment, is conducted
        principally  by  Alliance  Capital  Management  L.P.   ("Alliance")  and
        Donaldson,  Lufkin & Jenrette,  Inc. ("DLJ"),  an investment banking and
        brokerage  affiliate.  AXA-UAP ("AXA"),  a French holding company for an
        international   group  of  insurance  and  related  financial   services
        companies,   is  the  Holding  Company's  largest  shareholder,   owning
        approximately  58.7% at  December  31,  1997  (54.3%  if all  securities
        convertible  into,  and options on, common stock were to be converted or
        exercised).

 2)     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Basis of Presentation and Principles of Consolidation

        The  accompanying  consolidated  financial  statements  are  prepared in
        conformity with generally accepted accounting  principles ("GAAP") which
        require  management to make  estimates and  assumptions  that affect the
        reported  amounts of assets and liabilities and disclosure of contingent
        assets and  liabilities at the date of the financial  statements and the
        reported  amounts of revenues and expenses during the reporting  period.
        Actual results could differ from those estimates.

        The accompanying  consolidated financial statements include the accounts
        of  Equitable  Life  and its  wholly  owned  life  insurance  subsidiary
        (collectively,   the  "Insurance  Group");  non-insurance  subsidiaries,
        principally  Alliance,  an investment advisory subsidiary,  and, through
        June  10,  1997,  Equitable  Real  Estate  Investment  Management,  Inc.
        ("EREIM"), a real estate investment management subsidiary which was sold
        (see  Note 5);  and  those  partnerships  and  joint  ventures  in which
        Equitable Life or its subsidiaries  has control and a majority  economic
        interest  (collectively,  including its consolidated  subsidiaries,  the
        "Company").  The  Company's  investment in DLJ is reported on the equity
        basis of accounting.  Closed Block assets and liabilities and results of
        operations  are presented in the  consolidated  financial  statements as
        single  line  items  (see  Note  6).  Unless  specifically  stated,  all
        disclosures  contained  herein  supporting  the  consolidated  financial
        statements exclude the Closed Block related amounts.

        All  significant  intercompany   transactions  and  balances  have  been
        eliminated in  consolidation  other than  intercompany  transactions and
        balances with the Closed Block and the discontinued operations (see Note
        7).

        The years  "1997,"  "1996" and "1995" refer to the years ended  December
        31, 1997, 1996 and 1995, respectively.

        Certain  reclassifications  have been made in the amounts  presented for
        prior periods to conform these periods with the 1997 presentation.

        Closed Block

        As of July 22, 1992, Equitable Life established the Closed Block for the
        benefit of certain  classes of  individual  participating  policies  for
        which Equitable Life had a dividend scale payable in 1991 and which were
        in force on that date.  Assets were  allocated to the Closed Block in an
        amount which,  together with anticipated revenues from policies included
        in the Closed Block, was reasonably expected to be sufficient to support
        such  business,  including  provision  for  payment of  claims,  certain
        expenses and taxes,  and for  continuation of dividend scales payable in
        1991, assuming the experience underlying such scales continues.


                                      F-6
<PAGE>

        Assets  allocated to the Closed Block inure solely to the benefit of the
        holders of policies  included in the Closed Block and will not revert to
        the benefit of the Holding Company. No reallocation, transfer, borrowing
        or  lending  of assets can be made  between  the Closed  Block and other
        portions  of  Equitable  Life's  General  Account,  any of its  Separate
        Accounts or any affiliate of Equitable  Life without the approval of the
        New York  Superintendent  of Insurance  (the  "Superintendent").  Closed
        Block  assets and  liabilities  are carried on the same basis as similar
        assets and liabilities held in the General Account. The excess of Closed
        Block  liabilities  over Closed  Block  assets  represents  the expected
        future  post-tax  contribution  from the  Closed  Block  which  would be
        recognized  in income over the period the policies and  contracts in the
        Closed Block remain in force.

        Discontinued Operations

        Discontinued operations consist of the business of the former Guaranteed
        Interest   Contract   ("GIC")   segment   which   includes   the   Group
        Non-Participating  Wind-Up Annuities  ("Wind-Up  Annuities") and the GIC
        lines  of  business.  An  allowance  was  established  for  the  premium
        deficiency  reserve for Wind-Up Annuities and estimated future losses of
        the  GIC  line of  business.  Management  reviews  the  adequacy  of the
        allowance  each  quarter  and,  during the 1997 and 1996 fourth  quarter
        reviews,  the  allowance  for future  losses was  increased.  Management
        believes  the  allowance  for  future  losses at  December  31,  1997 is
        adequate to provide for all future losses; however, the determination of
        the allowance  continues to involve  numerous  estimates and  subjective
        judgments regarding the expected performance of Discontinued  Operations
        Investment  Assets.  There can be no assurance  the losses  provided for
        will not  differ  from the  losses  ultimately  realized.  To the extent
        actual  results or future  projections  of the  discontinued  operations
        differ  from   management's   current  best  estimates  and  assumptions
        underlying  the allowance for future  losses,  the  difference  would be
        reflected in the  consolidated  statements  of earnings in  discontinued
        operations.  In  particular,  to the extent  income,  sales proceeds and
        holding periods for equity real estate differ from management's previous
        assumptions,  periodic adjustments to the allowance are likely to result
        (see Note 7).

        Accounting Changes

        In 1996, the Company changed its method of accounting for  long-duration
        participating  life  insurance  contracts,  primarily  within the Closed
        Block,  in accordance  with the  provisions  prescribed by SFAS No. 120,
        "Accounting  and Reporting by Mutual Life Insurance  Enterprises  and by
        Insurance   Enterprises   for   Certain   Long-Duration    Participating
        Contracts".  (See "Deferred Policy Acquisition  Costs,"  "Policyholders'
        Account Balances and Future Policy Benefits" and Note 6.)

        The Company implemented SFAS No. 121,  "Accounting for the Impairment of
        Long-Lived  Assets and for  Long-Lived  Assets to Be Disposed Of," as of
        January 1, 1996.  SFAS No. 121  requires  long-lived  assets and certain
        identifiable  intangibles be reviewed for impairment  whenever events or
        changes in circumstances  indicate the carrying value of such assets may
        not be  recoverable.  Effective with SFAS No. 121's  adoption,  impaired
        real estate is written down to fair value with the impairment loss being
        included in investment gains (losses), net. Before implementing SFAS No.
        121,  valuation  allowances  on real estate held for the  production  of
        income were computed using the  forecasted  cash flows of the respective
        properties  discounted at a rate equal to The Equitable's cost of funds.
        The  adoption of the  statement  resulted  in the  release of  valuation
        allowances of $152.4  million and  recognition  of impairment  losses of
        $144.0 million on real estate held for production of income. Real estate
        which management has committed to disposing of by sale or abandonment is
        classified  as real estate held for sale.  Valuation  allowances on real
        estate  held  for  sale  continue  to be  computed  using  the  lower of
        depreciated  cost or estimated  fair value,  net of  disposition  costs.
        Implementation of the SFAS No. 121 impairment  requirements  relative to
        other  assets to be disposed of resulted in a charge for the  cumulative
        effect of an accounting change of $23.1 million, net of a Federal income
        tax  benefit of $12.4  million,  due to the  writedown  to fair value of
        building improvements relating to facilities vacated in 1996.

        In the  first  quarter  of 1995,  the  Company  adopted  SFAS  No.  114,
        "Accounting  by Creditors  for  Impairment  of a Loan".  Impaired  loans
        within  SFAS No.  114's  scope are to be  measured  based on the present
        value of expected future cash flows  discounted at the loan's  effective
        interest rate, at the loan's  observable  market price or the fair value
        of the collateral if the loan is collateral  dependent.  The adoption of
        this  statement  did not  have a  material  effect  on the  level of the
        allowances  for  possible  losses  or  on  the  Company's   consolidated
        statements of earnings and shareholder's equity.

                                      F-7
<PAGE>

        New Accounting Pronouncements

        In January  1998,  the Financial  Accounting  Standards  Board  ("FASB")
        issued SFAS No. 132,  "Employers'  Disclosures  about  Pension and Other
        Postretirement   Benefits,"   which  revises   current  note  disclosure
        requirements for employers' pension and other retiree benefits. SFAS No.
        132 is effective for fiscal years beginning after December 15, 1997. The
        Company  will  adopt  the  provisions  of  SFAS  No.  132  in  the  1998
        consolidated financial statements.

        In December 1997, the American Institute of Certified Public Accountants
        ("AICPA")  issued  Statement of Position  ("SOP") 97-3,  "Accounting  by
        Insurance and Other Enterprises for Insurance-Related  Assessments". SOP
        97-3 provides guidance for assessments  related to insurance  activities
        and  requirements  for  disclosure of certain  information.  SOP 97-3 is
        effective for financial  statements  issued for periods  beginning after
        December 31, 1998. Restatement of previously issued financial statements
        is not required.  SOP 97-3 is not expected to have a material  impact on
        the Company's consolidated financial statements.

        In June 1997, the FASB issued SFAS No. 131,  "Disclosures about Segments
        of an  Enterprise  and Related  Information".  SFAS No. 131  establishes
        standards for the way public  business  enterprises  report  information
        about  operating  segments  in annual and interim  financial  statements
        issued  to  shareholders.  It also  establishes  standards  for  related
        disclosures  about  products and  services,  geographic  areas and major
        customers.  Generally,  financial  information  will be  required  to be
        reported  on  the  basis  used  by  management  for  evaluating  segment
        performance and for deciding how to allocate resources to segments. This
        statement is effective  for fiscal years  beginning  after  December 15,
        1997 and need not be applied to interim reporting in the initial year of
        adoption.  Restatement of comparative information for earlier periods is
        required.  Management is currently  reviewing its definition of business
        segments in light of the requirements of SFAS No. 131.

        In June 1997,  the FASB issued SFAS No.  130,  "Reporting  Comprehensive
        Income". SFAS No. 130 establishes standards for reporting and displaying
        comprehensive income and its components in a full set of general purpose
        financial  statements.  SFAS No. 130 requires an  enterprise to classify
        items of other  comprehensive  income  by their  nature  in a  financial
        statement  and display the  accumulated  balance of other  comprehensive
        income separately from retained earnings and additional  paid-in capital
        in the  equity  section  of a  statement  of  financial  position.  This
        statement is effective  for fiscal years  beginning  after  December 15,
        1997.  Reclassification  of  financial  statements  for earlier  periods
        provided for  comparative  purposes is required.  The Company will adopt
        the  provisions  of SFAS  No.  130 in its  1998  consolidated  financial
        statements.

        In June 1996,  the FASB issued SFAS No. 125,  "Accounting  for Transfers
        and Servicing of Financial Assets and  Extinguishments  of Liabilities".
        SFAS No. 125 specifies the  accounting  and reporting  requirements  for
        transfers  of financial  assets,  the  recognition  and  measurement  of
        servicing  assets and  liabilities and  extinguishments  of liabilities.
        SFAS No. 125 is effective for transactions  occurring after December 31,
        1996 and is to be applied  prospectively.  In  December  1996,  the FASB
        issued  SFAS  No.  127,  "Deferral  of the  Effective  Date  of  Certain
        Provisions  of FASB  Statement  No.  125," which defers for one year the
        effective  date  of  provisions   relating  to  secured  borrowings  and
        collateral and transfers of financial assets that are part of repurchase
        agreements,  dollar-roll,  securities lending and similar  transactions.
        Implementation of SFAS No. 125 did not have nor is SFAS No. 127 expected
        to  have a  material  impact  on the  Company's  consolidated  financial
        statements.

        Valuation of Investments

        Fixed  maturities  identified  as  available  for sale are  reported  at
        estimated fair value. The amortized cost of fixed maturities is adjusted
        for impairments in value deemed to be other than temporary.

        Valuation  allowances are netted  against the asset  categories to which
        they apply.


                                      F-8
<PAGE>

        Mortgage loans on real estate are stated at unpaid  principal  balances,
        net  of  unamortized  discounts  and  valuation  allowances.   Valuation
        allowances are based on the present value of expected  future cash flows
        discounted  at  the  loan's  original  effective  interest  rate  or the
        collateral  value  if the  loan is  collateral  dependent.  However,  if
        foreclosure  is or becomes  probable,  the  measurement  method  used is
        collateral value.

        Real estate,  including real estate acquired in satisfaction of debt, is
        stated at  depreciated  cost less valuation  allowances.  At the date of
        foreclosure (including in-substance  foreclosure),  real estate acquired
        in satisfaction of debt is valued at estimated fair value. Impaired real
        estate is  written  down to fair value  with the  impairment  loss being
        included in investment gains (losses), net. Valuation allowances on real
        estate held for sale are computed using the lower of depreciated cost or
        current estimated fair value, net of disposition costs.  Depreciation is
        discontinued on real estate held for sale. Prior to the adoption of SFAS
        No. 121,  valuation  allowances  on real estate held for  production  of
        income were computed using the  forecasted  cash flows of the respective
        properties discounted at a rate equal to the Company's cost of funds.

        Policy loans are stated at unpaid principal balances.

        Partnerships  and joint venture  interests in which the Company does not
        have control or a majority  economic interest are reported on the equity
        basis of accounting  and are included  either with equity real estate or
        other equity investments, as appropriate.

        Common  stocks are carried at  estimated  fair value and are included in
        other equity investments.

        Short-term  investments are stated at amortized cost which  approximates
        fair value and are included with other invested assets.

        Cash and cash equivalents  includes cash on hand, amounts due from banks
        and highly liquid debt instruments  purchased with an original  maturity
        of three months or less.

        All securities are recorded in the consolidated  financial statements on
        a trade date basis.

        Net Investment Income,  Investment Gains, Net and Unrealized  Investment
        Gains (Losses)

        Net   investment   income  and  realized   investment   gains   (losses)
        (collectively,  "investment  results") related to certain  participating
        group annuity contracts which are passed through to the  contractholders
        are reflected as interest credited to policyholders' account balances.

        Realized   investment   gains   (losses)  are   determined  by  specific
        identification  and are presented as a component of revenue.  Changes in
        valuation allowances are included in investment gains or losses.

        Unrealized investment gains and losses on fixed maturities available for
        sale and equity  securities  held by the Company are  accounted for as a
        separate  component of  shareholder's  equity,  net of related  deferred
        Federal income taxes, amounts  attributable to discontinued  operations,
        participating  group annuity  contracts and deferred policy  acquisition
        costs ("DAC") related to universal life and investment-type products and
        participating traditional life contracts.

        Recognition of Insurance Income and Related Expenses

        Premiums from universal life and investment-type  contracts are reported
        as deposits to  policyholders'  account  balances.  Revenues  from these
        contracts   consist  of  amounts  assessed  during  the  period  against
        policyholders'   account   balances  for   mortality   charges,   policy
        administration charges and surrender charges. Policy benefits and claims
        that are  charged to expense  include  benefit  claims  incurred  in the
        period in excess of related policyholders' account balances.


                                      F-9
<PAGE>

        Premiums from participating and  non-participating  traditional life and
        annuity  policies with life  contingencies  generally are  recognized as
        income when due.  Benefits  and expenses are matched with such income so
        as to  result  in the  recognition  of  profits  over  the  life  of the
        contracts.  This match is  accomplished  by means of the  provision  for
        liabilities  for future policy  benefits and the deferral and subsequent
        amortization of policy acquisition costs.

        For  contracts  with a single  premium  or a limited  number of  premium
        payments due over a  significantly  shorter period than the total period
        over which  benefits are provided,  premiums are recorded as income when
        due with any  excess  profit  deferred  and  recognized  in  income in a
        constant  relationship  to  insurance  in force or, for  annuities,  the
        amount of expected future benefit payments.

        Premiums from individual  health contracts are recognized as income over
        the period to which the premiums  relate in  proportion to the amount of
        insurance protection provided.

        Deferred Policy Acquisition Costs

        The  costs  of  acquiring   new   business,   principally   commissions,
        underwriting,  agency and policy issue expenses,  all of which vary with
        and  are  primarily  related  to the  production  of new  business,  are
        deferred. DAC is subject to recoverability testing at the time of policy
        issue and loss recognition testing at the end of each accounting period.

        For  universal  life  products  and  investment-type  products,  DAC  is
        amortized  over the expected  total life of the contract  group (periods
        ranging  from  15 to 35  years  and 5 to 17  years,  respectively)  as a
        constant  percentage of estimated gross profits arising principally from
        investment results,  mortality and expense margins and surrender charges
        based on historical and anticipated  future  experience,  updated at the
        end of each accounting  period. The effect on the amortization of DAC of
        revisions  to  estimated  gross  profits is reflected in earnings in the
        period such estimated  gross profits are revised.  The effect on the DAC
        asset that would result from realization of unrealized gains (losses) is
        recognized  with an offset to unrealized  gains (losses) in consolidated
        shareholder's equity as of the balance sheet date.

        For participating  traditional life policies (substantially all of which
        are in the Closed Block),  DAC is amortized over the expected total life
        of the contract group (40 years) as a constant  percentage  based on the
        present  value of the  estimated  gross  margin  amounts  expected to be
        realized  over the life of the contracts  using the expected  investment
        yield. At December 31, 1997, the expected  investment  yield,  excluding
        policy  loans,  generally  ranged from 7.53%  grading to 7.92% over a 20
        year period.  Estimated gross margin includes  anticipated  premiums and
        investment results less claims and administrative  expenses,  changes in
        the  net  level  premium  reserve  and  expected   annual   policyholder
        dividends.  The  effect  on the  amortization  of DAC  of  revisions  to
        estimated  gross  margins is  reflected  in  earnings in the period such
        estimated  gross  margins are revised.  The effect on the DAC asset that
        would result from realization of unrealized gains (losses) is recognized
        with  an  offset  to   unrealized   gains   (losses)   in   consolidated
        shareholder's equity as of the balance sheet date.

        For  non-participating  traditional  life and annuity policies with life
        contingencies,  DAC is amortized in proportion to anticipated  premiums.
        Assumptions  as to  anticipated  premiums  are  estimated at the date of
        policy  issue  and  are  consistently  applied  during  the  life of the
        contracts.   Deviations  from  estimated  experience  are  reflected  in
        earnings in the period such deviations  occur. For these contracts,  the
        amortization periods generally are for the total life of the policy.

        For  individual  health  benefit  insurance,  DAC is amortized  over the
        expected  average  life of the  contracts  (10 years  for major  medical
        policies  and  20  years  for  disability  income  ("DI")  products)  in
        proportion to anticipated premium revenue at time of issue.

        Policyholders' Account Balances and Future Policy Benefits

        Policyholders'  account balances for universal life and  investment-type
        contracts are equal to the policy  account  values.  The policy  account
        values  represents  an  accumulation  of  gross  premium  payments  plus
        credited interest less expense and mortality charges and withdrawals.


                                      F-10
<PAGE>

        For  participating  traditional  life  policies,  future policy  benefit
        liabilities are calculated using a net level premium method on the basis
        of actuarial assumptions equal to guaranteed mortality and dividend fund
        interest  rates.  The  liability  for annual  dividends  represents  the
        accrual of annual dividends  earned.  Terminal  dividends are accrued in
        proportion to gross margins over the life of the contract.

        For non-participating traditional life insurance policies, future policy
        benefit  liabilities  are estimated  using a net level premium method on
        the basis of actuarial  assumptions  as to  mortality,  persistency  and
        interest established at policy issue.  Assumptions established at policy
        issue as to mortality and persistency are based on the Insurance Group's
        experience  which,  together  with  interest  and  expense  assumptions,
        include a margin for adverse deviation.  When the liabilities for future
        policy benefits plus the present value of expected future gross premiums
        for a product are  insufficient  to provide for expected  future  policy
        benefits  and  expenses  for  that  product,  DAC  is  written  off  and
        thereafter,  if required, a premium deficiency reserve is established by
        a charge to earnings.  Benefit  liabilities  for  traditional  annuities
        during the accumulation period are equal to accumulated contractholders'
        fund balances and after  annuitization are equal to the present value of
        expected  future  payments.  Interest  rates used in  establishing  such
        liabilities range from 2.25% to 11.5% for life insurance liabilities and
        from 2.25% to 13.5% for annuity liabilities.

        During  the  fourth  quarter  of  1996,  a  loss  recognition  study  of
        participating group annuity contracts and conversion annuities ("Pension
        Par") was completed  which  included  management's  revised  estimate of
        assumptions,  such as expected mortality and future investment  returns.
        The  study's  results   prompted   management  to  establish  a  premium
        deficiency reserve which decreased  earnings from continuing  operations
        and net earnings by $47.5 million ($73.0 million pre-tax).

        Individual  health  benefit  liabilities  for active lives are estimated
        using  the  net  level  premium  method  and  assumptions  as to  future
        morbidity,  withdrawals and interest.  Benefit  liabilities for disabled
        lives are  estimated  using the  present  value of  benefits  method and
        experience assumptions as to claim terminations, expenses and interest.

        During  the  fourth  quarter  of  1996,  the  Company  completed  a loss
        recognition  study of the DI business  which  incorporated  management's
        revised  estimates  of  future  experience  with  regard  to  morbidity,
        investment  returns,   claims  and  administration  expenses  and  other
        factors.  The study  indicated DAC was not  recoverable and the reserves
        were  not  sufficient.  Earnings  from  continuing  operations  and  net
        earnings  decreased  by $208.0  million  ($320.0  million  pre-tax) as a
        result of  strengthening  DI reserves by $175.0  million and writing off
        unamortized DAC of $145.0 million related to DI products issued prior to
        July 1993. The determination of DI reserves requires making  assumptions
        and estimates relating to a variety of factors,  including morbidity and
        interest  rates,  claims  experience and lapse rates based on then known
        facts and circumstances. Such factors as claim incidence and termination
        rates can be affected by changes in the economic,  legal and  regulatory
        environments and work ethic.  While management  believes its DI reserves
        have been calculated on a reasonable  basis and are adequate,  there can
        be no  assurance  reserves  will be  sufficient  to  provide  for future
        liabilities.


                                      F-11
<PAGE>

        Claim  reserves and associated  liabilities  for individual DI and major
        medical  policies were $886.7 million and $869.4 million at December 31,
        1997 and  1996,  respectively.  Incurred  benefits  (benefits  paid plus
        changes in claim reserves) and benefits paid for individual DI and major
        medical  policies   (excluding   reserve   strengthening  in  1996)  are
        summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Incurred benefits related to current year..........  $       190.2       $      189.0       $      176.0
        Incurred benefits related to prior years...........            2.1               69.1               67.8
                                                            -----------------   ----------------   -----------------
        Total Incurred Benefits............................  $       192.3       $      258.1       $      243.8
                                                            =================   ================   =================

        Benefits paid related to current year..............  $        28.8       $       32.6       $       37.0
        Benefits paid related to prior years...............          146.2              153.3              137.8
                                                            -----------------   ----------------   -----------------
        Total Benefits Paid................................  $       175.0       $      185.9       $      174.8
                                                            =================   ================   =================
</TABLE>

        Policyholders' Dividends

        The amount of  policyholders'  dividends to be paid (including  those on
        policies  included  in the  Closed  Block)  is  determined  annually  by
        Equitable   Life's  board  of  directors.   The   aggregate   amount  of
        policyholders'  dividends  is  related  to actual  interest,  mortality,
        morbidity  and expense  experience  for the year and  judgment as to the
        appropriate level of statutory surplus to be retained by Equitable Life.

        At December 31, 1997,  participating  policies,  including  those in the
        Closed Block, represent  approximately 21.2% ($50.2 billion) of directly
        written life insurance in force, net of amounts ceded.

        Federal Income Taxes

        The  Company  files a  consolidated  Federal  income tax return with the
        Holding  Company  and its  consolidated  subsidiaries.  Current  Federal
        income  taxes are charged or credited to  operations  based upon amounts
        estimated to be payable or recoverable as a result of taxable operations
        for the current year.  Deferred  income tax assets and  liabilities  are
        recognized based on the difference between financial  statement carrying
        amounts  and income tax bases of assets and  liabilities  using  enacted
        income tax rates and laws.

        Separate Accounts

        Separate  Accounts are established in conformity with the New York State
        Insurance Law and generally are not  chargeable  with  liabilities  that
        arise from any other business of the Insurance Group.  Separate Accounts
        assets  are  subject to General  Account  claims  only to the extent the
        value of such assets exceeds Separate Accounts liabilities.

        Assets  and  liabilities  of the  Separate  Accounts,  representing  net
        deposits  and  accumulated  net  investment  earnings  less  fees,  held
        primarily  for  the  benefit  of  contractholders,  and  for  which  the
        Insurance Group does not bear the investment risk, are shown as separate
        captions in the consolidated  balance sheets.  The Insurance Group bears
        the investment risk on assets held in one Separate  Account,  therefore,
        such assets are carried on the same basis as similar  assets held in the
        General Account  portfolio.  Assets held in the other Separate  Accounts
        are carried at quoted  market  values or,  where  quoted  values are not
        available,  at  estimated  fair values as  determined  by the  Insurance
        Group.

        The investment results of Separate Accounts on which the Insurance Group
        does not bear the  investment  risk are  reflected  directly in Separate
        Accounts  liabilities.  For 1997, 1996 and 1995,  investment  results of
        such  Separate  Accounts  were $3,411.1  million,  $2,970.6  million and
        $1,963.2 million, respectively.

                                      F-12
<PAGE>

        Deposits to Separate  Accounts  are  reported as  increases  in Separate
        Accounts liabilities and are not reported in revenues. Mortality, policy
        administration  and  surrender  charges  on all  Separate  Accounts  are
        included in revenues.

        Employee Stock Option Plan

        The Company  accounts for stock  option  plans  sponsored by the Holding
        Company,   DLJ  and  Alliance  in  accordance  with  the  provisions  of
        Accounting  Principles  Board Opinion  ("APB") No. 25,  "Accounting  for
        Stock Issued to Employees," and related  interpretations.  In accordance
        with the opinion,  compensation expense is recorded on the date of grant
        only if the current  market price of the  underlying  stock  exceeds the
        exercise  price.  See  Note  21 for the pro  forma  disclosures  for the
        Holding Company,  DLJ and Alliance required by SFAS No. 123, "Accounting
        for Stock-Based Compensation".

 3)     INVESTMENTS

        The following tables provide  additional  information  relating to fixed
        maturities and equity securities:
<TABLE>
<CAPTION>

                                                                        Gross               Gross
                                                   Amortized          Unrealized         Unrealized          Estimated
                                                      Cost              Gains              Losses            Fair Value
                                                -----------------  -----------------   ----------------   -----------------
                                                                              (In Millions)
       <S>                                      <C>                <C>                 <C>                <C>
        December 31, 1997
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    14,230.3      $       785.0       $       74.5       $    14,940.8
            Mortgage-backed....................        1,702.8               23.5                1.3             1,725.0
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,583.2               83.9                 .6             1,666.5
            States and political subdivisions..          673.0                6.8                 .1               679.7
            Foreign governments................          442.4               44.8                2.0               485.2
            Redeemable preferred stock.........          128.0                6.7                1.0               133.7
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    18,759.7      $       950.7       $       79.5       $    19,630.9
                                                =================  =================   ================   =================
        Equity Securities:
          Common stock.........................  $       408.4      $        48.7       $       15.0       $       442.1
                                                =================  =================   ================   =================
        December 31, 1996
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    13,645.2      $       451.5       $      121.0       $    13,975.7
            Mortgage-backed....................        2,015.9               11.2               20.3             2,006.8
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,539.4               39.2               19.3             1,559.3
            States and political subdivisions..           77.0                4.5                -                  81.5
            Foreign governments................          302.6               18.0                2.2               318.4
            Redeemable preferred stock.........          139.1                3.3                7.1               135.3
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    17,719.2      $       527.7       $      169.9       $    18,077.0
                                                =================  =================   ================   =================
        Equity Securities:
          Common stock.........................  $       362.0      $        49.3       $       17.7       $       393.6
                                                =================  =================   ================   =================
</TABLE>

                                      F-13
<PAGE>

        For publicly traded fixed  maturities and equity  securities,  estimated
        fair  value  is  determined  using  quoted  market  prices.   For  fixed
        maturities without a readily ascertainable market value, the Company has
        determined  an  estimated  fair  value  using  a  discounted  cash  flow
        approach,  including  provisions for credit risk, generally based on the
        assumption  such  securities  will be held to maturity.  Estimated  fair
        values for equity  securities,  substantially all of which do not have a
        readily ascertainable market value, have been determined by the Company.
        Such estimated fair values do not  necessarily  represent the values for
        which  these  securities  could  have  been  sold  at the  dates  of the
        consolidated  balance sheets. At December 31, 1997 and 1996,  securities
        without a readily ascertainable market value having an amortized cost of
        $3,759.2 million and $3,915.7 million,  respectively, had estimated fair
        values of $3,903.9 million and $4,024.6 million, respectively.

        The contractual maturity of bonds at December 31, 1997 is shown below:
<TABLE>
<CAPTION>

                                                                                        Available for Sale
                                                                                ------------------------------------
                                                                                   Amortized          Estimated
                                                                                     Cost             Fair Value
                                                                                ----------------   -----------------
                                                                                           (In Millions)
       <S>                                                                       <C>                <C>
        Due in one year or less................................................  $      149.9       $      151.3
        Due in years two through five..........................................       2,962.8            3,025.2
        Due in years six through ten...........................................       6,863.9            7,093.0
        Due after ten years....................................................       6,952.3            7,502.7
        Mortgage-backed securities.............................................       1,702.8            1,725.0
                                                                                ----------------   -----------------
        Total..................................................................  $   18,631.7       $   19,497.2
                                                                                ================   =================
</TABLE>

        Bonds not due at a single  maturity date have been included in the above
        table in the year of final maturity.  Actual maturities will differ from
        contractual  maturities  because borrowers may have the right to call or
        prepay obligations with or without call or prepayment penalties.

        The  Insurance  Group's fixed  maturity  investment  portfolio  includes
        corporate high yield  securities  consisting of public high yield bonds,
        redeemable  preferred  stocks and directly  negotiated debt in leveraged
        buyout  transactions.  The Insurance  Group seeks to minimize the higher
        than normal credit risks  associated  with such securities by monitoring
        the total  investments  in any single  issuer or total  investment  in a
        particular  industry  group.  Certain  of  these  corporate  high  yield
        securities are classified as other than investment  grade by the various
        rating  agencies,  i.e., a rating below Baa or National  Association  of
        Insurance Commissioners ("NAIC") designation of 3 (medium grade), 4 or 5
        (below  investment  grade) or 6 (in or near  default).  At December  31,
        1997,  approximately 17.85% of the $18,610.6 million aggregate amortized
        cost of bonds held by the  Insurance  Group were  considered to be other
        than investment grade.

        In addition to its  holdings of  corporate  high yield  securities,  the
        Insurance Group is an equity investor in limited  partnership  interests
        which  primarily  invest  in  securities  considered  to be  other  than
        investment grade.

        Fixed maturity  investments with  restructured or modified terms are not
        material.

                                      F-14
<PAGE>

        Investment valuation allowances and changes thereto are shown below:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Balances, beginning of year........................  $       137.1       $      325.3       $      284.9
        SFAS No. 121 release...............................            -               (152.4)               -
        Additions charged to income........................          334.6              125.0              136.0
        Deductions for writedowns and
          asset dispositions...............................          (87.2)            (160.8)             (95.6)
                                                            -----------------   ----------------   -----------------
        Balances, End of Year..............................  $       384.5       $      137.1       $      325.3
                                                            =================   ================   =================

        Balances, end of year comprise:
          Mortgage loans on real estate....................  $        55.8       $       50.4       $       65.5
          Equity real estate...............................          328.7               86.7              259.8
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       384.5       $      137.1       $      325.3
                                                            =================   ================   =================
</TABLE>

        At December 31, 1997, the carrying  values of  investments  held for the
        production  of income  which were  non-income  producing  for the twelve
        months preceding the consolidated  balance sheet date were $12.6 million
        of fixed maturities and $.9 million of mortgage loans on real estate.

        At  December  31,  1997 and 1996,  mortgage  loans on real  estate  with
        scheduled payments 60 days (90 days for agricultural  mortgages) or more
        past due or in  foreclosure  (collectively,  "problem  mortgage loans on
        real  estate") had an  amortized  cost of $23.4  million  (0.9% of total
        mortgage loans on real estate) and $12.4 million (0.4% of total mortgage
        loans on real estate), respectively.

        The payment terms of mortgage loans on real estate may from time to time
        be  restructured or modified.  The investment in  restructured  mortgage
        loans on real  estate,  based on  amortized  cost,  amounted  to  $183.4
        million and $388.3 million at December 31, 1997 and 1996,  respectively.
        Gross interest income on restructured mortgage loans on real estate that
        would have been recorded in accordance  with the original  terms of such
        loans  amounted to $17.2  million,  $35.5  million and $52.1  million in
        1997, 1996 and 1995, respectively.  Gross interest income on these loans
        included  in net  investment  income  aggregated  $12.7  million,  $28.2
        million and $37.4 million in 1997, 1996 and 1995, respectively.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                         December 31,
                                                                            ----------------------------------------
                                                                                   1997                 1996
                                                                            -------------------  -------------------
                                                                                         (In Millions)
        <S>                                                                  <C>                 <C>
        Impaired mortgage loans with provision for losses..................  $        196.7       $        340.0
        Impaired mortgage loans without provision for losses...............             3.6                122.3
                                                                            -------------------  -------------------
        Recorded investment in impaired mortgage loans.....................           200.3                462.3
        Provision for losses...............................................           (51.8)               (46.4)
                                                                            -------------------  -------------------
        Net Impaired Mortgage Loans........................................  $        148.5       $        415.9
                                                                            ===================  ===================
</TABLE>
        Impaired mortgage loans without provision for losses are loans where the
        fair value of the  collateral  or the net present  value of the expected
        future cash flows  related to the loan  equals or exceeds  the  recorded
        investment.  Interest income earned on loans where the collateral  value
        is used to measure  impairment  is recorded  on a cash  basis.  Interest
        income  on loans  where the  present  value  method  is used to  measure
        impairment  is accrued on the net  carrying  value amount of the loan at
        the  interest  rate used to  discount  the cash  flows.  Changes  in the
        present  value  attributable  to  changes  in the  amount  or  timing of
        expected cash flows are reported as investment gains or losses.

                                      F-15
<PAGE>

        During 1997, 1996 and 1995, respectively, the Company's average recorded
        investment in impaired mortgage loans was $246.9 million, $552.1 million
        and  $429.0  million.  Interest  income  recognized  on  these  impaired
        mortgage  loans totaled $15.2  million,  $38.8 million and $27.9 million
        ($2.3  million,  $17.9  million and $13.4  million  recognized on a cash
        basis) for 1997, 1996 and 1995, respectively.

        The Insurance Group's investment in equity real estate is through direct
        ownership  and through  investments  in real estate joint  ventures.  At
        December  31, 1997 and 1996,  the  carrying  value of equity real estate
        held  for  sale  amounted  to  $1,023.5   million  and  $345.6  million,
        respectively.  For 1997,  1996 and 1995,  respectively,  real  estate of
        $152.0  million,  $58.7  million  and  $35.3  million  was  acquired  in
        satisfaction  of debt. At December 31, 1997 and 1996,  the Company owned
        $693.3 million and $771.7 million, respectively, of real estate acquired
        in satisfaction of debt.

        Depreciation of real estate is computed using the  straight-line  method
        over the estimated useful lives of the properties, which generally range
        from 40 to 50 years.  Accumulated depreciation on real estate was $541.1
        million and $587.5 million at December 31, 1997 and 1996,  respectively.
        Depreciation expense on real estate totaled $74.9 million, $91.8 million
        and $121.7 million for 1997, 1996 and 1995, respectively.

 4)     JOINT VENTURES AND PARTNERSHIPS

        Summarized combined financial information for real estate joint ventures
        (29 and 34  individual  ventures  as of  December  31,  1997  and  1996,
        respectively) and for limited partnership  interests accounted for under
        the equity  method,  in which the  Company  has an  investment  of $10.0
        million  or  greater  and an equity  interest  of 10% or  greater  is as
        follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)

        <S>                                                                      <C>                <C>
        BALANCE SHEETS
        Investments in real estate, at depreciated cost........................  $    1,700.9       $    1,883.7
        Investments in securities, generally at estimated fair value...........       1,374.8            2,430.6
        Cash and cash equivalents..............................................         105.4               98.0
        Other assets...........................................................         584.9              427.0
                                                                                ----------------   -----------------
        Total Assets...........................................................  $    3,766.0       $    4,839.3
                                                                                ================   =================

        Borrowed funds - third party...........................................  $      493.4       $    1,574.3
        Borrowed funds - the Company...........................................          31.2              137.9
        Other liabilities......................................................         284.0              415.8
                                                                                ----------------   -----------------
        Total liabilities......................................................         808.6            2,128.0
                                                                                ----------------   -----------------

        Partners' capital......................................................       2,957.4            2,711.3
                                                                                ----------------   -----------------

        Total Liabilities and Partners' Capital................................  $    3,766.0       $    4,839.3
                                                                                ================   =================

        Equity in partners' capital included above.............................  $      568.5       $      806.8
        Equity in limited partnership interests not included above.............         331.8              201.8
        Other..................................................................           4.3                9.8
                                                                                ----------------   -----------------
        Carrying Value.........................................................  $      904.6       $    1,018.4
                                                                                ================   =================
</TABLE>

                                      F-16
<PAGE>

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                <C>
        STATEMENTS OF EARNINGS
        Revenues of real estate joint ventures.............  $       310.5       $      348.9       $      463.5
        Revenues of other limited partnership interests....          506.3              386.1              242.3
        Interest expense - third party.....................          (91.8)            (111.0)            (135.3)
        Interest expense - the Company.....................           (7.2)             (30.0)             (41.0)
        Other expenses.....................................         (263.6)            (282.5)            (397.7)
                                                            -----------------   ----------------   -----------------
        Net Earnings.......................................  $       454.2       $      311.5       $      131.8
                                                            =================   ================   =================

        Equity in net earnings included above..............  $        76.7       $       73.9       $       49.1
        Equity in net earnings of limited partnerships
          interests not included above.....................           69.5               35.8               44.8
        Other..............................................            (.9)                .9                1.0
                                                                                                   -----------------
                                                            -----------------   ----------------   -----------------
        Total Equity in Net Earnings.......................  $       145.3       $      110.6       $       94.9
                                                            =================   ================   =================
</TABLE>

 5)     NET INVESTMENT INCOME AND INVESTMENT GAINS (LOSSES)

        The sources of net investment income are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Fixed maturities...................................  $     1,459.4       $    1,307.4       $    1,151.1
        Mortgage loans on real estate......................          260.8              303.0              329.0
        Equity real estate.................................          390.4              442.4              560.4
        Other equity investments...........................          156.9              122.0               76.9
        Policy loans.......................................          177.0              160.3              144.4
        Other investment income............................          181.7              217.4              273.0
                                                            -----------------   ----------------   -----------------

          Gross investment income..........................        2,626.2            2,552.5            2,534.8
                                                            -----------------   ----------------   -----------------

          Investment expenses..............................          343.4              348.9              446.6
                                                            -----------------   ----------------   -----------------

        Net Investment Income..............................  $     2,282.8       $    2,203.6       $    2,088.2
                                                            =================   ================   =================
</TABLE>

        Investment  gains  (losses),  net,  including  changes in the  valuation
        allowances, are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Fixed maturities...................................  $        88.1       $       60.5       $      119.9
        Mortgage loans on real estate......................          (11.2)             (27.3)             (40.2)
        Equity real estate.................................         (391.3)             (79.7)             (86.6)
        Other equity investments...........................           14.1               18.9               12.8
        Sale of subsidiaries...............................          252.1                -                  -
        Issuance and sales of Alliance Units...............            -                 20.6                -
        Other..............................................            3.0               (2.8)               (.6)
                                                            -----------------   ----------------   -----------------
        Investment (Losses) Gains, Net.....................  $       (45.2)      $       (9.8)      $        5.3
                                                            =================   ================   =================
</TABLE>

                                      F-17
<PAGE>

        Writedowns of fixed maturities amounted to $11.7 million,  $29.9 million
        and $46.7 million for 1997, 1996 and 1995, respectively,  and writedowns
        of  equity  real  estate  subsequent  to the  adoption  of SFAS No.  121
        amounted  to  $136.4  million  and  $23.7  million  for 1997  and  1996,
        respectively.  In the fourth quarter of 1997,  the Company  reclassified
        $1,095.4 million depreciated cost of equity real estate from real estate
        held  for the  production  of  income  to real  estate  held  for  sale.
        Additions to valuation  allowances of $227.6  million were recorded upon
        these transfers.  Additionally in the fourth quarter,  $132.3 million of
        writedowns on real estate held for production of income were recorded.

        For 1997,  1996 and 1995,  respectively,  proceeds  received on sales of
        fixed  maturities  classified as available for sale amounted to $9,789.7
        million,  $8,353.5 million and $8,206.0  million.  Gross gains of $166.0
        million,  $154.2  million and $211.4  million and gross losses of $108.8
        million, $92.7 million and $64.2 million, respectively, were realized on
        these sales. The change in unrealized  investment gains (losses) related
        to fixed maturities  classified as available for sale for 1997, 1996 and
        1995 amounted to $513.4 million,  $(258.0) million and $1,077.2 million,
        respectively.

        For 1997,  1996 and 1995,  investment  results passed through to certain
        participating   group   annuity   contracts  as  interest   credited  to
        policyholders'  account  balances  amounted  to $137.5  million,  $136.7
        million and $131.2 million, respectively.

        On June 10, 1997,  Equitable Life sold EREIM (other than its interest in
        Column Financial, Inc.) ("ERE") to Lend Lease Corporation Limited ("Lend
        Lease"),  a  publicly  traded,   international  property  and  financial
        services  company based in Sydney,  Australia.  The total purchase price
        was $400.0  million and consisted of $300.0 million in cash and a $100.0
        million note maturing in eight years and bearing interest at the rate of
        7.4%,  subject to certain  adjustments.  Equitable  Life  recognized  an
        investment  gain of $162.4  million,  net of Federal income tax of $87.4
        million as a result of this  transaction.  Equitable  Life  entered into
        long-term  advisory  agreements  whereby  ERE will  continue  to provide
        substantially  the same services to Equitable Life's General Account and
        Separate Accounts, for substantially the same fees, as provided prior to
        the sale.

        Through  June 10, 1997 and the years ended  December  31, 1996 and 1995,
        respectively,  the businesses sold reported  combined  revenues of $91.6
        million,  $226.1 million and $245.6 million and combined net earnings of
        $10.7 million,  $30.7 million and $27.9 million.  Total combined  assets
        and liabilities as reported at December 31, 1996 were $171.8 million and
        $130.1 million, respectively.

        In  1996,  Alliance  acquired  the  business  of  Cursitor-Eaton   Asset
        Management   Company  and  Cursitor   Holdings  Limited   (collectively,
        "Cursitor")  for  approximately   $159.0  million.  The  purchase  price
        consisted of $94.3 million in cash,  1.8 million of Alliance's  publicly
        traded units  ("Alliance  Units"),  6% notes  aggregating  $21.5 million
        payable   ratably   over  four   years,   and   substantial   additional
        consideration  to be  determined  at a later  date.  The  excess  of the
        purchase price, including acquisition costs and minority interest,  over
        the  fair  value of  Cursitor's  net  assets  acquired  resulted  in the
        recognition  of  intangible  assets  consisting  of  costs  assigned  to
        contracts  acquired and  goodwill of  approximately  $122.8  million and
        $38.3 million,  respectively.  The Company recognized an investment gain
        of $20.6  million as a result of the issuance of Alliance  Units in this
        transaction.  On June 30, 1997,  Alliance  reduced the recorded value of
        goodwill  and  contracts  associated  with  Alliance's   acquisition  of
        Cursitor by $120.9 million.  This charge reflected  Alliance's view that
        Cursitor's continuing decline in assets under management and its reduced
        profitability,  resulting from relative investment underperformance,  no
        longer supported the carrying value of its investment.  As a result, the
        Company's  earnings from continuing  operations before cumulative effect
        of accounting change for 1997 included a charge of $59.5 million, net of
        a Federal  income tax benefit of $10.0 million and minority  interest of
        $51.4  million.  The  remaining  balance of  intangible  assets is being
        amortized  over its estimated  useful life of 20 years.  At December 31,
        1997, the Company's ownership of Alliance Units was approximately 56.9%.

                                      F-18
<PAGE>

        Net unrealized  investment gains (losses),  included in the consolidated
        balance  sheets  as a  component  of  equity  and  the  changes  for the
        corresponding years, are summarized as follows:

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

       <S>                                                   <C>                 <C>                <C>
        Balance, beginning of year.........................  $       189.9       $      396.5       $     (220.5)
        Changes in unrealized investment gains (losses)....          543.3             (297.6)           1,198.9
        Changes in unrealized investment losses
          (gains) attributable to:
            Participating group annuity contracts..........           53.2                -                (78.1)
            DAC............................................          (89.0)              42.3             (216.8)
            Deferred Federal income taxes..................         (163.8)              48.7             (287.0)
                                                            -----------------   ----------------   -----------------
        Balance, End of Year...............................  $       533.6       $      189.9       $      396.5
                                                            =================   ================   =================

        Balance, end of year comprises:
          Unrealized investment gains on:
            Fixed maturities...............................  $       871.2       $      357.8       $      615.9
            Other equity investments.......................           33.7               31.6               31.1
            Other, principally Closed Block................           80.9               53.1               93.1
                                                            -----------------   ----------------   -----------------
              Total........................................          985.8              442.5              740.1
          Amounts of unrealized investment gains
            attributable to:
              Participating group annuity contracts........          (19.0)             (72.2)             (72.2)
              DAC..........................................         (141.0)             (52.0)             (94.3)
              Deferred Federal income taxes................         (292.2)            (128.4)            (177.1)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       533.6       $      189.9       $      396.5
                                                            =================   ================   =================
</TABLE>

6)      CLOSED BLOCK

        Summarized financial information for the Closed Block follows:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
       <S>                                                                    <C>                  <C>
        Assets
        Fixed Maturities:
          Available for sale, at estimated fair value (amortized cost,
            $4,059.4 and $3,820.7)...........................................  $    4,231.0         $    3,889.5
        Mortgage loans on real estate........................................       1,341.6              1,380.7
        Policy loans.........................................................       1,700.2              1,765.9
        Cash and other invested assets.......................................         282.7                336.1
        DAC..................................................................         775.2                876.5
        Other assets.........................................................         235.9                246.3
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    8,566.6         $    8,495.0
                                                                              =================    =================

        Liabilities
        Future policy benefits and policyholders' account balances...........  $    8,993.2         $    8,999.7
        Other liabilities....................................................          80.5                 91.6
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    9,073.7         $    9,091.3
                                                                              =================    =================
</TABLE>

                                      F-19
<PAGE>

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Revenues
        Premiums and other revenue.........................  $       687.1       $      724.8       $      753.4
        Investment income (net of investment
          expenses of $27.0, $27.3 and $26.7)..............          574.9              546.6              538.9
        Investment losses, net.............................          (42.4)              (5.5)             (20.2)
                                                            -----------------   ----------------   -----------------
              Total revenues...............................        1,219.6            1,265.9            1,272.1
                                                            -----------------   ----------------   -----------------

        Benefits and Other Deductions
        Policyholders' benefits and dividends..............        1,066.7            1,106.3            1,077.6
        Other operating costs and expenses.................           50.4               34.6               51.3
                                                            -----------------   ----------------   -----------------
              Total benefits and other deductions..........        1,117.1            1,140.9            1,128.9
                                                            -----------------   ----------------   -----------------

        Contribution from the Closed Block.................  $       102.5       $      125.0       $      143.2
                                                            =================   ================   =================
</TABLE>

        At December 31, 1997 and 1996, problem mortgage loans on real estate had
        an amortized  cost of $8.1 million and $4.3 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had an amortized cost of $70.5 million and $114.2 million,
        respectively.  At December 31, 1996, the restructured  mortgage loans on
        real estate  amount  included $.7 million of problem  mortgage  loans on
        real estate.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>
        Impaired mortgage loans with provision for losses......................  $       109.1      $       128.1
        Impaired mortgage loans without provision for losses...................             .6                 .6
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................          109.7              128.7
        Provision for losses...................................................          (17.4)             (12.9)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        92.3      $       115.8
                                                                                ================   =================
</TABLE>

        During  1997,  1996  and  1995,  the  Closed  Block's  average  recorded
        investment in impaired mortgage loans was $110.2 million, $153.8 million
        and $146.9 million,  respectively.  Interest income  recognized on these
        impaired  mortgage  loans totaled $9.4  million,  $10.9 million and $5.9
        million  ($4.1  million,  $4.7 million and $1.3 million  recognized on a
        cash basis) for 1997, 1996 and 1995, respectively.

        Valuation  allowances  amounted to $18.5  million  and $13.8  million on
        mortgage  loans on real  estate and $16.8  million  and $3.7  million on
        equity real estate at December  31, 1997 and 1996,  respectively.  As of
        January  1,  1996,  the  adoption  of  SFAS  No.  121  resulted  in  the
        recognition of impairment losses of $5.6 million on real estate held for
        production of income.  Writedowns of fixed  maturities  amounted to $3.5
        million,  $12.8  million  and $16.8  million  for  1997,  1996 and 1995,
        respectively  and  writedowns  of equity real estate  subsequent  to the
        adoption of SFAS No. 121 amounted to $28.8 million for 1997.

        In the fourth quarter of 1997, $72.9 million  depreciated cost of equity
        real estate held for  production  of income was  reclassified  to equity
        real estate held for sale.  Additions to valuation  allowances  of $15.4
        million were recorded upon these transfers.  Additionally, in the fourth
        quarter,  $28.8 million of writedowns on real estate held for production
        of income were recorded.

        Many  expenses  related  to  Closed  Block  operations  are  charged  to
        operations  outside of the Closed Block;  accordingly,  the contribution
        from the Closed Block does not represent the actual profitability of the
        Closed Block  operations.  Operating  costs and expenses  outside of the
        Closed Block are, therefore, disproportionate to the business outside of
        the Closed Block.

                                      F-20
<PAGE>

 7)     DISCONTINUED OPERATIONS

        Summarized financial information for discontinued operations follows:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)

        <S>                                                                   <C>                   <C>
        Assets
        Mortgage loans on real estate........................................  $      655.5         $    1,111.1
        Equity real estate...................................................         655.6                925.6
        Other equity investments.............................................         209.3                300.5
        Short-term investments...............................................         102.0                 63.2
        Other invested assets................................................          41.9                 50.9
                                                                              -----------------    -----------------
          Total investments..................................................       1,664.3              2,451.3
        Cash and cash equivalents............................................         106.8                 42.6
        Other assets.........................................................         253.9                242.9
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    2,025.0         $    2,736.8
                                                                              =================    =================

        Liabilities
        Policyholders' liabilities...........................................  $    1,048.3         $    1,335.9
        Allowance for future losses..........................................         259.2                262.0
        Amounts due to continuing operations.................................         572.8                996.2
        Other liabilities....................................................         144.7                142.7
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    2,025.0         $    2,736.8
                                                                              =================    =================
</TABLE>

<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Revenues
        Investment income (net of investment
          expenses of $97.3, $127.5 and $153.1)............  $       188.6       $      245.4       $      323.6
        Investment losses, net.............................         (173.7)             (18.9)             (22.9)
        Policy fees, premiums and other income.............             .2                 .2                 .7
                                                            -----------------   ----------------   -----------------
        Total revenues.....................................           15.1              226.7              301.4

        Benefits and other deductions......................          169.5              250.4              326.5
        Losses charged to allowance for future losses......         (154.4)             (23.7)             (25.1)
                                                            -----------------   ----------------   -----------------
        Pre-tax loss from operations.......................            -                  -                  -
        Pre-tax loss from strengthening of the
          allowance for future losses......................         (134.1)            (129.0)               -
        Federal income tax benefit.........................           46.9               45.2                -
                                                            -----------------   ----------------   -----------------
        Loss from Discontinued Operations..................  $       (87.2)      $      (83.8)      $        -
                                                            =================   ================   =================
</TABLE>

        The Company's  quarterly process for evaluating the allowance for future
        losses  applies  the  current   period's  results  of  the  discontinued
        operations  against  the  allowance,  re-estimates  future  losses,  and
        adjusts the  allowance,  if  appropriate.  Additionally,  as part of the
        Company's  annual  planning  process  which  takes  place in the  fourth
        quarter of each year,  investment and benefit cash flow  projections are
        prepared.  These updated  assumptions and estimates resulted in the need
        to strengthen the allowance in 1997 and 1996, respectively.

        In the fourth quarter of 1997, $329.9 million depreciated cost of equity
        real estate was reclassified from equity real estate held for production
        of  income  to  real  estate  held  for  sale.  Additions  to  valuation
        allowances  of $79.8  million  were  recognized  upon  these  transfers.
        Additionally,  in the fourth quarter, $92.5 million of writedown on real
        estate held for production of income were recognized.

        Benefits and other deductions includes $53.3 million, $114.3 million and
        $154.6  million of interest  expense  related to amounts  borrowed  from
        continuing operations in 1997, 1996 and 1995, respectively.

                                      F-21
<PAGE>

        Valuation  allowances  amounted  to $28.4  million  and $9.0  million on
        mortgage  loans on real estate and $88.4  million  and $20.4  million on
        equity real estate at December  31, 1997 and 1996,  respectively.  As of
        January 1, 1996,  the  adoption of SFAS No. 121 resulted in a release of
        existing valuation allowances of $71.9 million on equity real estate and
        recognition  of  impairment  losses of $69.8 million on real estate held
        for production of income. Writedowns of equity real estate subsequent to
        the adoption of SFAS No. 121 amounted to $95.7 million and $12.3 million
        for 1997 and 1996, respectively.

        At December 31, 1997 and 1996, problem mortgage loans on real estate had
        amortized  costs of $11.0  million and $7.9 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had amortized  costs of $109.4 million and $208.1 million,
        respectively.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)

        <S>                                                                      <C>                <C>
        Impaired mortgage loans with provision for losses......................  $       101.8      $        83.5
        Impaired mortgage loans without provision for losses...................             .2               15.0
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................          102.0               98.5
        Provision for losses...................................................          (27.3)              (8.8)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        74.7      $        89.7
                                                                                ================   =================
</TABLE>

        During  1997,  1996  and  1995,  the  discontinued  operations'  average
        recorded investment in impaired mortgage loans was $89.2 million, $134.8
        million and $177.4 million, respectively.  Interest income recognized on
        these impaired  mortgage  loans totaled $6.6 million,  $10.1 million and
        $4.5 million ($5.3 million, $7.5 million and $.4 million recognized on a
        cash basis) for 1997, 1996 and 1995, respectively.

        At December  31, 1997 and 1996,  discontinued  operations  had  carrying
        values of $156.2  million  and  $263.0  million,  respectively,  of real
        estate acquired in satisfaction of debt.

8)      SHORT-TERM AND LONG-TERM DEBT

        Short-term and long-term debt consists of the following:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
        <S>                                                                    <C>                  <C>
        Short-term debt......................................................  $      422.2         $      174.1
                                                                              -----------------    -----------------
        Long-term debt:
        Equitable Life:
          6.95% surplus notes scheduled to mature 2005.......................         399.4                399.4
          7.70% surplus notes scheduled to mature 2015.......................         199.7                199.6
          Other..............................................................            .3                   .5
                                                                              -----------------    -----------------
              Total Equitable Life...........................................         599.4                599.5
                                                                              -----------------    -----------------
        Wholly Owned and Joint Venture Real Estate:
          Mortgage notes, 5.87% - 12.00% due through 2006....................         951.1                968.6
                                                                              -----------------    -----------------
        Alliance:
          Other..............................................................          18.5                 24.7
                                                                              -----------------    -----------------
        Total long-term debt.................................................       1,569.0              1,592.8
                                                                              -----------------    -----------------

        Total Short-term and Long-term Debt..................................  $    1,991.2         $    1,766.9
                                                                              =================    =================
</TABLE>

                                      F-22
<PAGE>

        Short-term Debt

        Equitable  Life has a $350.0 million bank credit  facility  available to
        fund  short-term  working capital needs and to facilitate the securities
        settlement  process.  The  credit  facility  consists  of two  types  of
        borrowing  options with varying interest rates and expires in June 2000.
        The interest rates are based on external  indices  dependent on the type
        of borrowing  and at December 31, 1997 range from 5.88% to 8.50%.  There
        were no  borrowings  outstanding  under  this bank  credit  facility  at
        December 31, 1997.

        Equitable  Life has a  commercial  paper  program with an issue limit of
        $500.0 million. This program is available for general corporate purposes
        used to support  Equitable  Life's  liquidity  needs and is supported by
        Equitable  Life's  existing  $350.0  million  bank credit  facility.  At
        December 31, 1997, $50.0 million was outstanding under this program.

        During 1996,  Alliance entered into a $250.0 million five-year revolving
        credit facility with a group of banks. Under the facility,  the interest
        rate, at the option of Alliance, is a floating rate generally based upon
        a defined  prime rate,  a rate related to the London  Interbank  Offered
        Rate  ("LIBOR") or the Federal  funds rate. A facility fee is payable on
        the  total  facility.  The  revolving  credit  facility  will be used to
        provide back-up liquidity for Alliance's $250.0 million commercial paper
        program, to fund commission payments to financial intermediaries for the
        sale of Class B and C shares under Alliance's  mutual fund  distribution
        system, and for general working capital purposes.  At December 31, 1997,
        Alliance had $72.0 million in  commercial  paper  outstanding  and there
        were no borrowings under the revolving credit facility.

        Long-term Debt

        Several of the long-term  debt  agreements  have  restrictive  covenants
        related  to the total  amount of debt,  net  tangible  assets  and other
        matters. The Company is in compliance with all debt covenants.

        On December 18, 1995,  Equitable Life issued, in accordance with Section
        1307 of the New York  Insurance  Law,  $400.0  million of surplus  notes
        having an interest rate of 6.95%  scheduled to mature in 2005 and $200.0
        million of surplus notes having an interest  rate of 7.70%  scheduled to
        mature  in 2015  (together,  the  "Surplus  Notes").  Proceeds  from the
        issuance  of the  Surplus  Notes  were  $596.6  million,  net of related
        issuance  costs.  Payments of interest on, or principal  of, the Surplus
        Notes are subject to prior approval by the Superintendent.

        The Company has pledged real estate, mortgage loans, cash and securities
        amounting to $1,164.0  million and $1,406.4 million at December 31, 1997
        and 1996, respectively, as collateral for certain long-term debt.

        At December 31, 1997,  aggregate  maturities of the long-term debt based
        on required  principal  payments at maturity for 1998 and the succeeding
        four  years are $565.8  million,  $201.4  million,  $8.6  million,  $1.7
        million and $1.8 million, respectively, and $790.6 million thereafter.

 9)     FEDERAL INCOME TAXES

        A  summary  of the  Federal  income  tax  expense  in  the  consolidated
        statements of earnings is shown below:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
       <S>                                                   <C>                <C>                <C>
        Federal income tax expense (benefit):
          Current..........................................  $       186.5       $       97.9       $      (11.7)
          Deferred.........................................          (95.0)             (88.2)             132.2
                                                            -----------------   ----------------   -----------------
        Total..............................................  $        91.5       $        9.7       $      120.5
                                                            =================   ================   =================
</TABLE>

                                      F-23
<PAGE>

        The Federal income taxes  attributable  to  consolidated  operations are
        different from the amounts determined by multiplying the earnings before
        Federal  income  taxes and  minority  interest by the  expected  Federal
        income  tax  rate of 35%.  The  sources  of the  difference  and the tax
        effects of each are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                <C>
        Expected Federal income tax expense................  $       234.7       $       73.0       $      173.7
        Non-taxable minority interest......................          (38.0)             (28.6)             (22.0)
        Adjustment of tax audit reserves...................          (81.7)               6.9                4.1
        Equity in unconsolidated subsidiaries..............          (45.1)             (32.3)             (19.4)
        Other..............................................           21.6               (9.3)             (15.9)
                                                            -----------------   ----------------   -----------------
        Federal Income Tax Expense.........................  $        91.5       $        9.7       $      120.5
                                                            =================   ================   =================
</TABLE>

        The components of the net deferred Federal income taxes are as follows:
<TABLE>
<CAPTION>
                                                       December 31, 1997                  December 31, 1996
                                                ---------------------------------  ---------------------------------
                                                    Assets         Liabilities         Assets         Liabilities
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)

        <S>                                      <C>              <C>               <C>               <C>
        Compensation and related benefits......  $     257.9      $        -        $      259.2      $       -
        Other..................................         30.7               -                 -                1.8
        DAC, reserves and reinsurance..........          -               222.8               -              166.0
        Investments............................          -               405.7               -              328.6
                                                ---------------  ----------------  ---------------   ---------------
        Total..................................  $     288.6      $      628.5      $      259.2      $     496.4
                                                ===============  ================  ===============   ===============
</TABLE>

        The deferred Federal income taxes impacting  operations  reflect the net
        tax effects of temporary  differences  between the  carrying  amounts of
        assets and liabilities for financial  reporting purposes and the amounts
        used for income tax purposes. The sources of these temporary differences
        and the tax effects of each are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                  <C>                <C>
        DAC, reserves and reinsurance......................  $        46.2       $     (156.2)      $       63.3
        Investments........................................         (113.8)              78.6               13.0
        Compensation and related benefits..................            3.7               22.3               30.8
        Other..............................................          (31.1)             (32.9)              25.1
                                                            -----------------   ----------------   -----------------
        Deferred Federal Income Tax
          (Benefit) Expense................................  $       (95.0)      $      (88.2)      $      132.2
                                                            =================   ================   =================
</TABLE>

        The Internal  Revenue Service (the "IRS") is in the process of examining
        the Company's consolidated Federal income tax returns for the years 1989
        through  1991.  Management  believes  these audits will have no material
        adverse effect on the Company's results of operations.

                                      F-24
<PAGE>

10)     REINSURANCE AGREEMENTS

        The Insurance Group assumes and cedes  reinsurance  with other insurance
        companies.  The Insurance Group evaluates the financial condition of its
        reinsurers to minimize its exposure to significant losses from reinsurer
        insolvencies. Ceded reinsurance does not relieve the originating insurer
        of  liability.  The  effect of  reinsurance  (excluding  group  life and
        health) is summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
       <S>                                                   <C>                <C>                <C>
        Direct premiums....................................  $       448.6       $      461.4       $      474.2
        Reinsurance assumed................................          198.3              177.5              171.3
        Reinsurance ceded..................................          (45.4)             (41.3)             (38.7)
                                                            -----------------   ----------------   -----------------
        Premiums...........................................  $       601.5       $      597.6       $      606.8
                                                            =================   ================   =================

        Universal Life and Investment-type Product
          Policy Fee Income Ceded..........................  $        61.0       $       48.2       $       44.0
                                                            =================   ================   =================
        Policyholders' Benefits Ceded......................  $        70.6       $       54.1       $       48.9
                                                            =================   ================   =================
        Interest Credited to Policyholders' Account
          Balances Ceded...................................  $        36.4       $       32.3       $       28.5
                                                            =================   ================   =================
</TABLE>

        Effective  January 1, 1994, all in force business above $5.0 million was
        reinsured.   During  1996,  the  Company's   retention  limit  on  joint
        survivorship  policies was  increased to $15.0  million.  The  Insurance
        Group also reinsures the entire risk on certain substandard underwriting
        risks as well as in certain other cases.

        The Insurance  Group cedes 100% of its group life and health business to
        a third party  insurance  company.  Premiums ceded totaled $1.6 million,
        $2.4 million and $260.6 million for 1997,  1996 and 1995,  respectively.
        Ceded death and disability benefits totaled $4.3 million,  $21.2 million
        and $188.1  million  for 1997,  1996 and 1995,  respectively.  Insurance
        liabilities  ceded totaled $593.8 million and $652.4 million at December
        31, 1997 and 1996, respectively.

11)     EMPLOYEE BENEFIT PLANS

        The Company sponsors  qualified and non-qualified  defined benefit plans
        covering   substantially  all  employees  (including  certain  qualified
        part-time employees), managers and certain agents. The pension plans are
        non-contributory.  Equitable Life's benefits are based on a cash balance
        formula or years of service  and final  average  earnings,  if  greater,
        under certain grandfathering rules in the plans. Alliance's benefits are
        based on years of  credited  service,  average  final  base  salary  and
        primary social  security  benefits.  The Company's  funding policy is to
        make the minimum contribution required by the Employee Retirement Income
        Security Act of 1974 ("ERISA").

        Components  of net periodic  pension cost (credit) for the qualified and
        non-qualified plans are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Service cost.......................................  $        32.5       $       33.8       $       30.0
        Interest cost on projected benefit obligations.....          128.2              120.8              122.0
        Actual return on assets............................         (307.6)            (181.4)            (309.2)
        Net amortization and deferrals.....................          166.6               43.4              155.6
                                                            -----------------   ----------------   -----------------
        Net Periodic Pension Cost (Credit).................  $        19.7       $       16.6       $       (1.6)
                                                            =================   ================   =================
</TABLE>

                                      F-25
<PAGE>

        The funded status of the qualified and non-qualified pension plans is as
        follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>
        Actuarial present value of obligations:
          Vested...............................................................  $    1,702.6       $    1,672.2
          Non-vested...........................................................           3.9               10.1
                                                                                ----------------   -----------------
        Accumulated Benefit Obligation.........................................  $    1,706.5       $    1,682.3
                                                                                ================   =================

        Plan assets at fair value..............................................  $    1,867.4       $    1,626.0
        Projected benefit obligations..........................................       1,801.3            1,765.5
                                                                                ----------------   -----------------
        Projected benefit obligations (in excess of) or less than plan assets..          66.1             (139.5)
        Unrecognized prior service cost........................................          (9.9)             (17.9)
        Unrecognized net loss from past experience different
          from that assumed....................................................          95.0              280.0
        Unrecognized net asset at transition...................................           3.1                4.7
        Additional minimum liability...........................................           -                (19.3)
                                                                                ----------------   -----------------
        Prepaid  Pension Cost..................................................  $      154.3       $      108.0
                                                                                ================   =================
</TABLE>

        The  discount  rate and rate of increase in future  compensation  levels
        used in  determining  the actuarial  present value of projected  benefit
        obligations were 7.25% and 4.07%, respectively, at December 31, 1997 and
        7.5% and 4.25%,  respectively,  at December 31,  1996.  As of January 1,
        1997 and 1996,  the expected  long-term rate of return on assets for the
        retirement plan was 10.25%.

        The  Company  recorded,  as a  reduction  of  shareholders'  equity,  an
        additional minimum pension liability of $17.3 million and $12.9 million,
        net  of  Federal   income   taxes,   at  December  31,  1997  and  1996,
        respectively,  primarily  representing  the  excess  of the  accumulated
        benefit  obligation  of the  qualified  pension  plan  over the  accrued
        liability.

        The  pension  plan's  assets  include   corporate  and  government  debt
        securities,  equity  securities,  equity real estate and shares of group
        trusts managed by Alliance.

        Prior to 1987, the qualified plan funded participants'  benefits through
        the purchase of non-participating annuity contracts from Equitable Life.
        Benefit payments under these contracts were approximately $33.2 million,
        $34.7 million and $36.4 million for 1997, 1996 and 1995, respectively.

        The  Company  provides  certain  medical  and  life  insurance  benefits
        (collectively,  "postretirement  benefits")  for  qualifying  employees,
        managers and agents  retiring from the Company (i) on or after attaining
        age 55 who  have at  least  10  years  of  service  or (ii) on or  after
        attaining  age 65 or (iii) whose jobs have been  abolished  and who have
        attained age 50 with 20 years of service.  The life  insurance  benefits
        are related to age and salary at retirement. The costs of postretirement
        benefits are  recognized in accordance  with the  provisions of SFAS No.
        106. The Company  continues to fund  postretirement  benefits costs on a
        pay-as-you-go  basis and,  for 1997,  1996 and 1995,  the  Company  made
        estimated  postretirement  benefits  payments  of $18.7  million,  $18.9
        million and $31.1 million, respectively.

                                      F-26
<PAGE>

        The  following  table  sets  forth the  postretirement  benefits  plan's
        status,  reconciled to amounts recognized in the Company's  consolidated
        financial statements:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                 <C>
        Service cost.......................................  $         4.5       $        5.3       $        4.0
        Interest cost on accumulated postretirement
          benefits obligation..............................           34.7               34.6               34.7
        Net amortization and deferrals.....................            1.9                2.4               (2.3)
                                                            -----------------   ----------------   -----------------
        Net Periodic Postretirement Benefits Costs.........  $        41.1       $       42.3       $       36.4
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>
                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Accumulated postretirement benefits obligation:
          Retirees.............................................................  $      388.5       $      381.8
          Fully eligible active plan participants..............................          45.7               50.7
          Other active plan participants.......................................          56.6               60.7
                                                                                ----------------   -----------------
                                                                                        490.8              493.2
        Unrecognized prior service cost........................................          40.3               50.5
        Unrecognized net loss from past experience different
          from that assumed and from changes in assumptions....................        (140.6)            (150.5)
                                                                                ----------------   -----------------
        Accrued Postretirement Benefits Cost...................................  $      390.5       $      393.2
                                                                                ================   =================
</TABLE>

        Since January 1, 1994,  costs to the Company for providing these medical
        benefits  available  to  retirees  under  age 65 are the  same as  those
        offered to active  employees and costs to the Company of providing these
        medical  benefits  will  be  limited  to  200%  of  1993  costs  for all
        participants.

        The  assumed   health  care  cost  trend  rate  used  in  measuring  the
        accumulated  postretirement  benefits  obligation  was  8.75%  in  1997,
        gradually  declining  to 2.75% in the  year  2009 and in 1996 was  9.5%,
        gradually  declining to 3.5% in the year 2009. The discount rate used in
        determining the accumulated postretirement benefits obligation was 7.25%
        and 7.50% at December 31, 1997 and 1996, respectively.

        If the health care cost trend rate assumptions were increased by 1%, the
        accumulated  postretirement  benefits obligation as of December 31, 1997
        would be  increased  7%.  The  effect  of this  change on the sum of the
        service cost and interest cost would be an increase of 8%.

12)     DERIVATIVES AND FAIR VALUE OF FINANCIAL INSTRUMENTS

        Derivatives

        The Insurance Group primarily uses derivatives for asset/liability  risk
        management and for hedging individual securities. Derivatives mainly are
        utilized to reduce the  Insurance  Group's  exposure  to  interest  rate
        fluctuations.  Accounting for interest rate swap  transactions  is on an
        accrual   basis.   Gains  and  losses  related  to  interest  rate  swap
        transactions are amortized as yield  adjustments over the remaining life
        of the underlying  hedged  security.  Income and expense  resulting from
        interest rate swap  activities are reflected in net  investment  income.
        The  notional  amount of  matched  interest  rate swaps  outstanding  at
        December  31,  1997 and 1996,  respectively,  was  $1,353.4  million and
        $649.9 million.  The average unexpired terms at December 31, 1997 ranged
        from 1.5 to 3.8 years.  At December  31, 1997,  the cost of  terminating
        outstanding  matched  swaps in a loss position was $10.9 million and the
        unrealized  gain on  outstanding  matched  swaps in a gain  position was
        $38.9  million.  The  Company  has no  intention  of  terminating  these
        contracts  prior to  maturity.  During  1996 and 1995,  net gains of $.2
        million and $1.4 million, respectively, were recorded in connection with
        interest rate swap activity.  Equitable Life has implemented an interest
        rate cap program designed to hedge crediting rates on interest-sensitive
        individual annuities contracts. The outstanding notional  amounts at

                                      F-27
<PAGE>

        December 31, 1997 of contracts  purchased and sold were $7,250.0 million
        and $875.0 million, respectively. The net premium paid by Equitable Life
        on these contracts was $48.5 million and is being amortized ratably over
        the  contract  periods  ranging  from 1 to 5 years.  Income and  expense
        resulting  from this program are  reflected as an adjustment to interest
        credited to policyholders' account balances.

        Substantially  all of DLJ's  activities  related to derivatives  are, by
        their nature trading  activities  which are primarily for the purpose of
        customer accommodations.  DLJ enters into certain contractual agreements
        referred to as derivatives or  off-balance-sheet  financial  instruments
        involving  futures,  forwards and options.  DLJ's derivative  activities
        consist of writing  over-the-counter  ("OTC") options to accommodate its
        customer  needs,  trading in forward  contracts in U.S.  government  and
        agency  issued or  guaranteed  securities  and in futures  contracts  on
        equity-based  indices,  interest rate  instruments  and  currencies  and
        issuing   structured   products  based  on  emerging  market   financial
        instruments  and  indices.  DLJ's  involvement  in  swap  contracts  and
        commodity derivative instruments is not significant.

        Fair Value of Financial Instruments

        The Company  defines  fair value as the quoted  market  prices for those
        instruments  that are  actively  traded in financial  markets.  In cases
        where quoted market prices are not available,  fair values are estimated
        using  present  value  or other  valuation  techniques.  The fair  value
        estimates  are made at a  specific  point in  time,  based on  available
        market  information  and  judgments  about  the  financial   instrument,
        including  estimates  of the timing and amount of  expected  future cash
        flows and the credit standing of  counterparties.  Such estimates do not
        reflect any premium or discount that could result from offering for sale
        at one time the  Company's  entire  holdings of a  particular  financial
        instrument,  nor do they consider the tax impact of the  realization  of
        unrealized  gains or losses.  In many  cases,  the fair value  estimates
        cannot be  substantiated by comparison to independent  markets,  nor can
        the  disclosed  value  be  realized  in  immediate   settlement  of  the
        instrument.

        Certain  financial  instruments  are  excluded,  particularly  insurance
        liabilities  other than financial  guarantees and investment  contracts.
        Fair market  value of  off-balance-sheet  financial  instruments  of the
        Insurance Group was not material at December 31, 1997 and 1996.

        Fair  values  for  mortgage  loans  on  real  estate  are  estimated  by
        discounting  future contractual cash flows using interest rates at which
        loans with similar  characteristics  and credit  quality  would be made.
        Fair values for foreclosed mortgage loans and problem mortgage loans are
        limited to the  estimated  fair value of the  underlying  collateral  if
        lower.

        Fair values of policy loans are estimated by discounting  the face value
        of the  loans  from the time of the next  interest  rate  review  to the
        present,  at a rate equal to the excess of the current  estimated market
        rates over the current interest rate charged on the loan.

        The estimated fair values for the Company's  association plan contracts,
        supplementary contracts not involving life contingencies  ("SCNILC") and
        annuities  certain,   which  are  included  in  policyholders'   account
        balances,   and  guaranteed   interest  contracts  are  estimated  using
        projected cash flows  discounted at rates  reflecting  expected  current
        offering rates.

        The  estimated  fair values for variable  deferred  annuities and single
        premium   deferred   annuities   ("SPDA"),   which   are   included   in
        policyholders'  account  balances,  are  estimated  by  discounting  the
        account  value back from the time of the next  crediting  rate review to
        the present,  at a rate equal to the excess of current  estimated market
        rates offered on new policies over the current crediting rates.

                                      F-28
<PAGE>

        Fair values for long-term  debt is  determined  using  published  market
        values, where available,  or contractual cash flows discounted at market
        interest rates. The estimated fair values for non-recourse mortgage debt
        are  determined by  discounting  contractual  cash flows at a rate which
        takes  into  account  the level of  current  market  interest  rates and
        collateral  risk. The estimated  fair values for recourse  mortgage debt
        are  determined by  discounting  contractual  cash flows at a rate based
        upon  current  interest  rates of other  companies  with credit  ratings
        similar to the  Company.  The  Company's  carrying  value of  short-term
        borrowings approximates their estimated fair value.

        The following  table  discloses  carrying value and estimated fair value
        for financial instruments not otherwise disclosed in Notes 3, 6 and 7:
<TABLE>
<CAPTION>
                                                                           December 31,
                                                --------------------------------------------------------------------
                                                              1997                               1996
                                                ---------------------------------  ---------------------------------
                                                   Carrying         Estimated         Carrying         Estimated
                                                    Value          Fair Value          Value           Fair Value
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)

        <S>                                      <C>              <C>              <C>                <C>
        Consolidated Financial Instruments:
        Mortgage loans on real estate..........  $    2,611.4     $     2,822.8     $     3,133.0     $    3,394.6
        Other limited partnership interests....         509.4             509.4             467.0            467.0
        Policy loans...........................       2,422.9           2,493.9           2,196.1          2,221.6
        Policyholders' account balances -
          investment contracts.................      12,611.0          12,714.0          12,908.7         12,992.2
        Long-term debt.........................       1,569.0           1,531.5           1,592.8          1,557.7

        Closed Block Financial Instruments:
        Mortgage loans on real estate..........       1,341.6           1,420.7           1,380.7          1,425.6
        Other equity investments...............          86.3              86.3             105.0            105.0
        Policy loans...........................       1,700.2           1,784.2           1,765.9          1,798.0
        SCNILC liability.......................          27.6              30.3              30.6             34.9

        Discontinued Operations Financial
        Instruments:
        Mortgage loans on real estate..........         655.5             779.9           1,111.1          1,220.3
        Fixed maturities.......................          38.7              38.7              42.5             42.5
        Other equity investments...............         209.3             209.3             300.5            300.5
        Guaranteed interest contracts..........          37.0              34.0             290.7            300.5
        Long-term debt.........................         102.0             102.1             102.1            102.2
</TABLE>

13)     COMMITMENTS AND CONTINGENT LIABILITIES

        The Company  has  provided,  from time to time,  certain  guarantees  or
        commitments  to  affiliates,  investors and others.  These  arrangements
        include commitments by the Company,  under certain  conditions:  to make
        capital  contributions of up to $202.6 million to affiliated real estate
        joint  ventures;  and to provide  equity  financing  to certain  limited
        partnerships of $362.1 million at December 31, 1997, under existing loan
        or loan commitment agreements.

        Equitable  Life  is the  obligor  under  certain  structured  settlement
        agreements  which  it  had  entered  into  with  unaffiliated  insurance
        companies  and  beneficiaries.  To satisfy its  obligations  under these
        agreements,  Equitable  Life owns  single  premium  annuities  issued by
        previously wholly owned life insurance subsidiaries.  Equitable Life has
        directed  payment  under  these  annuities  to be made  directly  to the
        beneficiaries under the structured settlement  agreements.  A contingent
        liability exists with respect to these agreements  should the previously
        wholly  owned   subsidiaries  be  unable  to  meet  their   obligations.
        Management  believes the satisfaction of those  obligations by Equitable
        Life is remote.

        The Insurance  Group had $47.4 million of letters of credit  outstanding
        at December 31, 1997.

                                      F-29
<PAGE>

14)     LITIGATION

        Equitable  Life recently  agreed to settle,  subject to court  approval,
        previously  disclosed  cases brought by persons  insured under  Lifetime
        Guaranteed   Renewable  Major  Medical  Insurance   Policies  issued  by
        Equitable  Life  (the  "Policies")  in New York  (Golomb  et al.  v. The
        Equitable Life  Assurance  Society of the United  States),  Pennsylvania
        (Malvin et al. v. The  Equitable  Life  Assurance  Society of the United
        States), Texas (Bowler et al. v. The Equitable Life Assurance Society of
        the United  States),  Florida  (Bachman v. The Equitable  Life Assurance
        Society of the United States) and California  (Fletcher v. The Equitable
        Life Assurance Society of the United States).  Plaintiffs in these cases
        claimed that Equitable Life's method for determining  premium  increases
        breached   the  terms  of  certain   forms  of  the   Policies  and  was
        misrepresented.  Plaintiffs  in Bowler and  Fletcher  also  claimed that
        Equitable Life  misrepresented to policyholders in Texas and California,
        respectively,  that  premium  increases  had been  approved by insurance
        departments  in those states and  determined  annual rate increases in a
        manner  that  discriminated  against  policyholders  in those  states in
        violation of the terms of the Policies, representations to policyholders
        and/or state law. The New York trial court  dismissed  the Golomb action
        with  prejudice  and  plaintiffs  appealed.   In  Bowler  and  Fletcher,
        Equitable  Life denied the material  allegations  of the  complaints and
        filed motions for summary  judgment which have been fully  briefed.  The
        Malvin action was stayed indefinitely pending the outcome of proceedings
        in Golomb and in Fletcher the magistrate  concluded that the case should
        be remanded to California  state court and Equitable  Life appealed that
        determination  to the district  judge.  On December 23, 1997,  Equitable
        Life  entered into a settlement  agreement,  subject to court  approval,
        which would result in the dismissal  with  prejudice of each of the five
        pending actions and the resolution of all similar claims on a nationwide
        basis.

        The settlement agreement provides for the creation of a nationwide class
        consisting of all persons holding,  and paying premiums on, the Policies
        at any time since January 1, 1988. An amended complaint will be filed in
        the federal  district court in Tampa,  Florida (where the Florida action
        is pending), that would assert claims of the kind previously made in the
        cases described above on a nationwide  basis, on behalf of policyholders
        in the nationwide class, which consists of approximately  127,000 former
        and current policyholders. If the settlement is approved, Equitable Life
        would pay  $14,166,000  in  exchange  for release of all claims for past
        damages on claims of the type described in the five pending  actions and
        the amended  complaint.  Costs of  administering  the settlement and any
        attorneys'  fees awarded by the court to  plaintiffs'  counsel  would be
        deducted from this fund before distribution of the balance to the class.
        In addition to this payment,  Equitable  Life will provide future relief
        to current  holders of certain  forms of the  Policies in the form of an
        agreement  to be  embodied  in the  court's  judgment,  restricting  the
        premium  increases  Equitable  Life can seek on  these  Policies  in the
        future.  The parties estimate the present value of these restrictions at
        $23,333,000, before deduction of any attorneys' fees that may be awarded
        by the court.  The estimate is based on assumptions  about future events
        that cannot be predicted with certainty and accordingly the actual value
        of the future relief may differ.  The parties to the settlement  shortly
        will be asking the court to approve  preliminarily  the  settlement  and
        settlement class and to permit  distribution of notice of the settlement
        to policyholders, establish procedures for objections, an opportunity to
        opt out of the  settlements  as it  affects  past  damages,  and a court
        hearing on whether the settlement should be finally approved.  Equitable
        Life cannot predict whether the settlement will be approved or, if it is
        not  approved,  the  outcome  of  the  pending  litigations.  As  noted,
        proceedings in Malvin were stayed indefinitely; proceedings in the other
        actions  have been  stayed or  deferred to  accommodate  the  settlement
        approval process.

        A number of lawsuits have been filed against life and health insurers in
        the  jurisdictions  in  which  Equitable  Life and its  subsidiaries  do
        business involving insurers' sales practices,  alleged agent misconduct,
        alleged failure to properly supervise agents, and other matters. Some of
        the lawsuits have resulted in the award of substantial judgments against
        other insurers,  including  material amounts of punitive damages,  or in
        substantial  settlements.   In  some  states,  juries  have  substantial
        discretion  in awarding  punitive  damages.  Equitable  Life,  Equitable
        Variable  Life  Insurance  Company  ("EVLICO,"  which  was  merged  into
        Equitable Life effective January 1, 1997, but whose existence  continues
        for certain limited  purposes,  including the defense of litigation) and
        The  Equitable of  Colorado,  Inc.  ("EOC"),  like other life and health
        insurers,  from  time to time are  involved  in such  litigation.  Among
        litigations  pending against  Equitable Life, EVLICO and EOC of the type
        referred  to in this  paragraph  are the  litigations  described  in the
        following seven paragraphs.

                                      F-30
<PAGE>

        An action was instituted on April 6, 1995 against Equitable Life and its
        wholly owned subsidiary,  EOC, in New York state court,  entitled Sidney
        C. Cole, et al. v. The Equitable  Life  Assurance  Society of the United
        States and The Equitable of Colorado,  Inc. The action is brought by the
        holders of a joint  survivorship  whole life policy  issued by EOC.  The
        action purports to be on behalf of a class consisting of all persons who
        from January 1, 1984 purchased life insurance policies sold by Equitable
        Life and EOC based upon allegedly uniform sales presentations and policy
        illustrations.  The  complaint  puts  in  issue  various  alleged  sales
        practices that plaintiffs assert, among other things, misrepresented the
        stated  number of years that the annual  premium  would need to be paid.
        Plaintiffs  seek  damages  in an  unspecified  amount,  imposition  of a
        constructive  trust,  and  seek to  enjoin  Equitable  Life and EOC from
        engaging in the  challenged  sales  practices.  In June 1996,  the Court
        issued a decision and order dismissing with prejudice plaintiffs' causes
        of action for  fraud,  constructive  fraud,  breach of  fiduciary  duty,
        negligence,  and unjust  enrichment,  and dismissing  without  prejudice
        plaintiffs' cause of action under the New York State consumer protection
        statute.  The only remaining causes of action are for breach of contract
        and negligent  misrepresentation.  In April 1997,  plaintiffs noticed an
        appeal from the court's June 1996 order.  Subsequently,  Equitable  Life
        and EOC noticed a cross-appeal  from so much of the June 1996 order that
        denied their motion to dismiss.  Briefing on the appeals is scheduled to
        begin on  February  23,  1998.  In June  1997,  plaintiffs  filed  their
        memorandum  of law and  affidavits  in support of their motion for class
        certification.  That memorandum states that plaintiffs seek to certify a
        class  solely  on their  breach  of  contract  claims,  and not on their
        negligent   misrepresentation  claim.  Plaintiffs'  class  certification
        motion  has been fully  briefed by the  parties  and is sub  judice.  In
        August  1997,   Equitable  Life  and  EOC  moved  for  summary  judgment
        dismissing  plaintiffs'  remaining  claims  of breach  of  contract  and
        negligent  misrepresentation.  Defendants'  summary  judgment motion has
        been fully briefed by the parties. On January 5, 1998,  plaintiffs filed
        a note of issue (placing the case on the trial calendar).

        On May 21,  1996,  an  action  entitled  Elton  F.  Duncan,  III v.  The
        Equitable  Life  Assurance  Society of the United  States was  commenced
        against  Equitable  Life in the Civil  District  Court for the Parish of
        Orleans,  State of Louisiana.  The action  originally  was brought by an
        individual  who  purchased a whole life policy  from  Equitable  Life in
        1989.  In September  1997,  with leave of the court,  plaintiff  filed a
        second amended  petition naming six additional  policyholder  plaintiffs
        and  three  new  sales  agent  defendants.  The  sole  named  individual
        defendant in the  original  petition is also named as a defendant in the
        second  amended  petition.  Plaintiffs  purport  to  represent  a  class
        consisting  of all persons who  purchased  whole life or universal  life
        insurance policies from Equitable Life from January 1, 1981 through July
        22,  1992.   Plaintiffs   allege   improper  sales  practices  based  on
        allegations  of  misrepresentations   concerning  one  or  more  of  the
        following:  the number of years that  premiums  would need to be paid; a
        policy's suitability as an investment vehicle; and the extent to which a
        policy  was  a  proper  replacement  policy.  Plaintiffs  seek  damages,
        including punitive damages,  in an unspecified  amount. In October 1997,
        Equitable  Life filed (i)  exceptions  to the second  amended  petition,
        asserting  deficiencies  in pleading of venue and vagueness;  and (ii) a
        motion to strike  certain  allegations.  On January 23, 1998,  the court
        heard  argument on  Equitable  Life's  exceptions  and motion to strike.
        Those  motions  are sub  judice.  Motion  practice  regarding  discovery
        continues.

        On July 26,  1996,  an action  entitled  Michael  Bradley  v.  Equitable
        Variable Life  Insurance  Company was commenced in New York state court,
        Kings  County.  The action is  brought by the holder of a variable  life
        insurance policy issued by EVLICO. The plaintiff purports to represent a
        class  consisting  of all persons or entities who  purchased one or more
        life  insurance  policies  issued by EVLICO  from  January 1, 1980.  The
        complaint  puts at issue  various  alleged  sales  practices and alleges
        misrepresentations  concerning  the  extent  to which the  policy  was a
        proper  replacement  policy  and the  number  of years  that the  annual
        premium  would  need to be  paid.  Plaintiff  seeks  damages,  including
        punitive  damages,  in an unspecified  amount and also seeks  injunctive
        relief  prohibiting  EVLICO from canceling  policies for failure to make
        premium  payments  beyond the  alleged  stated  number of years that the
        annual  premium would need to be paid.  EVLICO  answered the  complaint,
        denying the material  allegations.  In September  1996,  Equitable Life,
        EVLICO  and EOC made a motion to have this  proceeding  moved from Kings
        County Supreme Court to New York County for joint trial or consolidation
        with the Cole  action.  The  motion  was  denied by the Court in Cole in
        January 1997.  Plaintiff  then moved for  certification  of a nationwide
        class  consisting of all persons or entities who, since January 1, 1980,
        were   sold   one   or   more   life   insurance   products   based   on
        misrepresentations  as to the number of years  that the  annual  premium
        would need to be paid,  and/or who were  allegedly  induced to  purchase
        additional  policies  from EVLICO  using the cash value  accumulated  in
        existing  policies.  Defendants have opposed this motion.  Discovery and
        briefing  regarding  plaintiff's  motion  for  class  certification  are
        ongoing.

                                      F-31
<PAGE>

        On  December  12,  1996,  an action  entitled  Robert  E.  Dillon v. The
        Equitable Life Assurance  Society of the United States and The Equitable
        of Colorado,  was commenced in the United States  District Court for the
        Southern District of Florida. The action is brought by an individual who
        purchased a joint whole life policy from EOC in 1988. The complaint puts
        in issue various alleged sales practices and alleges  misrepresentations
        concerning the alleged  impropriety of  replacement  policies  issued by
        Equitable  Life and EOC and  alleged  misrepresentations  regarding  the
        number  of  years  premiums  would  have to be  paid on the  defendants'
        policies.  Plaintiff  alleges  claims  for  breach of  contract,  fraud,
        negligent  misrepresentation,  money had and received, unjust enrichment
        and imposition of a constructive trust.  Plaintiff purports to represent
        two classes of persons.  The first is a "contract class,"  consisting of
        all persons who purchased  whole or universal  life  insurance  policies
        from  Equitable  Life and EOC and from whom  Equitable Life and EOC have
        sought additional payments beyond the number of years allegedly promised
        by Equitable Life and EOC. The second is a "fraud class,"  consisting of
        all persons with an interest in policies  issued by  Equitable  Life and
        EOC at any time since  October 1, 1986.  Plaintiff  seeks  damages in an
        unspecified amount, and also seeks injunctive relief attaching Equitable
        Life's and EOC's  profits from their  alleged  sales  practices.  In May
        1997, plaintiff served a motion for class  certification.  In July 1997,
        the parties  submitted  to the Court a joint  scheduling  report,  joint
        scheduling order and a confidentiality  stipulation and order. The Court
        signed the latter stipulation, and the others remain sub judice. Further
        briefing on plaintiff's class certification motion will await entry of a
        scheduling order and further class  certification  discovery,  which has
        commenced and is on-going.  In January 1998,  the judge  assigned to the
        case recused  himself,  and the case was  reassigned.  Defendants are to
        serve their answer in February 1998.

        On January 3, 1996, an amended complaint was filed in an action entitled
        Frank Franze Jr. and George  Busher,  individually  and on behalf of all
        others similarly situated v. The Equitable Life Assurance Society of the
        United  States,  and Equitable  Variable  Life  Insurance  Company,  No.
        94-2036 in the United States District Court for the Southern District of
        Florida.  The  action  was  brought  by two  individuals  who  purchased
        variable life insurance policies.  The plaintiffs purport to represent a
        nationwide class  consisting of all persons who purchased  variable life
        insurance  policies from Equitable  Life and EVLICO since  September 30,
        1991. The amended  complaint  alleges that Equitable Life's and EVLICO's
        agents were  trained not to disclose  fully that the product  being sold
        was  life  insurance.   Plaintiffs  allege  violations  of  the  Federal
        securities  laws and seek  rescission of the  contracts or  compensatory
        damages and attorneys' fees and expenses. Equitable Life and EVLICO have
        answered the amended  complaint,  denying the material  allegations  and
        asserting  certain  affirmative  defenses.   Motion  practice  regarding
        discovery continues.

        On January 9, 1997, an action entitled Rosemarie Chaviano,  individually
        and on behalf of all others  similarly  situated v. The  Equitable  Life
        Assurance  Society of the United  States,  and  Equitable  Variable Life
        Insurance Company,  was filed in Massachusetts state court making claims
        similar to those in the Franze  action and  alleging  violations  of the
        Massachusetts  securities laws. The plaintiff  purports to represent all
        persons in Massachusetts who purchased variable life insurance contracts
        from Equitable Life and EVLICO from January 9, 1993 to the present.  The
        Massachusetts  action seeks  rescission of the contracts or compensatory
        damages,  attorneys'  fees,  expenses and injunctive  relief.  Plaintiff
        filed an amended  complaint in April 1997. In July 1997,  Equitable Life
        served a motion to dismiss the amended complaint or, in the alternative,
        for summary judgment.  On September 12, 1997,  plaintiff moved for class
        certification.  This motion is  scheduled  for  hearing on February  18,
        1998.

        On September 11, 1997, an action entitled Pamela L. and James A. Luther,
        individually and as  representatives of all people similarly situated v.
        The Equitable Life Assurance Society of the United States, The Equitable
        Companies Incorporated, and Casey Cammack, individually and as agent for
        The  Equitable  Life  Assurance  Society  of the  United  States and The
        Equitable  Companies  Incorporated,  was filed in Texas state court. The
        action was brought by holders of a whole life policy and the beneficiary
        under that policy. Plaintiffs purport to represent a nationwide class of
        persons  having  an  ownership  or  beneficial  interest  in  whole  and
        universal  life policies  issued by Equitable  Life from January 1, 1982
        through  December 31, 1996.  Also  included in the  purported  class are
        persons  having an ownership  interest in variable  annuities  purchased
        from Equitable  Life from January 1, 1992 to the present.  The complaint
        puts  in  issue  the  allegations  that  uniform  sales   presentations,
        illustrations,   and   materials   that   Equitable   Life  agents  used
        misrepresented the stated number of years that premiums would need to be
        paid and misrepresented the extent to which the policies at issue were

                                      F-32
<PAGE>

        
        proper  replacement  policies.  Plaintiffs  seek  compensatory  damages,
        attorneys' fees and expenses.  In October 1997,  Equitable Life served a
        general denial of the allegations  against it. The same day, the Holding
        Company entered a special appearance contesting the court's jurisdiction
        over it. In November  1997,  Equitable  Life filed a plea in  abatement,
        which,  under Texas law, stayed further  proceedings in the case because
        plaintiffs  had not served a demand letter.  Plaintiffs  served a demand
        letter upon  Equitable  Life and the Holding  Company,  the  response to
        which is due 60 days  thereafter.  Although  the  outcome of  litigation
        cannot be predicted with certainty,  particularly in the early stages of
        an  action,  the  Company's   management   believes  that  the  ultimate
        resolution of the Cole, Duncan,  Bradley,  Dillon, Franze,  Chaviano and
        Luther  litigations  should  not have a material  adverse  effect on the
        financial position of the Company.  The Company's management cannot make
        an  estimate  of  loss,  if any,  or  predict  whether  or not any  such
        litigation will have a material adverse effect on the Company's  results
        of operations in any particular period.

        On September 12, 1997, the United States District Court for the Northern
        District  of Alabama,  Southern  Division,  entered an order  certifying
        James  Brown  as the  representative  of a class  consisting  of  "[a]ll
        African-Americans  who applied but were not hired for, were  discouraged
        from applying for, or would have applied for the position of Sales Agent
        in the absence of the discriminatory practices, and/or procedures in the
        [former]  Southern  Region  of The  Equitable  from May 16,  1987 to the
        present." The second amended  complaint in James W. Brown,  on behalf of
        others similarly situated v. The Equitable Life Assurance Society of the
        United  States,   alleges,  among  other  things,  that  Equitable  Life
        discriminated on the basis of race against  African-American  applicants
        and  potential   applicants  in  hiring  individuals  as  sales  agents.
        Plaintiffs  seek a  declaratory  judgment and  affirmative  and negative
        injunctive relief, including the payment of back-pay,  pension and other
        compensation. Although the outcome of any litigation cannot be predicted
        with  certainty,  the  Company's  management  believes that the ultimate
        resolution of this matter should not have a material  adverse  effect on
        the financial position of the Company.  The Company's  management cannot
        make an estimate of loss, if any, or predict  whether or not such matter
        will  have a  material  adverse  effect  on  the  Company's  results  of
        operations in any particular period.

        The U.S.  Department of Labor ("DOL") is conducting an  investigation of
        Equitable Life's  management of the Prime Property Fund ("PPF").  PPF is
        an open-end,  commingled real estate separate  account of Equitable Life
        for pension clients.  Equitable Life serves as investment manager in PPF
        and retains  EREIM as advisor.  Equitable  Life agreed to indemnify  the
        purchaser of EREIM (which Equitable Life sold in June 1997) with respect
        to any fines,  penalties and rebates to clients in connection  with this
        investigation. In early 1995, the DOL commenced a national investigation
        of commingled real estate funds with pension  investors,  including PPF.
        The  investigation  appears to be focused  principally  on appraisal and
        valuation  procedures  in respect of fund  properties.  The most  recent
        request from the DOL seems to reflect,  at least in part, an interest in
        the relationship  between the valuations for those properties  reflected
        in  appraisals  prepared  for local  property  tax  proceedings  and the
        valuations used by PPF for other  purposes.  At no time has the DOL made
        any  specific   allegation  that  Equitable  Life  or  EREIM  has  acted
        improperly and Equitable Life and EREIM believe that any such allegation
        would be without  foundation.  While the  outcome of this  investigation
        cannot be predicted with certainty,  the Company's  management  believes
        that the ultimate  resolution  of this matter should not have a material
        adverse effect on the financial  position of the Company.  The Company's
        management  cannot make an estimate of loss, if any, or predict  whether
        or not this  investigation  will have a material  adverse  effect on the
        Company's results of operations in any particular period.

        On July 25, 1995, a Consolidated and Supplemental Class Action Complaint
        ("Complaint")  was filed  against  Alliance  North  American  Government
        Income Trust,  Inc. (the "Fund"),  Alliance and certain other defendants
        affiliated  with  Alliance,  including  the  Holding  Company,  alleging
        violations  of Federal  securities  laws,  fraud and breach of fiduciary
        duty in connection with the Fund's  investments in Mexican and Argentine
        securities.  The Complaint,  which sought  certification  of a plaintiff
        class of persons  who  purchased  or owned Class A, B or C shares of the
        Fund  from  March  27,  1992  through  December  23,  1994,   sought  an
        unspecified  amount of  damages,  costs,  attorneys'  fees and  punitive
        damages.  The principal  allegations  are that the Fund  purchased  debt
        securities  issued by the Mexican and Argentine  governments  in amounts
        that were not  permitted by the Fund's  investment  objective,  and that
        there was no  shareholder  vote to change the  investment  objective  to
        permit purchases in such amounts. The Complaint further alleged that the
        decline in the value of the Mexican and Argentine securities held by the
        Fund  caused the Fund's net asset value to decline to the  detriment  of
        the Fund's  shareholders.  On  September  26,  1996,  the United  States
        District Court for the Southern District of

                                      F-33
<PAGE>

        New York  granted  the  defendants'  motion to dismiss all counts of the
        Complaint ("First  Decision").  On October 11, 1996,  plaintiffs filed a
        motion for reconsideration of the First Decision.  On November 25, 1996,
        the court denied  plaintiffs'  motion for  reconsideration  of the First
        Decision.  On October 29, 1997,  the United  States Court of Appeals for
        the Second Circuit issued an order granting defendants' motion to strike
        and dismissing  plaintiffs' appeal of the First Decision. On October 29,
        1996,  plaintiffs filed a motion for leave to file an amended complaint.
        The principal allegations of the proposed amended complaint are that (i)
        the Fund  failed to hedge  against  the risks of  investing  in  foreign
        securities  despite  representations  that it would do so, (ii) the Fund
        did not properly  disclose that it planned to invest in  mortgage-backed
        derivative  securities  and  (iii) two  advertisements  used by the Fund
        misrepresented the risks of investing in the Fund. On July 15, 1997, the
        District  Court denied  plaintiffs'  motion for leave to file an amended
        complaint  and ordered that the case be dismissed  ("Second  Decision").
        The  plaintiffs  have appealed the Second  Decision to the United States
        Court of Appeals for the Second Circuit.  While the ultimate  outcome of
        this matter cannot be  determined  at this time,  management of Alliance
        does  not  expect  that  it  will  have a  material  adverse  effect  on
        Alliance's results of operations or financial condition.

        On January 26, 1996, a purported purchaser of certain notes and warrants
        to  purchase  shares  of  common  stock of  Rickel  Home  Centers,  Inc.
        ("Rickel") filed a class action complaint  against  Donaldson,  Lufkin &
        Jenrette Securities  Corporation  ("DLJSC") and certain other defendants
        for unspecified  compensatory and punitive damages in the U. S. District
        Court for the  Southern  District  of New York.  The suit was brought on
        behalf of the  purchasers  of 126,457 units  consisting of  $126,457,000
        aggregate  principal amount of 13 1/2% senior notes due 2001 and 126,457
        warrants to purchase  shares of common stock of Rickel  issued by Rickel
        in October 1994. The complaint alleges  violations of federal securities
        laws and common law fraud against DLJSC, as the underwriter of the units
        and as an owner of 7.3% of the  common  stock of Rickel,  Eos  Partners,
        L.P., and General Electric Capital Corporation,  each as owners of 44.2%
        of the common stock of Rickel,  and members of the board of directors of
        Rickel, including a DLJSC managing director. The complaint seeks to hold
        DLJSC liable for alleged  misstatements  and omissions  contained in the
        prospectus  and  registration  statement  filed in  connection  with the
        offering of the units,  alleging that the  defendants  knew of financial
        losses  and a  decline  in value of Rickel  in the  months  prior to the
        offering and did not  disclose  such  information.  The  complaint  also
        alleges that Rickel failed to pay its semi-annual  interest  payment due
        on the units on December  15,  1995,  and that Rickel  filed a voluntary
        petition  for  reorganization  pursuant to Chapter 11 of the  Bankruptcy
        Code on January 10,  1996.  DLJSC  intends to defend  itself  vigorously
        against all of the  allegations  contained  in the  complaint.  Although
        there can be no assurance, DLJ does not believe that the outcome of this
        litigation  will  have  a  material  adverse  effect  on  its  financial
        condition.  Due to the  early  stage  of this  litigation,  based on the
        information  currently  available to it, DLJ's management cannot make an
        estimate of loss, if any, or predict whether or not such litigation will
        have a material  adverse  effect on DLJ's  results of  operations in any
        particular period.

        In October  1995,  DLJSC was named as a defendant  in a purported  class
        action  filed in a Texas  State Court on behalf of the holders of $550.0
        million principal amount of subordinated  redeemable discount debentures
        of National  Gypsum  Corporation  ("NGC")  canceled in connection with a
        Chapter 11 plan of reorganization  for NGC consummated in July 1993. The
        named  plaintiff  in the State  Court  action  also  filed an  adversary
        proceeding  in the U.S.  Bankruptcy  Court for the Northern  District of
        Texas  seeking a  declaratory  judgment  that the  confirmed NGC plan of
        reorganization  does not bar the class action claims.  Subsequent to the
        consummation  of NGC's plan of  reorganization,  NGC's shares traded for
        values  substantially  in excess of, and in 1995 NGC was  acquired for a
        value  substantially  in excess of, the values  upon which NGC's plan of
        reorganization   was  based.  The  two  actions  arise  out  of  DLJSC's
        activities as financial advisor to NGC in the course of NGC's Chapter 11
        reorganization proceedings.  The class action complaint alleges that the
        plan of  reorganization  submitted by NGC was based upon  projections by
        NGC and DLJSC which intentionally  understated  forecasts,  and provided
        misleading  and incorrect  information in order to hide NGC's true value
        and that  defendants  breached  their  fiduciary  duties by, among other
        things,   providing  false,  misleading  or  incomplete  information  to
        deliberately  understate  the value of NGC. The class  action  complaint
        seeks  compensatory  and punitive damages  purportedly  sustained by the
        class. On October 10, 1997, DLJSC and
  
                                      F-34
<PAGE>

        others were named as  defendants  in a new  adversary  proceeding in the
        Bankruptcy Court brought by the NGC Settlement  Trust, an entity created
        by the NGC plan of reorganization to deal with asbestos-related  claims.
        The Trust's  allegations are substantially  similar to the claims in the
        State Court action.  In court papers dated  October 16, 1997,  the State
        Court  plaintiff  indicated  that  he  would  intervene  in the  Trust's
        adversary  proceeding.  On January 21, 1998, the Bankruptcy  Court ruled
        that the State Court plaintiff's  claims were not barred by the NGC plan
        of reorganization  insofar as they alleged nondisclosure of certain cost
        reductions  announced  by NGC in October  1993.  The Texas  State  Court
        action,  which  had  been  removed  to the  Bankruptcy  Court,  has been
        remanded  back to the state  court,  which  remand is being  opposed  by
        DLJSC.  DLJSC  intends to defend  itself  vigorously  against all of the
        allegations  contained  in  the  complaints.  Although  there  can be no
        assurance,  DLJ  does not  believe  that the  ultimate  outcome  of this
        litigation  will  have  a  material  adverse  effect  on  its  financial
        condition.  Due to the early  stage of such  litigation,  based upon the
        information  currently  available to it, DLJ's management cannot make an
        estimate of loss, if any, or predict whether or not such litigation will
        have a material  adverse  effect on DLJ's  results of  operations in any
        particular period.

        In November and December 1995, DLJSC,  along with various other parties,
        was named as a defendant in a number of purported class actions filed in
        the U.S.  District  Court for the  Eastern  District of  Louisiana.  The
        complaints allege violations of the federal  securities laws arising out
        of a public  offering in 1994 of $435.0  million of first mortgage notes
        of Harrah's Jazz Company and Harrah's Jazz Finance Corp.  The complaints
        seek  to  hold  DLJSC  liable  for  various  alleged  misstatements  and
        omissions  contained  in the  prospectus  dated  November  9,  1994.  On
        February 26, 1997,  the parties agreed to a settlement of these actions,
        subject to the District Court's approval,  which was granted on July 31,
        1997. The settlement is also subject to approval by the U.S.  Bankruptcy
        Court for the Eastern District of Louisiana of proposed modifications to
        a  confirmed  plan of  reorganization  for  Harrah's  Jazz  Company  and
        Harrah's  Jazz  Finance  Corp.,  and the  satisfaction  or waiver of all
        conditions  to the  effectiveness  of the plan, as provided in the plan.
        There can be no  assurance  of the  Bankruptcy  Court's  approval of the
        modifications to the plan of  reorganization,  or that the conditions to
        the  effectiveness  of the plan  will be  satisfied  or  waived.  In the
        opinion of DLJ's management,  the settlement, if approved, will not have
        a  material  adverse  effect on DLJ's  results of  operations  or on its
        consolidated financial condition.

        In addition  to the  matters  described  above,  Equitable  Life and its
        subsidiaries  and DLJ and its subsidiaries are involved in various legal
        actions and proceedings in connection with their businesses. Some of the
        actions and  proceedings  have been brought on behalf of various alleged
        classes of  claimants  and certain of these  claimants  seek  damages of
        unspecified  amounts.  While the ultimate outcome of such matters cannot
        be predicted with certainty, in the opinion of management no such matter
        is  likely  to  have  a  material   adverse   effect  on  the  Company's
        consolidated financial position or results of operations.

15)     LEASES

        The Company  has  entered  into  operating  leases for office  space and
        certain other assets,  principally data processing  equipment and office
        furniture and  equipment.  Future minimum  payments under  noncancelable
        leases for 1998 and the succeeding  four years are $93.5 million,  $84.4
        million,  $70.2 million, $56.4 million, $47.0 million and $489.3 million
        thereafter.   Minimum   future   sub-lease   rental   income   on  these
        noncancelable  leases  for 1998 and the  succeeding  four years are $7.3
        million,  $5.9 million, $3.8 million, $2.4 million, $.8 million and $2.9
        million thereafter.

        At December 31, 1997, the minimum future rental income on  noncancelable
        operating  leases for wholly owned  investments  in real estate for 1997
        and the succeeding four years are $247.0 million, $238.1 million, $218.7
        million, $197.9 million, $169.1 million and $813.0 million thereafter.

                                      F-35
<PAGE>

16)     OTHER OPERATING COSTS AND EXPENSES

        Other operating costs and expenses consisted of the following:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Compensation costs.................................  $       721.5       $      704.8       $      628.4
        Commissions........................................          409.6              329.5              314.3
        Short-term debt interest expense...................           31.7                8.0               11.4
        Long-term debt interest expense....................          121.2              137.3              108.1
        Amortization of policy acquisition costs...........          287.3              405.2              317.8
        Capitalization of policy acquisition costs.........         (508.0)            (391.9)            (391.0)
        Rent expense, net of sub-lease income..............          101.8              113.7              109.3
        Cursitor intangible assets writedown...............          120.9                -                  -
        Other..............................................          917.9              769.1              677.5
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     2,203.9       $    2,075.7       $    1,775.8
                                                            =================   ================   =================
</TABLE>

        During 1997, 1996 and 1995, the Company  restructured certain operations
        in  connection  with  cost  reduction   programs  and  recorded  pre-tax
        provisions  of  $42.4   million,   $24.4  million  and  $32.0   million,
        respectively.  The  amounts  paid  during  1997,  associated  with  cost
        reduction  programs,  totaled $22.8  million.  At December 31, 1997, the
        liabilities  associated with cost reduction  programs  amounted to $62.0
        million.  The 1997 cost  reduction  program  include  costs  related  to
        employee  termination  and exit costs.  The 1996 cost reduction  program
        included  restructuring  costs related to the consolidation of insurance
        operations'  service centers.  The 1995 cost reduction  program included
        relocation expenses,  including the accelerated amortization of building
        improvements   associated  with  the  relocation  of  the  home  office.
        Amortization  of DAC in 1996 included a $145.0  million  writeoff of DAC
        related to DI contracts.

17)     INSURANCE GROUP STATUTORY FINANCIAL INFORMATION

        Equitable  Life is  restricted as to the amounts it may pay as dividends
        to  the  Holding  Company.   Under  the  New  York  Insurance  Law,  the
        Superintendent  has broad discretion to determine  whether the financial
        condition of a stock life insurance company would support the payment of
        dividends to its  shareholders.  For 1997, 1996 and 1995,  statutory net
        loss  totaled  $351.7  million,   $351.1  million  and  $352.4  million,
        respectively. No amounts are expected to be available for dividends from
        Equitable Life to the Holding Company in 1998.

        At December 31, 1997, the Insurance  Group,  in accordance  with various
        government  and state  regulations,  had  $19.7  million  of  securities
        deposited with such government or state agencies.

                                      F-36
<PAGE>

        Accounting  practices used to prepare statutory financial statements for
        regulatory  filings of stock life insurance  companies differ in certain
        instances  from GAAP.  The following  reconciles  the Insurance  Group's
        statutory change in surplus and capital stock and statutory  surplus and
        capital  stock  determined  in  accordance  with  accounting   practices
        prescribed by the New York  Insurance  Department  with net earnings and
        equity on a GAAP basis.
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>
        Net change in statutory surplus and
          capital stock....................................  $       203.6       $       56.0       $       78.1
        Change in asset valuation reserves.................          147.1              (48.4)             365.7
                                                            -----------------   ----------------   -----------------
        Net change in statutory surplus, capital stock
          and asset valuation reserves.....................          350.7                7.6              443.8
        Adjustments:
          Future policy benefits and policyholders'
            account balances...............................          (31.1)            (298.5)             (66.0)
          DAC..............................................          220.7              (13.3)              73.2
          Deferred Federal income taxes....................          103.1              108.0             (158.1)
          Valuation of investments.........................           46.8              289.8              189.1
          Valuation of investment subsidiary...............         (555.8)            (117.7)            (188.6)
          Limited risk reinsurance.........................           82.3               92.5              416.9
          Issuance of surplus notes........................            -                  -               (538.9)
          Postretirement benefits..........................           (3.1)              28.9              (26.7)
          Other, net.......................................           30.3               12.4              115.1
          GAAP adjustments of Closed Block.................            3.6               (9.8)              15.7
          GAAP adjustments of discontinued operations......          189.7              (89.6)              37.3
                                                            -----------------   ----------------   -----------------
        Net Earnings of the Insurance Group................  $       437.2       $       10.3       $      312.8
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                 December 31,
                                                            --------------------------------------------------------
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Statutory surplus and capital stock................  $     2,462.5       $    2,258.9       $    2,202.9
        Asset valuation reserves...........................        1,444.6            1,297.5            1,345.9
                                                            -----------------   ----------------   -----------------
        Statutory surplus, capital stock and asset
          valuation reserves...............................        3,907.1            3,556.4            3,548.8
        Adjustments:
          Future policy benefits and policyholders'
            account balances...............................       (1,336.1)          (1,305.0)          (1,006.5)
          DAC..............................................        3,236.6            3,104.9            3,075.8
          Deferred Federal income taxes....................         (370.8)            (306.1)            (452.0)
          Valuation of investments.........................          783.5              286.8              417.7
          Valuation of investment subsidiary...............       (1,338.6)            (782.8)            (665.1)
          Limited risk reinsurance.........................         (254.2)            (336.5)            (429.0)
          Issuance of surplus notes........................         (539.0)            (539.0)            (538.9)
          Postretirement benefits..........................         (317.5)            (314.4)            (343.3)
          Other, net.......................................          203.7              126.3                4.4
          GAAP adjustments of Closed Block.................          814.3              783.7              830.8
          GAAP adjustments of discontinued operations......           71.5             (190.3)            (184.6)
                                                            -----------------   ----------------   -----------------
        Equity of the Insurance Group......................  $     4,860.5       $    4,084.0       $    4,258.1
                                                            =================   ================   =================
</TABLE>

                                      F-37
<PAGE>

18)     BUSINESS SEGMENT INFORMATION

        The Company has two major business  segments:  Insurance  Operations and
        Investment  Services.  Interest  expense related to debt not specific to
        either  business  segment is presented as  Corporate  interest  expense.
        Information for all periods is presented on a comparable basis.

        Insurance  Operations  offers a variety  of  traditional,  variable  and
        interest-sensitive  life insurance products,  disability income, annuity
        products,  mutual fund and other investment  products to individuals and
        small groups and  administers  traditional  participating  group annuity
        contracts with conversion  features,  generally for corporate  qualified
        pension  plans,  and  association   plans  which  provide  full  service
        retirement  programs for individuals  affiliated with  professional  and
        trade   associations.   This  segment  includes  Separate  Accounts  for
        individual insurance and annuity products.

        Investment  Services provides  investment fund management,  primarily to
        institutional  clients.  This  segment  includes  the  Company's  equity
        interest in DLJ and Separate  Accounts which provide various  investment
        options for group clients through pooled or single group accounts.

        Intersegment  investment  advisory and other fees of approximately $81.9
        million,  $127.5  million and $124.1  million  for 1997,  1996 and 1995,
        respectively,  are included in total revenues of the Investment Services
        segment.  These fees,  excluding  amounts  related to the GIC Segment of
        $5.1 million,  $15.7 million and $14.7 million for 1997,  1996 and 1995,
        respectively, are eliminated in consolidation.
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                 <C>                 <C>                 <C>
        Revenues
        Insurance operations...............................  $     3,684.2       $    3,770.6       $    3,614.6
        Investment services................................        1,455.1            1,126.1              949.1
        Consolidation/elimination..........................          (19.9)             (24.5)             (34.9)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     5,119.4       $    4,872.2       $    4,528.8
                                                            =================   ================   =================

        Earnings (loss) from continuing  operations before Federal income taxes,
          minority interest and cumulative effect of accounting change
        Insurance operations...............................  $       250.3       $      (36.6)      $      303.1
        Investment services................................          485.7              311.9              224.0
        Consolidation/elimination..........................            -                   .2               (3.1)
                                                            -----------------   ----------------   -----------------
              Subtotal.....................................          736.0              275.5              524.0
        Corporate interest expense.........................          (65.3)             (66.9)             (27.9)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       670.7       $      208.6       $      496.1
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                 <C>
        Assets
        Insurance operations...................................................  $    68,305.9      $    60,464.9
        Investment services....................................................       13,719.8           13,542.5
        Consolidation/elimination..............................................         (403.6)            (399.6)
                                                                                ----------------   -----------------
        Total..................................................................  $    81,622.1      $    73,607.8
                                                                                ================   =================
</TABLE>

                                      F-38
<PAGE>

19)     QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

        The quarterly  results of operations  for 1997 and 1996,  are summarized
        below:
<TABLE>
<CAPTION>

                                                                    Three Months Ended
                                       ------------------------------------------------------------------------------
                                           March 31           June 30           September 30          December 31
                                       -----------------  -----------------   ------------------   ------------------
                                                                       (In Millions)
        <S>                             <C>                <C>                 <C>                  <C>         
        1997
        Total Revenues................  $     1,266.0      $     1,552.8       $    1,279.0         $    1,021.6
                                       =================  =================   ==================   ==================

        Earnings from Continuing
          Operations before
          Cumulative Effect
          of Accounting Change........  $       117.4      $       222.5       $      145.1         $       39.4
                                       =================  =================   ==================   ==================

        Net Earnings (Loss)...........  $       114.1      $       223.1       $      144.9         $      (44.9)
                                       =================  =================   ==================   ==================

        1996
        Total Revenues................  $     1,176.5      $     1,199.4       $    1,198.4         $    1,297.9
                                       =================  =================   ==================   ==================

        Earnings (Loss) from
          Continuing Operations
          before Cumulative Effect
          of Accounting Change........  $        94.8      $        87.1       $       93.2         $     (157.9)
                                       =================  =================   ==================   ==================

        Net Earnings (Loss)...........  $        71.7      $        87.1       $       93.2         $     (241.7)
                                       =================  =================   ==================   ==================
</TABLE>

        Net earnings for the three  months  ended  December 31, 1997  includes a
        charge of $212.0 million related to additions to valuation allowances on
        and   writeoffs   of  real  estate  of  $225.2   million,   and  reserve
        strengthening  on  discontinued  operations of $84.3 million offset by a
        reversal of prior years tax reserves of $97.5 million.  Net earnings for
        the three  months ended  December  31, 1996  includes a charge of $339.3
        million related to writeoffs of DAC on DI contracts of $94.3 million and
        reserve strengthenings on DI business of $113.7 million,  Pension Par of
        $47.5 million and Discontinued Operations of $83.8 million.

20)     INVESTMENT IN DLJ

        At December  31,  1997,  the  Company's  ownership  of DLJ  interest was
        approximately  34.4%. The Company's  ownership  interest will be further
        reduced  upon  the  issuance  of  common  stock  after  the  vesting  of
        forfeitable  restricted  stock units  acquired by and/or the exercise of
        options  granted to certain DLJ employees.  DLJ  restricted  stock units
        represents  forfeitable  rights to  receive  approximately  5.2  million
        shares of DLJ common stock through February 2000.

        The results of  operations  of DLJ are accounted for on the equity basis
        and  are  included  in  commissions,   fees  and  other  income  in  the
        consolidated statements of earnings. The Company's carrying value of DLJ
        is included in investment in and loans to affiliates in the consolidated
        balance sheets.

                                      F-39
<PAGE>

        Summarized  balance  sheets  information  for  DLJ,  reconciled  to  the
        Company's carrying value of DLJ, are as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Assets:
        Trading account securities, at market value............................  $   16,535.7       $   15,728.1
        Securities purchased under resale agreements...........................      22,628.8           20,598.7
        Broker-dealer related receivables......................................      28,159.3           16,858.8
        Other assets...........................................................       3,182.0            2,318.1
                                                                                ----------------   -----------------
        Total Assets...........................................................  $   70,505.8       $   55,503.7
                                                                                ================   =================

        Liabilities:
        Securities sold under repurchase agreements............................  $   36,006.7       $   29,378.3
        Broker-dealer related payables.........................................      25,706.1           19,409.7
        Short-term and long-term debt..........................................       3,670.6            2,704.5
        Other liabilities......................................................       2,860.9            2,164.0
                                                                                ----------------   -----------------
        Total liabilities......................................................      68,244.3           53,656.5
        DLJ's company-obligated mandatorily redeemed preferred
          securities of subsidiary trust holding solely debentures of DLJ......         200.0              200.0
        Total shareholders' equity.............................................       2,061.5            1,647.2
                                                                                ----------------   -----------------
        Total Liabilities, Cumulative Exchangeable Preferred Stock and
          Shareholders' Equity.................................................  $   70,505.8       $   55,503.7
                                                                                ================   =================

        DLJ's equity as reported...............................................  $    2,061.5       $    1,647.2
        Unamortized cost in excess of net assets acquired in 1985
          and other adjustments................................................          23.5               23.9
        The Holding Company's equity ownership in DLJ..........................        (740.2)            (590.2)
        Minority interest in DLJ...............................................        (729.3)            (588.6)
                                                                                ----------------   -----------------
        The Company's Carrying Value of DLJ....................................  $      615.5       $      492.3
                                                                                ================   =================
</TABLE>

        Summarized  statements of earnings information for DLJ reconciled to the
        Company's equity in earnings of DLJ is as follows:
<TABLE>
<CAPTION>

                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Commission, fees and other income......................................  $    2,356.8       $    1,818.2
        Net investment income..................................................       1,652.1            1,074.2
        Dealer, trading and investment gains, net..............................         631.6              598.4
                                                                                ----------------   -----------------
        Total revenues.........................................................       4,640.5            3,490.8
        Total expenses including income taxes..................................       4,232.3            3,199.5
                                                                                ----------------   -----------------
        Net earnings...........................................................         408.2              291.3
        Dividends on preferred stock...........................................          12.1               18.7
                                                                                ----------------   -----------------
        Earnings Applicable to Common Shares...................................  $      396.1       $      272.6
                                                                                ================   =================

        DLJ's earnings applicable to common shares as reported.................  $      396.1       $      272.6
        Amortization of cost in excess of net assets acquired in 1985..........          (1.3)              (3.1)
        The Holding Company's equity in DLJ's earnings.........................        (156.8)            (107.8)
        Minority interest in DLJ...............................................        (109.1)             (73.4)
                                                                                ----------------   -----------------
        The Company's Equity in DLJ's Earnings.................................  $      128.9       $       88.3
                                                                                ================   =================
</TABLE>

                                      F-40
<PAGE>

21)     ACCOUNTING FOR STOCK-BASED COMPENSATION

        The  Holding  Company  sponsors a stock  option  plan for  employees  of
        Equitable  Life.  DLJ and Alliance  each sponsor  their own stock option
        plans for  certain  employees.  The  Company  has elected to continue to
        account for  stock-based  compensation  using the intrinsic value method
        prescribed  in APB No.  25. Had  compensation  expense  for the  Holding
        Company,  DLJ and  Alliance  Stock  Option  Incentive  Plan options been
        determined  based  on SFAS  No.  123's  fair  value  based  method,  the
        Company's  pro forma net  earnings  for 1997,  1996 and 1995  would have
        been:
<TABLE>
<CAPTION>

                                                                        1997              1996             1995
                                                                   ---------------   ---------------  ---------------
                                                                                     (In Millions)
        <S>                                                         <C>               <C>              <C>
        Net Earnings:
          As Reported.............................................  $      437.2      $      10.3      $      312.8
          Pro Forma...............................................  $      426.3      $       3.3      $      311.3
</TABLE>

        The fair value of options  granted  after  December 31, 1994,  used as a
        basis for the above pro forma disclosures,  was estimated as of the date
        of grants  using the  Black-Scholes  option  pricing  model.  The option
        pricing assumptions for 1997, 1996 and 1995 are as follows:
<TABLE>
<CAPTION>

                                  Holding Company                      DLJ                            Alliance
                           ------------------------------ ------------------------------- ----------------------------------
                             1997      1996       1995      1997       1996       1995      1997        1996        1995
                           -------------------- --------- ---------- ---------- --------- ---------- ----------- -----------
        <S>                 <C>       <C>        <C>        <C>        <C>       <C>        <C>        <C>        <C>
        Dividend yield....    0.48%     0.80%      0.96%      0.86%      1.54%     1.85%      8.00%      8.00%      8.00%

        Expected volatility  20.00%    20.00%     20.00%     33.00%     25.00%    25.00%     26.00%     23.00%     23.00%

        Risk-free interest
          rate............    5.99%     5.92%      6.83%      5.96%      6.07%     5.86%      5.70%      5.80%      6.00%

        Expected life.....  5 years   5 years    5 years   5 years    5 years   5 years   7.6 years  7.43 years  7.43 years

        Weighted average
          grant-date fair
          value per option   $12.25     $6.94      $5.90    $22.45      $9.35     $7.36      $4.36      $2.69      $2.24

</TABLE>

                                      F-41
<PAGE>

        A summary of the Holding Company,  DLJ and Alliance's option plans is as
        follows:
<TABLE>
<CAPTION>

                                        Holding Company                     DLJ                         Alliance
                                  ----------------------------- ----------------------------- -----------------------------
                                                    Options                       Options                       Options
                                                  Outstanding                   Outstanding                   Outstanding
                                                    Weighted                      Weighted                     Weighted
                                                    Average                       Average                       Average
                                      Shares        Exercise        Shares        Exercise        Units        Exercise
                                  (In Millions)      Price      (In Millions)      Price      (In Millions)      Price
                                  --------------- ------------- --------------- ------------- -----------------------------
       <S>                            <C>          <C>             <C>         <C>               <C>          <C>
        Balance as of
          January 1, 1995........       6.8           $20.31          -                             3.8          $15.46
          Granted................        .4           $20.27          9.2         $27.00            1.8          $20.54
          Exercised..............       (.1)          $20.00          -                             (.5)         $11.20
          Expired................       (.1)          $20.00          -                             -
          Forfeited..............       (.3)          $22.24          -                             (.3)         $16.64
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1995......       6.7           $20.27          9.2         $27.00            4.8          $17.72
          Granted................        .7           $24.94          2.1         $32.54             .7          $25.12
          Exercised..............       (.1)          $19.91          -                             (.4)         $13.64
          Expired................       -                             -                             -
          Forfeited..............       (.6)          $20.21          (.2)        $27.00            (.1)         $19.32
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1996......       6.7           $20.79         11.1         $28.06            5.0          $19.07
          Granted................       3.2           $41.85          3.2         $61.07            1.1          $36.56
          Exercised..............      (1.6)          $20.26          (.1)        $32.03            (.6)         $16.11
          Forfeited..............       (.4)          $23.43          (.1)        $27.51            (.2)         $21.28
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1997......       7.9           $29.05         14.1         $35.56            5.3          $22.82
                                  ===============               =============                 ===============
</TABLE>

                                      F-42
<PAGE>

        Information  about options  outstanding  and exercisable at December 31,
        1997 is as follows:
<TABLE>
<CAPTION>

                                             Options Outstanding                           Options Exercisable
                             ----------------------------------------------------  ------------------------------------
                                                    Weighted
                                                    Average         Weighted                              Weighted
              Range of             Number          Remaining         Average             Number           Average
              Exercise          Outstanding       Contractual       Exercise          Exercisable         Exercise
               Prices          (In Millions)      Life (Years)        Price          (In Millions)         Price
        --------------------- ----------------- ----------------- ---------------  ------------------- ----------------

               Holding
               Company
        ----------------------
       <S>                         <C>                <C>            <C>                 <C>              <C>
        $18.125   -$27.75            4.8               5.84           $20.94              3.0              $20.41
        $28.50    -$45.25            3.1               9.57           $41.84              -                  -
                              -----------------                                    -------------------
        $18.125   -$45.25            7.9               7.29           $29.05              3.0              $20.41
                              ================= ================= ===============  =================== ================

                 DLJ
        ----------------------
        $27.00    -$35.99           10.9               8.0            $28.05              4.9              $27.58
        $36.00    -$50.99             .8               9.3            $40.04              -                  -
        $51.00    -$76.00            2.4               9.8            $67.77              -                  -
                              -----------------                                    -------------------
        $27.00    -$76.00           14.1               8.4            $35.56              4.9              $27.58
                              ================= ================= ================  =================== =================

              Alliance
        ----------------------
        $ 6.0625   -$17.75           1.1               3.86           $13.20              1.0              $13.04
        $19.375    -$19.75            .8               7.34           $19.39               .3              $19.39
        $19.875    -$21.375          1.1               8.28           $20.13               .6              $20.19
        $22.25     -$27.50           1.3               9.81           $23.81               .4              $23.29
        $36.9375   -$37.5625         1.0               9.95           $36.95              -                  -
                              -----------------                                    -------------------
        $  6.0625  -$37.5625         5.3               7.58           $22.82              2.3              $17.43
                              ================= ================== ==============  ====================== =============
</TABLE>

                                      F-43

<PAGE>



                                                                      APPENDIX A

MANAGEMENT

   
Here is a list of our  directors  and,  to the extent they are  responsible  for
variable life insurance operations, our principal officers and a brief statement
of their business  experience for the past five years.  Unless  otherwise noted,
their address is 1290 Avenue of the Americas, New York, New York 10104.


<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- -------------------------------------------------------------------------------------------------------------------------------
DIRECTORS
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>                                              
Francoise Colloc'h                      Director  of  Equitable  since July 1992.  Senior  Executive  Vice  President,  Human
AXA-UAP                                 Resources and  Communications  of AXA-UAP  ("AXA-UAP"),  and various  positions  with
23, Avenue Matignon                     AXA-UAP affiliated companies. Director of the Holding Company.
75008 Paris, France
- -------------------------------------------------------------------------------------------------------------------------------
Henri de Castries                       Director of Equitable  since  September  1993.  Director and Chairman of the Board of
AXA-UAP                                 the Holding  Company since April 1998.  Prior thereto,  Vice Chairman of the Board of
23, Avenue Matignon                     the Holding Company since February 1996.  Senior Executive Vice President,  Financial
75008 Paris, France                     Services  and Life  Insurance  Activities  of AXA-UAP  since 1996.  Also  Director or
                                        Officer of various  subsidiaries  and affiliates of the AXA-UAP Group (formerly known
                                        as the AXA Group).  Director of other  Equitable  affiliates.  Previously  held other
                                        officerships with the AXA Group.
- -------------------------------------------------------------------------------------------------------------------------------
Joseph L. Dionne                        Director  of  Equitable  since  May  1982.   Chairman  and  Chief  Executive  of  The
The McGraw-Hill Companies               McGraw-Hill Companies. Director of the Holding Company.
1221 Avenue of the Americas
New York, NY 10020
- -------------------------------------------------------------------------------------------------------------------------------
Denis Duverne                           Director  of  Equitable  since  February  1998.  Senior  Vice  President  of AXA-UAP.
AXA-UAP                                 Director  since  February 1996,  Alliance.  Director  since February 1997,  Donaldson
23, Avenue Matignon                     Lufkin & Jenrette ("DLJ").
75008 Paris, France
- -------------------------------------------------------------------------------------------------------------------------------
William T. Esrey                        Director  of  Equitable  since July 1986.  Chairman  and Chief  Executive  Officer of
Sprint Corporation                      Sprint Corporation. Director of the Holding Company.
P.O. Box 11315
Kansas City, MO 64112
- -------------------------------------------------------------------------------------------------------------------------------
Jean-Rene  Fourtou                      Director of  Equitable  since July 1992.  Chairman and Chief Executive  Officer  of  
Rhone-Poulenc  S.A.                     Rhone-Poulenc  S.A.  Member  of the Supervisory Board of AXA-UAP since January 1997.
25, Quai Paul Doumer                    Director of the Holding Company.
92408 Courbevoie Cedex
France
- -------------------------------------------------------------------------------------------------------------------------------
Norman C. Francis                       Director of Equitable since March 1989. President of Xavier University of Louisiana.
Xavier University of Louisiana
7325 Palmetto Street
New Orleans, LA  70125
- -------------------------------------------------------------------------------------------------------------------------------
Donald J. Greene                        Director of  Equitable  since July 1991.  Partner,  LeBoeuf,  Lamb,  Greene & MacRae.
LeBouef, Lamb, Greene & MacRae          Director of the Holding Company.
125 West 55th Street
New York, NY  10019-4513
- -------------------------------------------------------------------------------------------------------------------------------
John T. Hartley                         Director of Equitable  since August 1987.  Currently a Director and retired  Chairman
Harris Corporation                      and Chief Executive  Officer of Harris  Corporation  (retired July 1995);  previously
1025 NASA Boulevard                     held other officerships with Harris Corporation. Director of the Holding Company.
Melbourne, FL  32919
- -------------------------------------------------------------------------------------------------------------------------------
John H.F. Haskell, Jr.                  Director of Equitable since July 1992.  Managing Director of SBC Warburg Dillon Read,
SBC Warburg Dillon Read, Inc.           Inc. and member of its Board of Directors. Director of the Holding Company.
535 Madison Avenue
New York, NY  10028
- -------------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-1


<PAGE>



<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS

- -------------------------------------------------------------------------------------------------------------------------------
DIRECTORS (continued)

- -------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>                                              
Mary R. (Nina) Henderson                Director of Equitable since December 1996.  President of Bestfoods  Grocery (formerly
Bestfoods Grocery                       CPC Specialty Markets Group) of BESTFOODS  (formerly CPC  International,  Inc.) since
BESTFOODS                               1993.  Prior  thereto,  President of CPC Specialty  Products and Best Foods  Exports.
International Plaza                     Director of the Holding Company.
700 Sylvan Avenue
Englewood Cliffs, NJ 07632-9976
- -------------------------------------------------------------------------------------------------------------------------------
W. Edwin Jarmain                        Director of  Equitable  since July 1992.  President  of Jarmain  Group Inc.;  also an
Jarmain Group Inc.                      Officer or Director of several  affiliated  companies.  Chairman  and Director of FCA
121 King Street West                    International  Ltd.  Director of various AXA affiliated  companies.  Previously  held
Suite 2525                              other officerships with FCA International. Director of the Holding Company.
Toronto, Ontario M5H 3T9
Canada
- -------------------------------------------------------------------------------------------------------------------------------
G. Donald Johnston, Jr.                 Director of Equitable  since  January  1986.  Retired  Chairman  and Chief  Executive
184-400 Ocean Road                      Officer of JWT Group, Inc. and J. Walter Thompson Company.
John's Island
Vero Beach, FL  32963
- -------------------------------------------------------------------------------------------------------------------------------
George T. Lowy                          Director of Equitable since July 1992. Partner, Cravath, Swaine & Moore.
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY  10019
- -------------------------------------------------------------------------------------------------------------------------------
Didier Pineau-Valencienne               Director of Equitable since February 1996.  Chairman and Chief  Executive  Officer of
Schneider S.A.                          Schneider  S.A.  and  Chairman or Director of numerous  subsidiaries  and  affiliated
64/70, Avenue Jean-Baptiste Clement     companies of Schneider. Director of AXA-UAP and the Holding Company.
92646 Boulogne-Billancourt Cedex
France
- -------------------------------------------------------------------------------------------------------------------------------
George J. Sella, Jr.                    Director of Equitable since May 1987.  Retired  Chairman and Chief Executive  Officer
P.O. Box 397                            of  American   Cyanamid   Company   (retired  April  1993);   previously  held  other
Newton, NJ  07860                       officerships with American Cyanamid. Director of the Holding Company.
- -------------------------------------------------------------------------------------------------------------------------------
Dave H. Williams                        Director of  Equitable  since March 1991.  Chairman  and Chief  Executive  Officer of
Alliance Capital Management             Alliance and Chairman or Director of numerous  subsidiaries and affiliated  companies
Corporation                             of Alliance. Director of the Holding Company.
1345 Avenue of the Americas
New York, NY  10105
- -------------------------------------------------------------------------------------------------------------------------------
OFFICERS AND DIRECTORS

- -------------------------------------------------------------------------------------------------------------------------------
Michael Hegarty                         Director of Equitable  since  January  1998.  President  since January 1998 and Chief
                                        Operating  Officer since  February 1998,  Equitable.  Vice Chairman since April 1998,
                                        Senior Executive Vice President  (January 1998 to April 1998), and Director and Chief
                                        Operating  Officer  (both since January  1998),  the Holding  Company.  Vice Chairman
                                        (from 1996 to 1997), Chase Manhattan  Corporation.  Vice Chairman (from 1995 to 1996)
                                        and Senior  Executive Vice President  (from 1991 to 1995),  Chemical Bank.  Executive
                                        Vice  President,  Chief  Operating  Officer and Director since March 1998,  Equitable
                                        Investment  Corporation ("EIC"), ACMC, Inc. ("ACMC") and Equitable Capital Management
                                        Corporation ("ECMC").
- -------------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-2


<PAGE>



<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE 
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- -------------------------------------------------------------------------------------------------------------------------------
OFFICERS AND DIRECTORS (continued)
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>                                              
Edward D. Miller                        Director of Equitable  since August 1997.  Chairman of the Board since  January 1998,
                                        Chief Executive  Officer since August 1997,  President (August 1997 to January 1998),
                                        Equitable.  Director,  President and Chief Executive Officer,  all since August 1997,
                                        the Holding Company.  Senior Vice Chairman,  Chase Manhattan  Corporation (March 1996
                                        to April 1997).  President  (January 1994 to March 1996) and Vice Chairman  (December
                                        1991 to January 1994),  Chemical Bank.  Director,  Alliance (since August 1997),  DLJ
                                        (since  November  1997),  ECMC  (since  March  1998)  and ACMC  (since  March  1998).
                                        Director, Chairman, President and Chief Executive Officer since March 1998, EIC.
- -------------------------------------------------------------------------------------------------------------------------------
Stanley B. Tulin                        Director of Equitable  since February 1998. Vice Chairman of the Board since February
                                        1998 and  Chief  Financial  Officer  since  April  1996,  Equitable.  Executive  Vice
                                        President  since May 1996 and Chief  Financial  Officer  since May 1997,  the Holding
                                        Company.  Vice President since March 1997, EQAT. Director since July 1997,  Alliance.
                                        Director,  Executive  Vice President and Chief Financial Officer since June 1997, EIC.
                                        Director,  Chairman,  President and Chief  Executive  Officer since July 1997,  ACMC.
                                        Prior  thereto,  Chairman,  Insurance  Consulting and Actuarial  Practice,  Coopers &
                                        Lybrand, L.L.P.
- -------------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS
- -------------------------------------------------------------------------------------------------------------------------------
Leon B. Billis                          Executive  Vice  President  and Chief  Information  Officer  (since  February  1998),
                                        Equitable. Previously held other officerships with Equitable.

- -------------------------------------------------------------------------------------------------------------------------------
Harvey Blitz                            Senior Vice  President and Deputy Chief  Financial  Officer,  Equitable.  Senior Vice
                                        President,  the Holding  Company.  Vice President and Chief  Financial  Officer since
                                        March 1997,  EQAT.  Chairman,  Frontier  Trust Company  ("Frontier").  Executive Vice
                                        President since November 1996 and Director, EQ Financial  Consultants,  Inc. ("EQF").
                                        Director  until May 1997,  Equitable  Distributors,  Inc.  ("EDI") and  Director  and
                                        Officer of various Equitable affiliates. Previously held other  officerships with
                                        Equitable and its affiliates.
- -------------------------------------------------------------------------------------------------------------------------------
Kevin R. Byrne                          Senior Vice President and Treasurer,  Equitable and the Holding  Company.  Treasurer,
                                        EquiSource and Frontier.  Vice President and Treasurer,  Equitable Casualty Insurance
                                        Company  ("Casualty")  and  EQAT  (since March  1997).   Previously   held  other
                                        officerships   with  Equitable  and  its affiliates.
- -------------------------------------------------------------------------------------------------------------------------------
Judy A. Faucett                         Senior Vice  President and Actuary,  Equitable,  since  September  1996.  Partner and
                                        Senior Actuarial Consultant, Coopers & Lybrand L.L.P. (January 1989 to August 1996).
- -------------------------------------------------------------------------------------------------------------------------------
Alvin H. Fenichel                       Senior Vice President and Controller,  Equitable and the Holding Company.  Previously
                                        held other officerships with Equitable and its affiliates.
- -------------------------------------------------------------------------------------------------------------------------------
Paul J. Flora                           Senior Vice  President  and Auditor,  Equitable.  Vice  President  and  Auditor,  the
                                        Holding Company, since September 1994. Vice  President/Auditor,  National Westminster
                                        Bank (November 1984 to June 1993).
- -------------------------------------------------------------------------------------------------------------------------------
Mark A. Hug                             Senior Vice President  since April 1997,  Equitable.  Prior thereto,  Vice President,
                                        Aetna.
- -------------------------------------------------------------------------------------------------------------------------------
Robert E. Garber                        Executive  Vice  President and General  Counsel,  Equitable and the Holding  Company.
                                        Previously held other officerships with Equitable and its affiliates.

- -------------------------------------------------------------------------------------------------------------------------------
Jerome S. Golden                        Executive Vice President since November 1997,  Equitable.  Prior thereto,  President,
                                        Income  Management Group (May 1994 to November 1997),  Equitable.  Chairman and Chief
                                        Executive  Officer (February 1995 to December 1997), EDI. Owner (November 1993 to May
                                        1994), JG Resources.
- -------------------------------------------------------------------------------------------------------------------------------
Donald R. Kaplan                        Vice  President  and Chief  Compliance  Officer,  Equitable.  Previously  held  other
                                        officerships with Equitable.
- -------------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      A-3


<PAGE>



<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE 
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- -------------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS (continued)
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>                                              
Michael S. Martin                       Senior Vice  President,  and Chief Marketing  Officer since January 1997,  Equitable.
                                        Prior thereto,  Senior Vice  President.  Chairman and Chief Executive  Officer,  EQF.
                                        Vice  President,  EQAT  (since  March  1997) and HRT (until  March  1998).  Director,
                                        Equitable  Underwriting  and  Sales  Agency  (Bahamas),  Ltd.  (since  May  1996) and
                                        Colorado     (since    January    1995). Previously held other  officerships with
                                        Equitable and its affiliates.
- -------------------------------------------------------------------------------------------------------------------------------
Douglas Menkes                          Senior  Vice  President  and  Corporate  Actuary  since June 1997,  Equitable.  Prior
                                        thereto, Consulting Actuary, Milliman & Robertson, Inc.
- -------------------------------------------------------------------------------------------------------------------------------
Peter D. Noris                          Executive  Vice President and Chief  Investment  Officer,  Equitable.  Executive Vice
                                        President  since May 1995 and Chief  Investment  Officer since July 1995, the Holding
                                        Company.  Trustee,  HRT, and Chairman,  President and Trustee since March 1997, EQAT.
                                        Director,  Alliance,  since July 1995. Executive Vice President,  EQF, since November
                                        1996.  Prior to May 1995,  Vice  President/Manager,  Insurance  Companies  Investment
                                        Strategies Group, Salomon Brothers, Inc.
- -------------------------------------------------------------------------------------------------------------------------------
Anthony C. Pasquale                     Senior Vice President,  Equitable.  Director,  Chairman and Chief Operating  Officer,
                                        Casualty,    since    September    1997. Previously held other  officerships with
                                        Equitable and its affiliates.
- -------------------------------------------------------------------------------------------------------------------------------
Pauline Sherman                         Vice President,  Secretary and Associate  General Counsel,  Equitable and the Holding
                                        Company,   both  since  September  1995. Previously held other  officerships with
                                        Equitable.
- -------------------------------------------------------------------------------------------------------------------------------
Richard V. Silver                       Senior Vice  President  since  February  1995 and Deputy  General  Counsel since June
                                        1996,    Equitable.    Director,    EQF. Previously held other  officerships with
                                        Equitable and its affiliates.
- -------------------------------------------------------------------------------------------------------------------------------
Jose S. Suquet                          Senior Executive Vice President since August 1994, Chief  Distribution  Officer since
                                        December 1997 and Chief Agency  Officer  (August 1994 to December  1997),  Equitable.
                                        Prior thereto,  Agency Manager.  Executive Vice President since May 1996, the Holding
                                        Company. Vice President since March 1998, HRT.
- -------------------------------------------------------------------------------------------------------------------------------
    

                                      A-4
</TABLE>


<PAGE>

                                                                      Appendix B

COMMUNICATING PERFORMANCE DATA

In reports or other  communications to policyowners or in advertising  material,
we may describe  general economic and market  conditions  affecting the Separate
Account  and the  Trusts  and may  compare  the  performance  or  ranking of the
Separate  Account  Funds  and the  Trusts'  portfolios  with  (1)  that of other
insurance  company  separate  accounts or mutual funds  included in the rankings
prepared  by Lipper  Analytical  Services,  Inc.,  Morningstar,  Inc. or similar
investment  services that monitor the performance of insurance  company separate
accounts or mutual funds, (2) other appropriate indices of investment securities
and averages for peer  universes of funds,  or (3) data  developed by us derived
from such indices or averages.  Advertisements or other communications furnished
to  present  or  prospective  policyowners  may also  include  evaluations  of a
Separate  Account Fund or Trust  portfolio by  financial  publications  that are
nationally recognized such as Barron's, Morningstar's Variable Annuities / Life,
Business Week,  Forbes,  Fortune,  Institutional  Investor,  Money,  Kiplinger's
Personal Finance, Financial Planning,  Investment Adviser, Investment Management
Weekly,   Money  Management   Letter,   Investment   Dealers  Digest,   National
Underwriter,  Pension & Investments,  USA Today,  Investor's Daily, The New York
Times, The Wall Street Journal, the Los Angeles Times and the Chicago Tribune.

Performance data for peer universes of funds with similar investment  objectives
are compiled by Lipper Analytical Services, Inc. (Lipper) in its Lipper Variable
Insurance Products Performance Analysis Service (Lipper Survey) and Morningstar,
Inc. in the Morningstar Variable Annuity / Life Report (Morningstar Report).

The Lipper Survey records  performance  data as reported to it by over 800 funds
underlying  variable  annuity and life  insurance  products.  The Lipper  Survey
divides these actively managed funds into 25 categories by portfolio objectives.
The Lipper Survey contains two different universes, which differ in terms of the
types of fees reflected in performance  data.  The "Separate  Account"  universe
reports  performance data net of investment  management  fees,  direct operating
expenses and asset-based charges applicable under variable insurance and annuity
contracts. The "Mutual Fund" universe reports performance net only of investment
management  fees  and  direct  operating   expenses,   and  therefore   reflects
asset-based charges that relate only to the underlying mutual fund.

The Morningstar Report consists of over 700 variable life and annuity funds, all
of which report their data net of investment  management fees,  direct operating
expenses and separate account level charges.

LONG-TERM MARKET TRENDS 

As a tool for  understanding  how  different  investment  strategies  may affect
long-term  results,  it may be useful to  consider  the  historical  returns  on
different types of assets. The following chart presents historical return trends
for various types of securities.  The information presented,  while not directly
related to the  performance of the Funds of the Separate  Account or the Trusts'
portfolios,  may help to  provide a  perspective  on the  potential  returns  of
different  asset  classes over  different  periods of time.  By  combining  this
information  with your knowledge of your own financial needs, you may be able to
better determine how you wish to allocate your premiums.

Historically, the investment performance of common stocks over the long term has
generally been superior to that of long or short-term debt securities,  although
common  stocks have been  subject to more  dramatic  changes in value over short
periods of time. The Common Stock Fund of the Separate  Account may,  therefore,
be a desirable  selection for policyowners who are willing to accept such risks.
Policyowners who have a need to limit short-term risk, may find it preferable to
allocate a smaller  percentage  of their net premiums to those funds that invest
primarily in common stock. Any investment in securities, whether equity or debt,
involves  varying  degrees of potential  risk,  in addition to offering  varying
degrees of potential reward.

   
The chart on page B-2  illustrates  the average annual  compound rates of return
over selected time periods  between  December 31, 1926 and December 31, 1997 for
common  stocks,   long-term   government  bonds,   long-term   corporate  bonds,
intermediate-term  government bonds and Treasury Bills. The Consumer Price Index
is shown as a measure of inflation for comparison  purposes.  The average annual
returns assume the reinvestment of dividends, capital gains and interest.
    

The  information  presented  is an  historical  record  of  unmanaged  groups of
securities  and is neither an estimate  nor a guarantee  of future  results.  In
addition,  investment management fees and expenses and charges associated with a
variable life insurance policy, are not reflected.

The rates of return illustrated do not represent returns of the Separate Account
or the Trusts and do not constitute a representation that the performance of the
Separate  Account Funds or the Trusts'  portfolios  will  correspond to rates of
return such as those illustrated in the chart. For a comparative illustration of
performance  results  of The  Hudson  River  Trust,  see  page  B-1  of the  HRT
prospectus.  For a comparative  illustration  of performance  results of certain
public  mutual  funds  which are similar to the EQAT  portfolios  and managed by
EQAT's Advisers, see page A-1 of the EQAT prospectus.

                                      B-1

<PAGE>


                         AVERAGE ANNUAL RATES OF RETURN

   
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------------------
FOR THE
FOLLOWING                                      LONG-TERM        LONG-TERM     INTERMEDIATE-        U.S.           CONSUMER
PERIODS ENDING                  COMMON        GOVERNMENT        CORPORATE       TERM GOV'T       TREASURY          PRICE
12/31/97:                       STOCKS           BONDS            BONDS           BONDS            BILLS           INDEX
- -------------------------------------------------------------------------------------------------------------------------------
<S>                              <C>             <C>              <C>               <C>             <C>              <C>  
 1 year.................         33.36%          15.85%           12.95%            8.38%           5.26%            1.92%
 3 years................         31.15           14.76            13.36             8.93            5.35             2.59
 5 years................         20.24           10.51             9.22             6.40            4.57             2.64
10 years................         18.05           11.32            10.85             8.33            5.44             3.43
20 years................         16.65           10.39            10.29             9.51            7.29             4.90
30 years................         12.12            8.63             8.86             8.52            6.77             5.34
40 years................         12.30            6.71             7.09             7.10            5.85             4.44
50 years................         13.12            5.70             6.07             6.04            4.99             3.94
60 years................         12.53            5.31             5.54             5.44            4.18             4.11
Since 1926..............         10.99            5.19             5.71             5.25            3.77             3.17
Inflation Adjusted                7.58            1.96             2.46             2.02            0.58
Since 1926..............
</TABLE>

- -------------------
Source:  Ibbotson,  Roger G. and Rex A. Sinquefield,  STOCKS,  BONDS, BILLS, AND
INFLATION  (SBBI),  1982,  updated in STOCKS,  BONDS,  BILLS, AND INFLATION 1998
YEARBOOK,(TM) Ibbotson Associates, Inc., Chicago. All rights reserved.

Common  Stocks (S&P 500) -- Standard and Poor's  Composite  Index,  an unmanaged
weighted  index of the  stock  performance  of 500  industrial,  transportation,
utility and financial companies.

Long-Term  Government Bonds -- Measured using a one-bond  portfolio  constructed
each year  containing a bond with  approximately  a  twenty-year  maturity and a
reasonably current coupon.

Long-Term  Corporate  Bonds -- For the period  1969 - 1997,  represented  by the
Salomon Brothers Long-Term, High-Grade Corporate Bond Index; for the period 1946
- - 1968,  the Salomon  Brothers'  Index was  backdated  using  Salomon  Brothers'
monthly yield data and a methodology  similar to that used by Salomon for 1969 -
1997;  for the period 1926 - 1945,  the Standard and Poor's  monthly  High-Grade
Corporate  Composite  yield  data were used,  assuming a 4 percent  coupon and a
twenty-year maturity.

Intermediate-Term   Government  Bonds  --  Measured  by  a  one-bond   portfolio
constructed each year containing a bond with approximately a five-year maturity.

U.S. Treasury Bills -- Measured by rolling over each month a one-bill  portfolio
containing,  at the  beginning  of each  month,  the bill  having  the  shortest
maturity not less than one month.

Inflation  --  Measured  by the  Consumer  Price  Index for all Urban  Consumers
(CPI-U), not seasonally adjusted.
- --------------------------------------------------------------------------------
    
                                      B-2



<PAGE>



   
                      THE EQUITABLE LIFE ASSURANCE SOCIETY
                              OF THE UNITED STATES

                        VARIABLE LIFE INSURANCE POLICIES
                       FUNDED THROUGH SEPARATE ACCOUNT FP

                                 IL PROTECTOR(R)


                                     IL COLI
                              INCENTIVE LIFE PLUS(SM)
                                SURVIVORSHIP 2000
                     PROSPECTUS SUPPLEMENT DATED MAY 1, 1998

This supplement  updates certain  information in the prospectus you received for
your Equitable variable life insurance  policy.*  Capitalized terms used in this
supplement  have the same  meanings as in the  prospectus.  You should keep this
supplement  with  your  prospectus.  We  will  send  you  another  copy  of  any
prospectus, without charge, on written request.

LIMITED  OPPORTUNITY  FOR  UNRESTRICTED  TRANSFER FROM THE  GUARANTEED  INTEREST
ACCOUNT.  Your policy  permits you to transfer a limited amount of your unloaned
policy  account value out of the Guaranteed  Interest  Account within 30 days of
your policy anniversary. See THE GUARANTEED INTEREST ACCOUNT in your prospectus.
From March 16, 1998 through  JULY 10, 1998,  we are relaxing our policy rules to
permit you to transfer any amount of unloaned  policy  account  value out of the
Guaranteed Interest Account to a division of the Separate Account whether or not
you are within 30 days of your policy anniversary. Your written transfer request
must be received in our Administrative Office by JULY 10, 1998, in order to take
advantage of this unrestricted transfer opportunity. See CHARGE FOR TRANSFERS in
your  prospectus.  We reserve  the right to extend  this offer  beyond this date
without notice.


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

*This  supplement  updates  certain  information  contained  in the IL Protector
 Prospectus  dated May 1, 1998; the Incentive Life Plus Prospectus  dated May 1,
 1998; the IL COLI  supplement  thereto dated May 1, 1998; and the  Survivorship
 2000 Prospectus dated May 1, 1998.


- --------------------------------------------------------------------------------
EVM-130                 THIS SUPPLEMENT SHOULD BE RETAINED FOR FUTURE REFERENCE.
                             Copyright 1998 The Equitable Life Assurance Society
                                      of the United States. All rights reserved.
    


<PAGE>


   
                                  SURVIVORSHIP
                                      2000

                          Prospectus Dated May 1, 1998
    

Survivorship 2000 is a flexible premium joint survivorship  variable life policy
issued by The Equitable Life Assurance Society of the United States (Equitable).

You may decide the amount of premiums to invest and when,  within limits.  Other
than the initial premium, there are no required premiums (however, under certain
conditions, additional premiums may be needed to keep the policy in effect). Net
premiums are deposited in a Policy Account.

   
Policy  Account  values  increase or decrease  with  investment  experience  and
reflect  certain  deductions  and charges.  You may allocate your Policy Account
value to a guaranteed investment option and the following twenty-four investment
portfolios:

<TABLE>
<CAPTION>
                              INVESTMENT PORTFOLIOS
- -------------------------------------------------------------------------------------------------
 FIXED INCOME SERIES:                    EQUITY SERIES:                  ASSET ALLOCATION SERIES:
- -------------------------------------------------------------------------------------------------
<S>                     <C>                     <C>                     <C>
Domestic Fixed Income   Domestic Equity         International Equity    o Alliance Conservative
- ---------------------   ---------------         --------------------      Investors
  o Alliance Money        o T. Rowe Price         o Alliance Global     o EQ/Putnam Balanced
    Market                  Equity Income         o Alliance            o Alliance Balanced
  o Alliance              o EQ/Putnam Growth &      International       o Alliance Growth
    Intermediate            Income Value          o T. Rowe Price         Investors
    Government            o Alliance Growth &       International Stock o Merrill Lynch World
    Securities              Income                o Morgan Stanley        Strategy
  o Alliance Quality      o Alliance Equity         Emerging Markets
    Bond                    Index                   Equity
                          o Merrill Lynch Basic
Aggressive Fixed Income     Value Equity        Aggressive Equity
- -----------------------   o Alliance Common     -----------------
  o Alliance High Yield     Stock                 o Alliance Aggressive
                          o MFS Research            Stock
                                                  o Warburg Pincus
                                                    Small Company Value
                                                  o Alliance Small Cap
                                                    Growth
                                                  o MFS Emerging Growth
                                                    Companies
- -------------------------------------------------------------------------------------------------
</TABLE>
    

We do not guarantee the investment  performance of these investment  portfolios,
which involve varying degrees of risk.

Survivorship 2000 provides life insurance coverage on two insureds, with a death
benefit payable when the last surviving  insured person dies while the policy is
in effect. You may choose either a fixed benefit equal to the Face Amount of the
policy or a variable  benefit equal to the Face Amount plus the Policy  Account.
You can reduce the Face  Amount and  change  the death  benefit  option,  within
limits.

The policy may go into default if the Net Cash Surrender  Value (Policy  Account
value  less any loan and  accrued  loan  interest)  is  insufficient  to pay the
policy's monthly  deductions.  When this condition exists, we guarantee that the
policy will  remain in force under the death  benefit  guarantee  provision  (if
available) as long as the accumulated  premiums  you've paid, less  withdrawals,
are at least equal to a guaranteed  minimum death  benefit  premium fund and any
policy loan does not exceed the Cash  Surrender  Value (Policy  Account  value).
Otherwise,  your  policy  will end  without  value  unless  you make a  required
payment.

Ask your Equitable  agent to determine if changing,  or adding to, your existing
insurance  coverage with Survivorship  2000 would be to your advantage.  You may
examine the policy for a limited  period after your  initial  payment and if you
are not satisfied for any reason, you may return the policy for a full refund of
premiums paid.

PLEASE READ THIS  PROSPECTUS  CAREFULLY AND KEEP IT FOR FUTURE  REFERENCE.  THIS
PROSPECTUS  CONTAINS  INFORMATION  THAT  SHOULD  BE KNOWN  BEFORE  INVESTING  IN
SURVIVORSHIP 2000. THIS PROSPECTUS IS NOT VALID UNLESS IT IS ATTACHED TO CURRENT
PROSPECTUSES FOR BOTH THE HUDSON RIVER TRUST AND THE EQ ADVISORS TRUST.

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.

   
    Copyright 1998 The Equitable Life Assurance Society of the United States.
                              All rights reserved.
    

EVM-125  Cat. No. 127651

<PAGE>

                                TABLE OF CONTENTS

                                                                           PAGE

SUMMARY OF SURVIVORSHIP 2000 FEATURES....................................... 1

   
PART 1--DETAILED INFORMATION ABOUT EQUITABLE AND
        SURVIVORSHIP 2000 INVESTMENT CHOICES................................ 7
        THE COMPANY THAT ISSUES SURVIVORSHIP 2000........................... 7
          Equitable......................................................... 7
        THE SEPARATE ACCOUNT AND THE TRUSTS................................. 7
          The Separate Account.............................................. 7
          The Trusts........................................................ 7
          HRT's Manager And Investment Adviser.............................. 8
          EQAT's Manager.................................................... 8
          EQAT's Investment Advisers ....................................... 9
          Investment Policies and Objectives Of The
            Trusts' Portfolios..............................................10
        THE GUARANTEED INTEREST ACCOUNT.....................................12
          Amounts In The Guaranteed Interest Account........................12
          Adding Interest In The Guaranteed Interest Account................12
          Transfers Out Of The Guaranteed Interest Account..................12

PART 2--DETAILED INFORMATION ABOUT SURVIVORSHIP 2000........................12
        FLEXIBLE PREMIUMS...................................................12
        DEATH BENEFITS......................................................14
        CHANGES IN INSURANCE PROTECTION.....................................14
          Reducing The Face Amount..........................................14
          Changing The Death Benefit Option.................................14
          When Policy Changes Go Into Effect................................15
        MATURITY BENEFITS...................................................15
        LIVING BENEFIT OPTION...............................................15
        ADDITIONAL BENEFITS MAY BE AVAILABLE................................15
        YOUR POLICY ACCOUNT VALUE...........................................15
          Amounts In The Separate Account...................................15
          How We Determine The Unit Value...................................16
          Transfers Of Policy Account Value.................................16
          Automatic Transfer Service........................................16
          Telephone Transfers...............................................16
          Charge For Transfers..............................................17
        BORROWING FROM YOUR POLICY ACCOUNT..................................17
          How To Request A Loan.............................................17
          Policy Loan Interest..............................................17
          When Interest Is Due..............................................18
          Repaying The Loan.................................................18
          The Effects Of A Policy Loan......................................18
        PARTIAL WITHDRAWALS AND SURRENDER...................................18
          Partial Withdrawals...............................................18
          Allocation Of Partial Withdrawals And Charges.....................18
          The Effects Of A Partial Withdrawal...............................18
          Surrender For Net Cash Surrender Value............................18
        DEDUCTIONS AND CHARGES..............................................19
          Deductions From Your Premiums.....................................19
          Deductions From Your Policy Account...............................19
          How Policy Account Charges Are Allocated..........................20
          Charge Against The Separate Account...............................20
          Charges Of The Trusts.............................................21
          Purpose of Policy Charges.........................................21
        ADDITIONAL INFORMATION ABOUT SURVIVORSHIP 2000......................21
          Your Policy Can Terminate.........................................21
          You May Restore A Policy After It Terminates......................21
          Policy Periods, Anniversaries, Dates And Ages.....................22
        TAX EFFECTS.........................................................22
          Policy Proceeds...................................................22
          Policy Terminations...............................................24
          Living Benefits...................................................24
          Diversification...................................................24
          Riders............................................................24
          Policy Changes....................................................24
          Tax Changes.......................................................25
          Estate And Generation Skipping Taxes..............................25
          Trade or Business Entity Owns Or Is Directly
            Or Indirectly A Beneficiary of the Policy.......................25
          Our Taxes.........................................................25
          When We Withhold Income Taxes.....................................25

PART 3--ADDITIONAL INFORMATION .............................................26
        YOUR VOTING PRIVILEGES..............................................26
          Trust Voting Privileges...........................................26
          How We Determine Your Voting Shares...............................26
          Separate Account Voting Rights....................................26
        OUR RIGHT TO CHANGE HOW WE OPERATE..................................26
        OUR REPORTS TO POLICYOWNERS.........................................27
        LIMITS ON OUR RIGHT TO CHALLENGE THE POLICY.........................27
        YOUR PAYMENT OPTIONS................................................27
        YOUR BENEFICIARY....................................................27
        ASSIGNING YOUR POLICY...............................................27
        WHEN WE PAY POLICY PROCEEDS.........................................28
        DIVIDENDS...........................................................28
        REGULATION..........................................................28
        SPECIAL CIRCUMSTANCES...............................................28
        DISTRIBUTION........................................................28
        LEGAL PROCEEDINGS...................................................29
        ACCOUNTING AND ACTUARIAL EXPERTS....................................29
        ADDITIONAL INFORMATION..............................................29
        YEAR 2000 PROGRESS..................................................29
        MANAGEMENT..........................................................30

PART 4--ILLUSTRATIONS OF POLICY BENEFITS....................................34
        INDIVIDUAL ILLUSTRATIONS............................................34
    

SEPARATE ACCOUNT FP FINANCIAL STATEMENTS.................................FSA-1

EQUITABLE FINANCIAL STATEMENTS.............................................F-1

APPENDIX A--COMMUNICATING PERFORMANCE DATA.................................A-1
            LONG-TERM MARKET TRENDS........................................A-1
            AVERAGE ANNUAL RATES OF RETURN.................................A-2

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

In this prospectus  "we," "our" and "us" mean  Equitable,  a New York stock life
insurance company. "You" and "your" mean the owner(s) of the policy. We refer to
the persons who are covered by the policy as the "insured  persons"  because the
insured persons and the  policyowner(s)  may not be the same.  Unless  indicated
otherwise,  the  discussion in this  prospectus  assumes that there is no policy
loan outstanding and that the policy is not in a grace period.

THE POLICY IS NOT  AVAILABLE  IN ALL  JURISDICTIONS.  THIS  PROSPECTUS  DOES NOT
CONSTITUTE  AN  OFFERING  IN ANY  JURISDICTION  IN WHICH SUCH  OFFERING  MAY NOT
LAWFULLY  BE  MADE.   EQUITABLE   DOES  NOT   AUTHORIZE   ANY   INFORMATION   OR
REPRESENTATIONS  REGARDING THE OFFERING  DESCRIBED IN THIS PROSPECTUS OTHER THAN
AS CONTAINED IN THIS  PROSPECTUS  OR ANY ATTACHED  SUPPLEMENT  THERETO OR IN ANY
SUPPLEMENTAL SALES MATERIAL AUTHORIZED BY EQUITABLE.

<PAGE>

                      SUMMARY OF SURVIVORSHIP 2000 FEATURES

THE  FOLLOWING  SUMMARY IS  QUALIFIED IN ITS ENTIRETY BY THE TERMS OF THE POLICY
WHEN  ISSUED  AND THE MORE  DETAILED  INFORMATION  APPEARING  ELSEWHERE  IN THIS
PROSPECTUS (SEE TABLE OF CONTENTS ON OPPOSITE PAGE).

INVESTMENT FEATURES

FLEXIBLE PREMIUMS

o Premiums may be invested whenever and in whatever amount you determine, within
  limits.  Other than the initial  premium,  there are no  scheduled or required
  premium payments (however,  under certain conditions,  additional premiums may
  be needed to keep a policy in effect). See FLEXIBLE PREMIUMS in Part 2 of this
  prospectus.

POLICY ACCOUNT

o After  certain  charges are deducted from your premium  payment,  the balance,
  called your net premium,  is put in your Policy  Account.  Net premiums can be
  allocated  to a  Guaranteed  Interest  Account  and to one or  more  funds  of
  Equitable's  Separate Account FP (each a Fund, and together,  the Funds or the
  Separate Account). The Funds invest in corresponding  portfolios of The Hudson
  River Trust (HRT), or the EQ Advisors Trust (EQAT),  each of which is a mutual
  fund.  Subject to certain  conditions,  you have access to the Policy  Account
  value through loans,  partial  withdrawals or by surrendering the policy.  You
  may also adjust your allocation to the various  investment options by changing
  your  allocation  percentages or by making  transfers  among the Funds and the
  Guaranteed Interest Account. If the policy is owned by two or more persons, we
  will require  authorization from each owner before taking any action under the
  policy.

o REQUESTS FOR TRANSFERS OUT OF THE GUARANTEED INTEREST ACCOUNT CAN ONLY BE MADE
  ON OR WITHIN 30 DAYS OF A POLICY ANNIVERSARY. SUCH TRANSFERS WILL BE EFFECTIVE
  AS OF THE DATE WE  RECEIVE  YOUR  REQUEST,  BUT NO  EARLIER  THAN  THE  POLICY
  ANNIVERSARY.  TRANSFERS  INTO THE  GUARANTEED  INTEREST  ACCOUNT AND AMONG THE
  FUNDS  MAY BE  REQUESTED  AT ANY  TIME.  Transfers  are  subject  to the rules
  discussed under TRANSFERS OUT OF THE GUARANTEED  INTEREST ACCOUNT in Part 1 of
  this  prospectus  and  TRANSFERS  OF  POLICY  ACCOUNT  VALUE in Part 2 of this
  prospectus.

o There is no minimum  guaranteed cash value for amounts allocated to the Funds.
  The value of amounts allocated to the Guaranteed  Interest Account will depend
  on deductions  from that Account and on the interest  rates declared each year
  by Equitable (4% minimum, before deductions).

REDEMPTION

o Loans may be taken  against 90% of a policy's Cash  Surrender  Value (equal to
  the Policy Account value) subject to certain conditions. Loan interest accrues
  daily at a rate determined  annually.  Currently,  amounts set aside to secure
  the loan earn  interest  at a rate 1% lower than the rate  charged  for policy
  loan  interest.  See  BORROWING  FROM YOUR  POLICY  ACCOUNT  in Part 2 of this
  prospectus.

o Partial  withdrawals of Net Cash Surrender  Value may be taken after the first
  policy  year,  subject to our  approval  and certain  conditions.  See PARTIAL
  WITHDRAWALS AND SURRENDER in Part 2 of this prospectus.

o The policy may be surrendered for its Net Cash Surrender Value (Policy Account
  value  less any loan and  accrued  loan  interest),  less any lien  securing a
  Living Benefit payment, at which time insurance coverage will end.

INSURANCE PROTECTION FEATURES

DEATH BENEFITS

o Option A, a fixed benefit equal to the policy's Face Amount.

o Option B, a  variable  benefit  that  equals the Face  Amount  plus the Policy
  Account.

o In some cases a higher death benefit may apply in order to meet Federal income
  tax law requirements. See DEATH BENEFITS in Part 2 of this prospectus.

o After the first  year,  you may  reduce  the Face  Amount or change  the death
  benefit  option,  within  limits.  The minimum  Face Amount is  $200,000.  See
  CHANGES IN INSURANCE PROTECTION in Part 2 of this prospectus.

o The death benefit is payable when the last surviving insured person dies while
  the policy is in effect.

DEATH BENEFIT GUARANTEE

o The death  benefit  is  guaranteed  if the  amount of  premiums  you've  paid,
  accumulated at 4% interest, less withdrawals, also accumulated at 4% interest,
  is at least equal to a guaranteed  minimum death benefit  premium fund and any
  policy loan does not exceed the Cash Surrender  Value (Policy  Account value).
  The death benefit guarantee is not available in some jurisdictions,  including
  New York, New Jersey and  Massachusetts.  You should check with your Equitable
  agent to determine  whether the guaranteed  minimum death benefit is available
  in your state. See DEATH BENEFITS in Part 2 of this prospectus.

                                       1

<PAGE>

MATURITY BENEFITS

o A  maturity  benefit  equal to the Net  Cash  Surrender  Value,  less any lien
  securing a Living  Benefit  payment  and accrued  interest,  is payable on the
  policy  anniversary  nearest the younger insured  person's 100th birthday,  if
  either or both of the  insured  persons  are still  living on that  date.  See
  MATURITY BENEFITS in Part 2 of this prospectus.

LIVING BENEFIT

o The Living  Benefit rider enables the  policyowner to receive a portion of the
  policy's death benefit (excluding death benefits payable under certain riders)
  if the sole surviving insured has a terminal illness. The Living Benefit rider
  will be added to most  policies at issue for no  additional  cost.  See LIVING
  BENEFIT OPTION in Part 2 of this prospectus.

ADDITIONAL BENEFITS

o Estate  Protector,  Option to Split  Upon  Divorce  and  Option to Split  Upon
  Federal Tax Law Change riders are available.  See  ADDITIONAL  BENEFITS MAY BE
  AVAILABLE in Part 2 of this prospectus.

DEDUCTIONS AND CHARGES

FROM PREMIUMS (See DEDUCTIONS FROM YOUR PREMIUMS in Part 2 of this prospectus.)

   
o Charge  for taxes  imposed  by states and other  jurisdictions.  Such  charges
  currently range between .70% and 5% (Virgin Islands).
    

o Premium Sales Charge in the first policy year equal to 30% of premiums paid up
  to one  "target  premium,"  plus 3% of  premiums  paid in excess of the target
  premium  in that year.  If you paid at least one  target  premium in the first
  policy year, the Premium Sales Charge in each subsequent year is equal to 7.5%
  (6% for certain age  combinations  of insured  persons) of premiums paid up to
  one target  premium,  plus 3% of premiums paid in excess of the target premium
  in each year.  However,  if you paid less than one target premium in the first
  policy year,  the Premium Sales Charge in the second,  third and fourth policy
  years is equal to 7.5% (6% for  certain  combinations  of insured  persons) of
  premiums paid up to the lesser of one target  premium or the highest amount of
  premiums  paid in any prior year,  plus 30% on premiums paid in excess of this
  amount until premiums paid in that year equal the target  premium,  plus 3% of
  premiums paid in excess of the target  premium in that year. The Premium Sales
  Charge in policy  years  five and later is equal to 7.5% (6% for  certain  age
  combinations  of insured  persons) of premiums paid up to one target  premium,
  plus 3% of  premiums  paid in  excess  of the  target  premium  in each  year.
  Equitable  currently intends to stop deducting the Premium Sales Charge at the
  end of the twentieth  policy year. See DEDUCTIONS FROM YOUR PREMIUMS in Part 2
  of this  prospectus  for a detailed  discussion,  including an  explanation of
  "target premium."

FROM THE POLICY  ACCOUNT (See  DEDUCTIONS  FROM YOUR POLICY ACCOUNT in Part 2 of
this prospectus.)

o Monthly  administrative  charge of $0.07 per $1,000 of Face Amount  during the
  first policy year, plus a current monthly  administrative  charge of $6 during
  each policy year. We may increase this latter charge, but we guarantee that it
  will never exceed $8 per month.

   
o Current  monthly cost of insurance rates for standard risk insureds range from
  less than $0.01 per  thousand  of net amount at risk at the  youngest  ages to
  $83.33 per  thousand  of net amount at risk at the oldest ages (age 99 of each
  insured).  The net amount at risk is the difference between the Policy Account
  value and the current death benefit.  Guaranteed  cost of insurance  rates for
  standard risk insureds  range from less than $0.01  (youngest  ages) to $83.33
  (oldest ages).
    

o Monthly charge for any additional insurance benefits.

o Certain policy transactions will result in the following charges:

  o Transfers  --  Currently,  we charge  $25 per  transfer  after  the  twelfth
    transfer in a policy year. We reserve the right to charge $25 per transfer.

  o Partial  Withdrawals--  An  expense  charge  of  $25  or  2% of  the  amount
    requested, whichever is less, is made for each partial withdrawal.

o Monthly  guaranteed  minimum death benefit charge equal to $0.01 per $1,000 of
  Face Amount for policies with a guaranteed minimum death benefit provision.

FROM THE SEPARATE  ACCOUNT (See CHARGE AGAINST THE SEPARATE ACCOUNT in Part 2 of
this prospectus.)

   
o Charge for certain  mortality  and expense  risks of .90% per annum of average
  net assets in the Separate Account.
    

FROM THE TRUSTS

o The  Separate   Account  Funds  purchase  Class  IA  shares  of  corresponding
  portfolios  of the HRT or Class IB shares of  corresponding  portfolios of the
  EQAT at net asset value. That price reflects  investment  management fees, any
  Rule  12b-1   distribution  fees,   indirect   expenses,   such  as  brokerage
  commissions, and certain other operating expenses.

                                       2

<PAGE>

   
The Hudson  River  Trust.  Effective  May 1,  1997,  a new  investment  advisory
agreement  relating to each of the HRT  portfolios  was entered into between HRT
and  Alliance,  HRT's  Investment  Adviser.  The  table,  reflecting  the  HRT's
estimated expenses, is based on information for the year ended December 31, 1997
and has been  restated  to  reflect  (i) the fees that  would  have been paid to
Alliance if the present  advisory  agreement had been in effect as of January 1,
1997 and (ii)  estimated  accounting  expenses  for the year ended  December 31,
1997.  Investment management fees may increase or decrease based on the level of
portfolio net assets.  These fees are subject to maximum rates,  as described in
the attached HRT  prospectus.  Other  expenses are also likely to fluctuate from
year to year. Both  investment  management fees and other expenses are expressed
in the table below as an annual percentage of each portfolio's daily average net
assets:

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------
                                                     1997 RESTATED FEES AND EXPENSES
                                            -----------------------------------------------
                                               MANAGEMENT        OTHER       TOTAL ANNUAL
HRT PORTFOLIO                                     FEE           EXPENSES       EXPENSES
- -------------------------------------------------------------------------------------------
<S>                                               <C>             <C>             <C>
Alliance Money Market.......................      0.35%           0.04%           0.39%
Alliance Intermediate Government Securities.      0.50%           0.06%           0.56%
Alliance Quality Bond.......................      0.53%           0.05%           0.58%
Alliance High Yield.........................      0.60%           0.04%           0.64%
Alliance Growth & Income....................      0.55%           0.04%           0.59%
Alliance Equity Index.......................      0.32%           0.04%           0.36%
Alliance Common Stock.......................      0.37%           0.03%           0.40%
Alliance Global.............................      0.65%           0.08%           0.73%
Alliance International......................      0.90%           0.18%           1.08%
Alliance Aggressive Stock...................      0.54%           0.03%           0.57%
Alliance Small Cap Growth*..................      0.90%           0.05%           0.95%
Alliance Conservative Investors.............      0.48%           0.07%           0.55%
Alliance Balanced...........................      0.42%           0.05%           0.47%
Alliance Growth Investors...................      0.52%           0.05%           0.57%
</TABLE>
- ----------------
* Estimated expenses. The portfolio commenced operations on May 1, 1997.
- --------------------------------------------------------------------------------

  EQ Advisors Trust. The EQ Advisors Trust commenced  operations on May 1, 1997.
  The table below shows the annual rates payable for management fees, Rule 12b-1
  distribution  fees,  and other  estimated  expenses to be  deducted  from EQAT
  assets in 1998.  Other expenses are likely to fluctuate from year to year. The
  management  fees  are not  subject  to any  reduction  based  on the  level of
  portfolio net assets.  The management fees, Rule 12b-1  distribution  fees and
  other  expenses are  expressed in the table below as an annual  percentage  of
  each portfolio's daily average net assets:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------
                                                            ESTIMATED 1998 FEES AND EXPENSES
- -----------------------------------------------------------------------------------------------
                                                  MANAGEMENT    12B-1      OTHER   TOTAL ANNUAL
EQAT PORTFOLIO                                       FEE        FEES     EXPENSES*  EXPENSES
- -----------------------------------------------------------------------------------------------
<S>                                                  <C>        <C>        <C>        <C>
T. Rowe Price Equity Income....................      0.55%      0.25%      0.05%      0.85%
EQ/Putnam Growth & Income Value................      0.55%      0.25%      0.05%      0.85%
Merrill Lynch Basic Value Equity...............      0.55%      0.25%      0.05%      0.85%
MFS Research...................................      0.55%      0.25%      0.05%      0.85%
T. Rowe Price International Stock..............      0.75%      0.25%      0.20%      1.20%
Morgan Stanley Emerging Markets Equity**.......      1.15%      0.25%      0.35%      1.75%
Warburg Pincus Small Company Value.............      0.65%      0.25%      0.10%      1.00%
MFS Emerging Growth Companies..................      0.55%      0.25%      0.05%      0.85%
EQ/Putnam Balanced.............................      0.55%      0.25%      0.10%      0.90%
Merrill Lynch World Strategy...................      0.70%      0.25%      0.25%      1.20%
</TABLE>
- ----------------
 *After fee  waivers or  assumptions  by EQAT's  Manager  pursuant  to an
  expense limitation agreement.  See the attached EQAT prospectus.
**Commenced operations on August 20, 1997.
- --------------------------------------------------------------------------------
    

                                       3

<PAGE>

VARIATIONS

o Equitable  is  subject  to  the  insurance  laws  and   regulations  in  every
  jurisdiction  in which  Survivorship  2000 is sold. As a result,  the terms of
  Survivorship  2000 may vary from  jurisdiction to  jurisdiction.  The terms of
  Survivorship  2000 may also  vary  where  special  circumstances  result  in a
  reduction in our costs.

ADDITIONAL INFORMATION

CANCELLATION RIGHT

o You have the  right to  examine  the  policy.  If for any  reason  you are not
  satisfied  with it, you may cancel the policy within the time limit  described
  below.  You may cancel the policy by sending it to our  Administrative  Office
  with a written request to cancel.  Insurance  coverage ends when you send your
  request.

o Your  request to cancel the policy  must be  postmarked  no later than 10 days
  after you receive the policy.

o If you cancel the policy,  we will refund the  premiums  you paid.  In certain
  cases where the policy was purchased as a result of an exchange of an existing
  life insurance  policy,  we may reinstate the prior policy.  The  cancellation
  right may vary in  certain  states.  There may be income  tax and  withholding
  implications associated with cancellation.

DEFAULT AND TERMINATION

   
o If the Net Cash Surrender Value is  insufficient  to pay the policy's  monthly
  deductions  the  policy  will go into  default  unless  the  operation  of the
  policy's guaranteed minimum death benefit provision results in a waiver of the
  monthly  deductions.  In order to benefit from the  guaranteed  minimum  death
  benefit  provision,  accumulated  premiums  you've paid at 4%  interest,  less
  withdrawals  at 4% interest,  must be at least equal to a  guaranteed  minimum
  death  benefit  premium  fund and any  policy  loan must not  exceed  the Cash
  Surrender Value.  The guaranteed  death benefit  provision is not available in
  some jurisdictions,  including New York, New Jersey and Massachusetts.  If the
  policy goes into default,  it will  terminate  without value unless you make a
  required payment. See YOUR POLICY CAN TERMINATE in Part 2 of this prospectus.
    

o You will be notified if a default occurs and given the opportunity to maintain
  the policy in force by paying the amount  specified in the notice.  You may be
  able to restore a terminated  policy  within a limited  time period,  but this
  will require additional evidence of insurability. See YOU MAY RESTORE A POLICY
  AFTER IT TERMINATES in Part 2 of this prospectus.

TAX EFFECTS

o Generally,  under  current  Federal  income tax law,  death  benefits  are not
  subject to income tax and Policy  Account  earnings  are not subject to income
  tax so long as they remain in the Policy Account.  Loans, partial withdrawals,
  surrender,  maturity or policy termination may result in recognition of income
  for tax purposes. See TAX EFFECTS in Part 2 of this prospectus.

   
                    RATES OF RETURN AND YIELDS OF THE TRUSTS

The rates of return shown in the table below are based on the actual  investment
performance  of The Hudson River Trust and EQ Advisors Trust  portfolios,  after
deduction for investment  management fees and direct  operating  expenses of the
Trusts (including Rule 12b-1 distribution  fees, where applicable),  for periods
ending  December 31, 1997.  The historical  performance  of the Alliance  Common
Stock and Alliance Money Market  Portfolios for periods prior to March 22, 1985,
when these funds were managed  separate  accounts and subject to a different fee
structure,  has been  restated to reflect  the  investment  management  fees and
estimated  direct  operating  expenses that commenced on that date. The Alliance
Common Stock Portfolio and its predecessors have been in existence since 1976.

The  yields  shown  below  are  derived  from the  actual  rate of return of the
portfolio for the period,  which is then adjusted to omit capital changes in the
portfolio during the period.  We show the SEC  standardized  7-day yield for the
Alliance Money Market  Portfolio and 30-day yield for the Alliance  Intermediate
Government Securities, Alliance Quality Bond and Alliance High Yield Portfolios.

These rates of return and yields are not  illustrative of how actual  investment
performance would affect the benefits under your policy.  Moreover,  these rates
of return and yields are not an estimate or guarantee of future performance.

THESE  RATES OF RETURN AND YIELDS ARE FOR THE TRUSTS ONLY AND DO NOT REFLECT THE
ADMINISTRATIVE AND COST OF INSURANCE CHARGES, SALES CHARGES, TAX CHARGES AND THE
MORTALITY AND EXPENSE RISK CHARGE  APPLICABLE UNDER A SURVIVORSHIP  2000 POLICY.
SUCH CHARGES WOULD REDUCE THE RETURNS AND YIELDS  SHOWN.  SEE  ILLUSTRATIONS  OF
SURVIVORSHIP  2000 POLICY ACCOUNT AND CASH SURRENDER  VALUES BASED ON HISTORICAL
INVESTMENT RESULTS ON NEXT PAGE.
    

                                       4

<PAGE>

   
<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
                                              RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1997
                                    ----------------------------------------------------------------------
                                                                                                 SINCE
PORTFOLIO                           SEC YIELDS  1 YEAR   3 YEARS  5 YEARS  10 YEARS  20 YEARS INCEPTION(+)
- ----------------------------------------------------------------------------------------------------------
<S>                                    <C>       <C>       <C>      <C>       <C>      <C>       <C>
FIXED INCOME SERIES
  Alliance Money Market                5.35%      5.42%     5.50%    4.69%     5.78%      --      7.17%
  Alliance Intermediate Gov't
    Securities                         5.57       7.29      8.06     5.94        --       --      7.00
  Alliance Quality Bond                5.96       9.14     10.40       --        --       --      5.80
    Alliance High Yield               10.32      18.48     20.42    15.89     12.80       --     12.04
EQUITY SERIES
  T. Rowe Price Equity Income                       --        --       --        --       --     22.11 **
  EQ/Putnam Growth & Income Value                   --        --       --        --       --     16.23 **
  Alliance Growth & Income                       26.90     23.65       --        --       --     15.94
  Alliance Equity Index                          32.58     30.35       --        --       --     23.35
  Merrill Lynch Basic Value Equity                  --        --       --        --       --     16.99 **
  Alliance Common Stock                          29.40     28.66    21.08     18.00    17.56%    15.83
  MFS Research                                      --        --       --        --       --     16.07 **
  Alliance Global                                11.66     14.99    16.15     13.74       --     11.70
  Alliance International                         (2.98)       --       --        --       --      6.39
  T. Rowe Price International Stock                 --        --       --        --       --     (1.49) **
  Morgan Stanley Emerging Markets
    Equity                                          --        --       --        --       --    (20.16) *
  Alliance Aggressive Stock                      10.94     21.29    14.92     19.00       --     19.41
  Warburg Pincus Small Company Value                --        --       --        --       --     19.15 **
  Alliance Small Cap Growth                         --        --       --        --       --     26.74 **
  MFS Emerging Growth Companies                     --        --       --        --       --     22.42 **
ASSET ALLOCATION SERIES
  Alliance Conservative Investors                13.25     12.79     8.79        --       --      9.53
  EQ/Putnam Balanced                                --        --       --        --       --     14.38 **
  Alliance Balanced                              15.06     15.45     9.71     12.04       --     12.30
  Alliance Growth Investors                      16.87     18.48    13.17        --       --     15.73
  Merrill Lynch World Strategy                      --        --       --        --       --      4.70 **
</TABLE>
- ----------------
  *This  performance  is  unannualized  and  represents  less than five months
   of performance.
 **This performance is unannualized and represents eight months of performance.
(+)The Alliance Small Cap Growth Portfolio received its initial funding on May
   1, 1997; the Alliance International  Portfolio on April 3, 1995; the Alliance
   Equity  Index  Portfolio on March 1, 1994;  the Alliance  Growth & Income and
   Alliance   Quality  Bond   Portfolios  on  October  1,  1993;   the  Alliance
   Intermediate  Government  Securities Portfolio on April 1, 1991; the Alliance
   Conservative  Investors  and the  Alliance  Growth  Investors  Portfolios  on
   October 2, 1989;  the  Alliance  Global  Portfolio  on August 27,  1987;  the
   Alliance  High Yield  Portfolio on January 2, 1987;  the Alliance  Aggressive
   Stock and Alliance  Balanced  Portfolios on January 27, 1986; the predecessor
   of the Alliance Money Market  Portfolio on July 13, 1981; and the predecessor
   of the  Alliance  Common  Stock  Portfolio  on January 13,  1976.  The Morgan
   Stanley  Emerging  Markets Equity  Portfolio  received its initial funding on
   August 20, 1997; the T. Rowe Price Equity Income,  EQ/Putnam  Growth & Income
   Value,  Merrill  Lynch  Basic  Value  Equity,  MFS  Research,  T. Rowe  Price
   International  Stock, Warburg Pincus Small Company Value, MFS Emerging Growth
   Companies,  EQ/Putnam  Balanced and Merrill Lynch World  Strategy  Portfolios
   received their initial funding on May 1, 1997.
- --------------------------------------------------------------------------------

Additional  investment  performance  information appears in the attached HRT and
EQAT  prospectuses.

PRIOR  PERFORMANCE OF ADVISERS.  The EQAT  portfolios and the Alliance Small Cap
Growth  Portfolio  of the HRT  commenced  operations  in  1997.  For  investment
performance of public mutual funds (or combinations thereof) advised by the same
EQAT or HRT  Investment  Adviser  that  have  investment  objectives,  policies,
strategies and risks that their advisers believe to be substantially  similar to
those of corresponding portfolios of the EQAT or HRT, see the respective EQAT or
HRT prospectus, attached to this prospectus. Such results are intended to show a
potential investor the past results of a similar style of investment  management
and are not intended to be a  substitute  for actual  performance,  nor are such
results an  estimate  or  guarantee  of future  results for the EQAT or Alliance
Small Cap Growth  Portfolios.  Keep in mind that such results do not reflect the
deductions and charges under your policy,  which,  if applied,  would reduce the
returns shown.

ILLUSTRATIONS OF CASH SURRENDER VALUES BASED ON HISTORICAL  INVESTMENT  RESULTS.
The  following  table was  developed to  demonstrate  how the actual  investment
experience  of the HRT (and its  predecessors)  and the EQAT would have affected
the Cash Surrender  Value of  hypothetical  Survivorship  2000 policies held for
specified  periods of time.  The table  illustrates  premiums and Cash Surrender
Values of twenty-four hypothetical  Survivorship 2000 policies, each with a 100%
premium  allocation to a different Fund. The illustration  also assumes that the
insureds are a standard risk  55-year-old  male and a standard risk  50-year-old
female,  both  non-smokers,  and that each policy has a level death  benefit,  a
$1,000,000 face amount and a $13,580 annual premium.

The table  assumes that each policy was purchased on the first day of a calendar
year. For Trust portfolios whose inception dates fall before June 30, the policy
is assumed to have been  purchased  at the  beginning  of, and earned the actual
return over, that entire calendar year of inception.  For Trust portfolios whose
inception dates fall after June 30, the policy is assumed to have been purchased
at the beginning of the first full calendar year of that portfolio's  operation.
The table then  illustrates  what the Cash Surrender Value would have been after
one  policy  year,  after five  policy  years,  after 10 policy  years and as of
December 31,  1997.  No  information  has been  included for the Morgan  Stanley
Emerging  Markets  Equity  Portfolio,  as its inception  date was after June 30,
1997.
    

                                       5

<PAGE>

   
<TABLE>
<CAPTION>
                             ILLUSTRATIONS OF SURVIVORSHIP 2000 POLICY ACCOUNT AND CASH SURRENDER VALUES
                         BASED ON HISTORICAL INVESTMENT RESULTS, $1,000,000 OF INITIAL INSURANCE PROTECTION
                                                       AND CURRENT CHARGES (1)
                                                     MALE AGE 55 / FEMALE AGE 50
                                                         STANDARD NON-SMOKER
                                ASSUMED
                                 POLICY                                                                         FROM POLICY PURCHASE
                                PURCHASE        AT THE END OF         AT THE END OF          AT THE END OF            THROUGH 
                                DATE(2)    THE FIRST POLICY YEAR  THE FIFTH POLICY YEAR  THE TENTH POLICY YEAR    DECEMBER 31, 1997
                               ----------  ---------------------  ---------------------  ---------------------  --------------------
                                                        POLICY               POLICY                  POLICY                  POLICY
                                                        ACCOUNT              ACCOUNT                 ACCOUNT                ACCOUNT
                                                       VALUE AND            VALUE AND               VALUE AND              VALUE AND
                                              TOTAL      CASH      TOTAL      CASH        TOTAL       CASH        TOTAL       CASH
                              BEGINNING OF   PREMIUM   SURRENDER  PREMIUM   SURRENDER    PREMIUM    SURRENDER    PREMIUM   SURRENDER
           PORTFOLIO             YEAR:        PAID       VALUE     PAID       VALUE       PAID        VALUE       PAID       VALUE
                              ------------   -------   ---------  -------   ---------    -------    ---------    -------   ---------
<S>                               <C>       <C>        <C>       <C>        <C>         <C>         <C>         <C>       <C>       
THE FIXED INCOME SERIES:
- -----------------------
DOMESTIC FIXED INCOME:
Alliance Money Market......       1982      $13,580    $ 9,220   $67,900    $ 69,429    $135,800    $165,534    $217,280  $ 277,920
Alliance Int. Gov't
  Securities...............       1991       13,580      9,179    67,900      65,779          --          --      95,060     97,174
Alliance Quality Bond......       1994       13,580      7,665        --          --          --          --      54,320     52,204
AGGRESSIVE FIXED INCOME:                                                                                         
Alliance High Yield........       1987       13,580      8,482    67,900      72,162     135,800     225,501     149,380    278,025

THE EQUITY SERIES:
- -----------------
DOMESTIC EQUITY:
T. Rowe Price Equity
  Income...................       1997       13,580     10,038        --          --          --          --      13,580     10,038
EQ/Putnam Growth & Income
  Value....................       1997       13,580      9,527        --          --          --          --      13,580      9,527
Alliance Growth & Income...       1994       13,580      8,053        --          --          --          --      54,320     69,860
Alliance Equity Index......       1994       13,580      8,208        --          --          --          --      54,320     78,473
Merrill Lynch Basic Value
  Equity...................       1997       13,580      9,596        --          --          --          --      13,580      9,596
Alliance Common Stock......       1976       13,580      8,889    67,900     103,858     135,800     272,309     298,760  1,960,172
MFS Research...............       1997       13,580      9,513        --          --          --          --      13,580      9,513

INTERNATIONAL EQUITY:
Alliance Global............       1988       13,580      9,037    67,900      72,562     135,800     232,486     135,800    232,486
Alliance International.....       1995       13,580      9,095        --          --          --          --      40,740     33,578
T. Rowe Price International
  Stock....................       1997       13,580      7,999        --          --          --          --      13,580      7,999
Morgan Stanley Emerging
  Markets Equity...........        --            --         --        --          --          --          --          --         --

AGGRESSIVE EQUITY:
Alliance Aggressive Stock..       1986       13,580     11,148    67,900      86,836     135,800     314,580     162,960    445,245
Warburg Pincus Small Company
  Value....................       1997       13,580      9,778        --          --          --          --      13,580      9,778
Alliance Small Cap Growth..       1997       13,580     10,431        --          --          --          --      13,580     10,431
MFS Emerging Growth 
  Companies................       1997       13,580     10,064        --          --          --          --      13,580     10,064

THE ASSET ALLOCATION SERIES:
- ---------------------------
Alliance Conservative
  Investors................       1990       13,580      8,650    67,900      63,615          --          --     108,640    131,887
EQ/Putnam Balanced.........       1997       13,580      9,377        --          --          --          --      13,580      9,377
Alliance Balanced..........       1986       13,580     10,590    67,900      74,065     135,800     192,687     162,960    269,886
Alliance Growth Investors..       1990       13,580      9,019    67,900      73,509          --          --     108,640    166,492
Merrill Lynch World 
  Strategy.................       1997       13,580      8,534        --          --          --          --      13,580      8,534
- -----------------------------------------------------------------------------------------------------------------------------------
THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY WOULD BE $13,580.  SEE DEATH
BENEFITS  IN PART 2 OF THIS  PROSPECTUS. 

THESE VALUES ARE NOT AN ESTIMATE OR GUARANTEE OF FUTURE PERFORMANCE.

<FN>
(1)  Policy values reflect all charges  assessed under the policy and by the HRT
     or  EQAT,   including   an  assumed   charge  for  taxes  of  2%.   Current
     non-guaranteed  charges have been used for the cost of  insurance  charges,
     Premium Sales Charge and monthly administrative charge. Such charges may be
     increased  in the  future,  but will never  exceed the  guaranteed  maximum
     charges set forth in DEDUCTIONS  AND CHARGES in part 2 of this  prospectus.
     If the guaranteed maximum cost of insurance  charges,  Premium Sales Charge
     and monthly administrative charge were used, the results would be lower.

(2)  Assumed  Policy  Purchase Date is based upon  inception  date of portfolio.
     Please refer to the explanation of this table on the previous page.
</FN>
</TABLE>
    

                                       6

<PAGE>

PART 1: DETAILED  INFORMATION  ABOUT EQUITABLE AND SURVIVORSHIP  2000 INVESTMENT
        CHOICES 

THE COMPANY THAT ISSUES  SURVIVORSHIP 2000 

   
EQUITABLE.  Equitable,  a New York stock  life  insurance  company,  has been in
business since 1859. We are a wholly owned subsidiary of The Equitable Companies
Incorporated  (the  Holding  Company).  The largest  shareholder  of the Holding
Company is AXA-UAP (AXA), a French insurance holding company. As of December 31,
1997, AXA beneficially  owned 58.7% of the outstanding shares of common stock of
the Holding Company.  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 holding company for an international  group of
insurance  and related  financial  services  companies.  Equitable,  the Holding
Company and their subsidiaries managed approximately $274.1 billion of assets as
of December  31, 1997,  including  third party  assets of  approximately  $216.9
billion.  Equitable's home office is 1290 Avenue of the Americas,  New York, New
York 10104.  We are licensed to do business in all 50 states,  Puerto Rico,  the
Virgin  Islands  and  the  District  of  Columbia.  We  maintain  local  offices
throughout the United States. At December 31, 1997, we had approximately  $125.7
billion face amount of variable life  insurance in force,  as compared to $114.6
billion at  December  31,  1996.  Prior to January  1, 1997,  Survivorship  2000
policies were issued by Equitable's wholly owned subsidiary,  Equitable Variable
Life Insurance Company (Equitable Variable).  Equitable Variable was merged into
Equitable as of January 1, 1997.

THE SEPARATE ACCOUNT AND THE TRUSTS

THE  SEPARATE  ACCOUNT.   Separate  Account  FP  (the  "Separate  Account")  was
established  on September  21, 1995 under the  Insurance Law of the State of New
York.  The  Separate  Account  is a type of  investment  company  called  a unit
investment  trust and is registered with the Securities and Exchange  Commission
(SEC) under the  Investment  Company Act of 1940 (1940 Act).  This  registration
does not involve any  supervision  by the SEC of the  management  or  investment
policies of the  Separate  Account.  The  Separate  Account is a successor  to a
separate  account that was established by Equitable  Variable on April 19, 1985.
The assets of that separate  account  became  assets of the Separate  Account on
January 1, 1997 when Equitable Variable was merged into Equitable.
    

Under New York law,  we own the assets of the  Separate  Account and use them to
support your policy and other variable life insurance  policies.  The portion of
the  Separate  Account's  assets  supporting  these  policies may not be used to
satisfy liabilities arising out of any other business we may conduct. This means
that the assets  supporting  Policy  Account  values  maintained in the Separate
Account are not subject to the claims of our other creditors.

The Separate Account has several Funds, each of which invests in either Class IA
shares  of a  corresponding  portfolio  of  the  HRT or  Class  IB  shares  of a
corresponding portfolio of the EQAT. You may allocate some or all premiums among
the Funds.

In addition to premiums made under the policies, we may allocate to the Separate
Account monies received under other variable life insurance policies.  Owners of
all such policies will  participate in the Separate Account in proportion to the
amounts they have in the Funds that relate to their policies. We may also retain
in the  Separate  Account  assets that are in excess of the  reserves  and other
liabilities  relating to Policy Account  values,  or we may transfer them to our
general account.

If any  changes  are made that  result in a  material  change in the  underlying
investments of a Fund,  policyowners will be notified. We may make other changes
in the policies  that do not reduce any Cash  Surrender  Value,  Death  Benefit,
Policy Account value, or other accrued rights or benefits.

   
THE  TRUSTS.  The Hudson  River Trust  (HRT) and the EQ  Advisors  Trust  (EQAT)
consist of the  investment  portfolios  listed below.  The Funds of the Separate
Account invest in these portfolios according to your instructions.
    

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------
                  HRT PORTFOLIOS                                    EQAT PORTFOLIOS
- -------------------------------------------------  ----------------------------------------------
<S>                      <C>                       <C>                      <C> 
FIXED INCOME SERIES:                               EQUITY SERIES:
o Alliance Money Market  o Alliance Quality Bond   o T. Rowe Price Equity   o Morgan Stanley
o Alliance Intermediate  o Alliance High Yield       Income                   Emerging Markets
  Government Securities                            o EQ/Putnam Growth &       Equity
EQUITY SERIES:                                       Income Value           o Warburg Pincus
o Alliance Growth &      o Alliance International  o Merrill Lynch            Small Company Value
  Income                 o Alliance Aggressive       Basic Value Equity     o MFS Emerging
o Alliance Equity Index    Stock                   o MFS Research             Growth Companies
o Alliance Common Stock  o Alliance Small Cap      o T. Rowe Price
o Alliance Global          Growth                    International Stock
ASSET ALLOCATION SERIES:                           ASSET ALLOCATION SERIES:
o Alliance Conservative  o Alliance Growth         o EQ/Putnam Balanced     o Merrill Lynch World
  Investors                Investors                                          Strategy
o Alliance Balanced
- -------------------------------------------------------------------------------------------------
</TABLE>

   
The Trusts are open-end,  management  investment  companies registered under the
1940 Act, more commonly  called mutual funds. As a "series" type of mutual fund,
each Trust issues several  different series of stock, each of which relates to a
different 

                                       7

<PAGE>

portfolio of that Trust.  The HRT  commenced  operations  in January 1976 with a
predecessor  of  its  Alliance  Common  Stock  portfolio.   The  EQAT  commenced
operations on May 1, 1997. The Trusts do not impose sales charges or "loads" for
buying and selling their shares.  All  dividends  and other  distributions  on a
portfolio's shares are reinvested in full and fractional shares of the portfolio
to which they relate. Each Fund invests in either Class IA or Class IB shares of
a corresponding  portfolio. HRT portfolios sell Class IA shares to the Funds and
EQAT portfolios sell Class IB shares to the Funds.  (Class IA shares of the EQAT
portfolios are not offered at this time.)

The EQAT sells its shares to  Equitable  separate  accounts in  connection  with
Equitable's  variable  life  insurance and annuity  products.  The HRT sells its
shares to separate  accounts of insurance  companies,  both  affiliated  and not
affiliated with Equitable.  We currently do not foresee any disadvantages to our
policy owners arising out of this. However, the Board of Trustees of HRT intends
to monitor  events in order to identify  any material  irreconcilable  conflicts
that possibly may arise and to determine what action, if any, should be taken in
response.  If we  believe  that the  Board's  response  to any of  those  events
insufficiently  protects our policy owners,  we will see to it that  appropriate
action  is taken to do so.  Also,  if we ever  believe  that any of the  Trusts'
portfolios is so large as to materially impair the investment performance of the
portfolio or the Trust involved, we will examine other investment options.

All of the  portfolios,  except for the Morgan Stanley  Emerging  Markets Equity
portfolio and Merrill Lynch World Strategy portfolio, are "diversified" for 1940
Act  purposes.  The  Trustees  of the HRT or the EQAT may  establish  additional
portfolios  or  eliminate  existing   portfolios  at  any  time.  More  detailed
information   about  the  Trusts,   their   investment   objectives,   policies,
restrictions,  risks,  expenses,  multiple class distribution  systems, the Rule
12b-1  distribution  plan  relating to Class IB shares and all other  aspects of
their  operations,   appears  in  the  HRT  prospectus   (beginning  after  this
prospectus),  the EQAT prospectus  (beginning after the HRT  prospectus),  or in
their respective Statements of Additional Information,  which are available upon
request.

HRT'S MANAGER AND  INVESTMENT  ADVISER.  HRT is managed and its  portfolios  are
advised by Alliance Capital  Management L.P.  ("Alliance"),  which is registered
with the SEC as an investment adviser under the 1940 Act.

In its role as manager of the HRT, Alliance has overall  responsibility  for the
general  management  and  administration  of the HRT,  including  selecting  the
portfolio  managers for HRT's portfolios,  monitoring their investment  programs
and results, reviewing brokerage matters, performing fund accounting, overseeing
compliance by HRT with various Federal and state statutes,  and carrying out the
directives  of its Board of Trustees.  With the approval of the HRT's  Trustees,
Alliance  may enter into  agreements  with other  companies  to assist  with its
administrative and management responsibilities to the HRT.

ALLIANCE CAPITAL MANAGEMENT L.P. Alliance,  a leading  international  investment
adviser,  subject to the supervision of the Trustees of HRT, provides investment
management and consulting services to mutual funds,  endowment funds,  insurance
companies,  foreign entities,  qualified and non-tax qualified  corporate funds,
public and private pension and profit-sharing plans,  foundations and tax-exempt
organizations.

Alliance is a publicly traded limited partnership  incorporated in Delaware.  At
December  31,  1997,  Alliance was  managing  approximately  $ 218.7  billion in
assets.  Alliance  employs 223 investment  professionals,  including 83 research
analysts.  Portfolio managers have average investment experience of more than 14
years.

All of the HRT  portfolios  are advised by  Alliance.  As  adviser,  Alliance is
responsible  for  developing  the  portfolios'   investment   programs,   making
investment decisions for the portfolios, placing all orders for the purchase and
sale of those investments and performing certain limited related  administrative
functions.

Alliance is an indirect,  majority-owned  subsidiary of Equitable,  and its main
office is located at 1345  Avenue of the  Americas,  New York,  New York  10105.
Additional  information  regarding  Alliance  is located in the HRT  prospectus,
which directly follows this prospectus.

EQAT'S  MANAGER.  EQ  Financial  Consultants,   Inc.  ("EQF"),  subject  to  the
supervision  and direction of the Trustees of EQAT,  has overall  responsibility
for the general  management and administration of the EQAT. EQF is an investment
adviser  registered  under  the  1940  Act,  as  amended,  and  a  broker-dealer
registered  under the Securities  Exchange Act of 1934, as amended ("1934 Act").
EQF  currently  furnishes  specialized   investment  advice  to  other  clients,
including  individuals,  pension and profit-sharing  plans,  trusts,  charitable
organizations,  corporations,  and other  business  entities.  EQF is a Delaware
corporation and an indirect, wholly owned subsidiary of Equitable.

EQF is responsible for providing management and administrative  services to EQAT
and selects the  investment  advisers for EQAT's  portfolios,  monitors the EQAT
Advisers' investment programs and results,  reviews brokerage matters,  oversees
compliance by EQAT with various Federal and state statutes,  and carries out the
directives of its Board of Trustees.

Pursuant to a service agreement, Chase Global Funds Services Company assists EQF
in the performance of its administrative responsibilities to the EQAT with other
necessary administrative,  fund accounting and compliance services. EQ Financial
Consultants,  Inc.'s main office is located at 1290 Avenue of the Americas,  New
York, New York 10104.

                                       8
<PAGE>

EQAT'S INVESTMENT  ADVISERS.  Rowe  Price-Fleming  International,  Inc.; T. Rowe
Price  Associates,  Inc.;  Putnam  Investment  Management,  Inc.;  Massachusetts
Financial  Services  Company;  Morgan Stanley Asset  Management,  Inc.;  Warburg
Pincus Asset Management, Inc.; and Merrill Lynch Asset Management, L.P.
serve as EQAT Advisers only for their respective EQAT portfolios.

Each EQAT Adviser  furnishes  EQAT's  manager,  EQF, with an investment  program
(updated periodically) for each of its portfolios, makes investment decisions on
behalf of its EQAT  portfolios,  places all orders for the  purchase and sale of
investments for the portfolio's account with brokers or dealers selected by such
Adviser and may perform certain limited related administrative functions.

If an EQAT  portfolio  shall at any time have more  than one EQAT  Adviser,  the
allocation of an EQAT  portfolio's  assets among EQAT Advisers may be changed at
any time by EQF.

MASSACHUSETTS  FINANCIAL  SERVICES  COMPANY.  Massachusetts  Financial  Services
Company ("MFS") is America's oldest mutual fund organization, whose assets under
management as of December 31, 1997 were approximately $70.2 billion on behalf of
more than 2.7 million  investors.  MFS advises MFS Research,  a domestic  equity
portfolio,  and MFS Emerging Growth  Companies,  an aggressive equity portfolio.
MFS is an indirect  subsidiary  of Sun Life  Assurance  Company of Canada and is
located at 500 Boylston Street, Boston, MA 02116.

MERRILL  LYNCH  ASSET  MANAGEMENT  L.P.  Founded in 1976,  Merrill  Lynch  Asset
Management ("MLAM") is a dedicated asset management affiliate of Merrill Lynch &
Co., Inc., a financial  management and advisory company with more than a century
of experience.  As of December 31, 1997, MLAM along with its advisory affiliates
held approximately $278 billion in investment company and other portfolio assets
under  management.  MLAM advises  Merrill Lynch Basic Value  Equity,  a domestic
equity  portfolio  with a value  approach to investing,  and Merrill Lynch World
Strategy,  a global flexible asset allocation portfolio that invests in equities
and fixed income  securities  worldwide.  The company is located at 800 Scudders
Mill Road, Plainsboro, NJ 08543.

MORGAN STANLEY ASSET  MANAGEMENT INC. Morgan Stanley Asset  Management  ("MSAM")
provides a broad range of  portfolio  management  services to  customers  in the
United  States  and  abroad and  serves as an  investment  adviser  to  numerous
open-end and closed-end investment companies. MSAM, together with its affiliated
institutional investment management companies, had approximately $146 billion in
assets under management and fiduciary care as of December 31, 1997. MSAM advises
Morgan Stanley Emerging Markets Equity, an international equity portfolio.  MSAM
is a subsidiary of the recently merged Morgan Stanley, Dean Witter, & Co. and is
located at 1221 Avenue of the Americas, New York, New York 10020.

PUTNAM INVESTMENT MANAGEMENT, INC. Putnam Investment Management, Inc. ("Putnam")
has been managing  mutual funds since 1937. As of Decmeber 31, 1997,  Putnam and
its  affiliates  managed  more than  $235  billion  in  assets.  Putnam  advises
EQ/Putnam  Growth & Income Value,  a domestic  equity  portfolio,  and EQ/Putnam
Balanced, a balanced stock and bond portfolio.  Putnam is an indirect subsidiary
of Marsh & McLennan  Companies,  Inc. and is located at One Post Office  Square,
Boston, MA 02109.

T. ROWE  PRICE  ASSOCIATES,  INC.  AND ROWE  PRICE-FLEMING  INTERNATIONAL,  INC.
Founded  in  1937,  T.  Rowe  Price  provides  investment   management  to  both
individuals and institutions.  With its affiliates, assets under management were
over $126 billion as of December 31, 1997.  T. Rowe Price  advises T. Rowe Price
Equity Income, a domestic equity  portfolio.  The company is located at 100 East
Pratt Street, Baltimore, MD 21202.

Rowe Price-Fleming International, Inc., ("Price-Fleming") was founded as a joint
venture between T. Rowe Price and Robert Fleming  Holdings,  Ltd., a diversified
British investment organization.  Price-Fleming's  predominately non-U.S. assets
under management were the equivalent of approximately $30 billion as of December
31,  1997.   Price-Fleming   advises  T.  Rowe  Price  International  Stock,  an
international  equity  portfolio  and is  located  at  100  East  Pratt  Street,
Baltimore, MD 21202.

WARBURG  PINCUS  ASSET MANAGEMENT,  INC. Warburg Pincus Asset  Management,  Inc.
("WPAM") is a professional  investment  advisory firm which provides services to
investment companies,  employee benefit palns, endowment funds,  foundations and
other  institutions and individuals.  Assets under management were approximately
$19.7 billion as of Decmeber 31, 1997. WPAM is indirectly controlled by Warburg,
Pincus & Co, a New York partnership,  which serves as a holding company of WPAM.
WPAM advises Warburg Pincus Small Company Value, an aggressive equity portfolio.
The company is located at 466 Lexington Avenue, New York, NY 10017.

Additional  information  regarding each of the companies  which serve as an EQAT
Adviser appears in the EQAT prospectus, attached at the end of this prospectus.

                                       9
<PAGE>

INVESTMENT POLICIES AND OBJECTIVES OF THE TRUSTS' PORTFOLIOS. Each portfolio has
a different investment objective which it tries to achieve by following separate
investment  policies.  The objectives and policies of each portfolio will affect
its expected return and its risks.  There is no guarantee that these  objectives
will be achieved.

The value of your money invested in these portfolios will fluctuate,  and may be
worth more or less than its original value when you or your beneficiaries redeem
your policy or make  withdrawals.  The policies and objectives of the portfolios
are as follows:
    

<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------
          PORTFOLIO                     INVESTMENT POLICY                  OBJECTIVE
- ---------------------------------------------------------------------------------------------------
<S>                        <C>                                        <C>
FIXED INCOME SERIES:
DOMESTIC FIXED INCOME:
- ----------------------
Alliance Money Market      Primarily high-quality short-term          High level of current
                           money market instruments.                  income while preserving
                                                                      assets and maintaining
                                                                      liquidity.

Alliance Intermediate      Primarily debt securities issued or        High current income
  Government Securities    guaranteed by the U.S. Government, its     consistent with relative
                           agencies and instrumentalities. Each       stability of principal.
                           investment will have a final maturity
                           of  not  more  than  10  years  or a  
                           duration  not exceeding that of a 
                           10-year Treasury note.

Alliance Quality Bond      Primarily investment grade                 High current income
                           fixed-income securities.                   consistent with
                                                                      preservation of capital.

AGGRESSIVE FIXED INCOME:
- ------------------------
Alliance High Yield        Primarily a diversified mix of             High return by maximizing
                           high-yield, fixed-income securities        current income and, to the
                           involving greater volatility of price      extent consistent with
                           and risk of principal and income than      that objective, capital
                           high-quality fixed-income securities.      appreciation.
                           The medium- and lower-quality debt
                           securities which the Portfolio may
                           invest are commonly known as "junk
                           bonds."
- -----------------------------------------------------------------------------------------------------------
EQUITY SERIES:
DOMESTIC EQUITY:
- ----------------
T. Rowe Price Equity       Primarily dividend paying common           Substantial dividend
  Income                   stocks of established companies.           income and also capital
                                                                      appreciation.

EQ/Putnam Growth           Primarily common stocks that offer         Capital growth and,
  & Income Value           potential for capital growth and may,      secondarily, current
                           consistent with the Portfolio's            income.
                           investment objective, invest in common
                           stocks that offer potential for
                           current income.

Alliance Growth            Primarily income producing common          High total return through
  & Income                 stocks and securities convertible into     a combination of current
                           common stocks.                             income and capital
                                                                      appreciation.

Alliance Equity Index      Selected securities in the S&P's 500       Total return performance
                           Index (the "Index") which the adviser      (before trust expenses and
                           believes will, in the aggregate,           Separate Account annual expenses)
                           approximate the performance results of     that approximates the
                           the Index.                                 investment performance of the Index
                                                                      (including reinvestment of dividends)
                                                                      at a risk level consistent with
                                                                      that of the Index.

Merrill Lynch Basic        Securities, primarily equities, that       Capital appreciation and, 
  Value Equity             the Portfolio adviser believes are         secondarily, income.
                           undervalued and therefore represent
                           basic investment value.

Alliance Common Stock      Primarily common stock and other           Long-term growth of
                           equity-type instruments.                   capital and increasing
                                                                      income.

MFS Research               A substantial portion of assets            Long-term growth of
                           invested in common stock or securities     capital and future income.
                           convertible into common stock of
                           companies believed by the Portfolio
                           adviser to possess better than average
                           prospects for long-term growth.
</TABLE>

                                       10

<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
          PORTFOLIO                     INVESTMENT POLICY                  OBJECTIVE
- ------------------------------------------------------------------------------------------------------
<S>                        <C>                                        <C>
INTERNATIONAL EQUITY:
- ---------------------
Alliance Global            Primarily equity securities of             Long-term growth of
                           non-United States as well as United        capital.
                           States companies.

Alliance International     Primarily equity securities selected       Long-term growth of
                           principally to permit participation in     capital.
                           non-United States companies with
                           prospects for growth.

T. Rowe Price              Primarily common stocks of established     Long-term growth of
  International Stock      non-United States companies.               capital.

Morgan Stanley  Emerging   Primarily  equity  securities of           Long-term capital
  Markets Equity           emerging market country issuers with a     appreciation.
                           focus on those in which the Portfolio
                           adviser believes the economies are
                           developing strongly and in which the
                           markets are becoming more sophisticated.

AGGRESSIVE EQUITY:
- ------------------
Alliance Aggressive        Primarily common stocks and other          Long-term growth of
  Stock                    equity-type securities issued by           capital.
                           medium- and other smaller-sized
                           companies with strong growth potential.

Warburg Pincus Small       Primarily a portfolio of equity            Long-term capital
  Company Value            securities of small capitalization         appreciation.
                           companies (i.e., companies having market
                           capitalizations of $1 billion or less 
                           at the time of initial purchase) that 
                           the Portfolio adviser considers to be 
                           relatively undervalued.

Alliance Small Cap         Primarily U.S. common stock and other      Long-term growth of
  Growth                   equity-type securities issued by           capital.
                           smaller companies with favorable
                           growth prospects.

MFS Emerging Growth        Primarily in common stocks of emerging     Long-term growth of
  Companies                growth companies that the Portfolio        capital.
                           adviser believes are early in their
                           life cycle but which have the potential
                           to become major enterprises.
- ------------------------------------------------------------------------------------------------------
ASSET ALLOCATION SERIES:
Alliance Conservative      Diversified mix of publicly traded,        High total return without,
  Investors                fixed-income and equity securities;        in the adviser's opinion,
                           asset mix and security selection are       undue risk to principal.
                           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.

EQ/Putnam Balanced         A well-diversified portfolio of stocks     Balanced investment.
                           and bonds that will produce both
                           capital growth and current income.

Alliance Balanced          Primarily common stocks, publicly          High return through a
                           traded debt securities and                 combination of current
                           high-quality money market instruments.     income and capital
                           The Portfolio is generally expected to     appreciation.
                           hold 50% of its assets in equity
                           securities and 50% in fixed-income
                           securities.

Alliance Growth            Diversified mix of publicly traded,        High total return
  Investors                fixed-income and equity securities;        consistent with the
                           asset mix and security selection based     adviser's determination of
                           upon factors expected to increase          reasonable risk.
                           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.

Merrill Lynch World        Primarily equity and fixed-income          High total investment
  Strategy                 securities, including convertible          return.
                           securities, of U.S. and foreign
                           issuers.
- ------------------------------------------------------------------------------------------------------
</TABLE>

                                       11

<PAGE>

Because you may invest Policy  Account  values in the Fund options  described on
the  previous  page,  Survivorship  2000  offers an  opportunity  for the Policy
Account  value  to  appreciate  more  rapidly  than it  would  under  comparable
fixed-benefit whole life insurance.  You must, however,  accept the risk that if
investment  performance  is  unfavorable,  the  Policy  Account  value  may  not
appreciate as rapidly and indeed, may decrease in value.

THE GUARANTEED INTEREST ACCOUNT

You may allocate some or all of your Policy Account to the  Guaranteed  Interest
Account,  which is funded by our general account and pays interest at a declared
rate guaranteed for each policy year. The principal,  after deductions,  is also
guaranteed.  The general account supports our insurance and annuity  guarantees,
including the Guaranteed Interest Account,  as well as our general  obligations.
The general  account is subject to regulation  and  supervision by the Insurance
Department of the State of New York and to the insurance laws and regulations of
all jurisdictions where we are authorized to do business.  Because of applicable
exemptive and exclusionary provisions, interests in the general account have not
been registered  under the Securities Act of 1933 (1933 Act), nor is the general
account an  investment  company  under the 1940 Act.  Accordingly,  neither  the
general account,  the Guaranteed  Interest Account nor any interests therein are
generally  subject to regulation under these Acts. We have been advised that the
staff of the SEC has not made a review of the  disclosures  that are included in
the prospectus for your  information  and that relate to the general account and
the Guaranteed Interest Account.  These disclosures,  however, may be subject to
certain generally  applicable  provisions of the Federal securities law relating
to the accuracy and completeness of statements made in prospectuses.

AMOUNTS IN THE GUARANTEED  INTEREST ACCOUNT.  You may accumulate  amounts in the
Guaranteed  Interest  Account by allocating net premiums and loan  repayments to
that Account,  transferring  amounts from the Funds to the  Guaranteed  Interest
Account or  earning  interest  on amounts  you  already  have in the  Guaranteed
Interest  Account.  A Living  Benefit  payment will also result in amounts being
transferred to the  Guaranteed  Interest  Account.  See LIVING BENEFIT OPTION in
Part 2 of this prospectus.  In addition, any policy loan is secured by an amount
in your Policy Account equal to the  outstanding  loan. This amount remains part
of the Policy Account but is assigned to the  Guaranteed  Interest  Account.  We
refer to this amount as the loaned amount in the Guaranteed Interest Account.

The amount you have in the Guaranteed Interest Account at any time is the sum of
all net premiums and loan  repayments  allocated to that Account,  all transfers
into that Account  (including amounts securing any policy loan or Living Benefit
payment) plus earned interest,  less amounts  transferred out or withdrawn,  and
monthly deductions allocated to, that Account.

ADDING INTEREST IN THE GUARANTEED  INTEREST ACCOUNT.  We pay a declared interest
rate on all amounts that you have in the Guaranteed  Interest Account. At policy
issuance,  and prior to each policy anniversary,  we declare the rates that will
apply to amounts in the  Guaranteed  Interest  Account for the following  policy
year.  Different  rates  may  apply  to  policies  currently  being  issued  and
previously issued policies.  These annual interest rates will never be less than
the minimum guaranteed interest rate of 4% (before deductions).  Different rates
are also paid on unloaned and loaned amounts in the Guaranteed Interest Account.
We reserve  the right to declare  higher  interest  rates for higher Face Amount
policies.  See  POLICY  LOAN  INTEREST  in  Part 2 of this  prospectus.  Amounts
securing a Living Benefit payment are considered  unloaned  amounts for purposes
of crediting interest.

Interest  is  compounded  daily at an  effective  annual  rate that  equals  the
declared  rate for each policy year. We credit  interest on unloaned  amounts in
the  Guaranteed  Interest  Account at the end of each policy month.  Interest is
credited on any loaned amount in the Guaranteed  Interest Account on each policy
anniversary and at any time you repay a policy loan in full.  Credited  interest
on the loaned  amount is allocated  to the Funds and to the unloaned  portion of
the  Guaranteed  Interest  Account in  accordance  with your premium  allocation
percentages.

TRANSFERS OUT OF THE GUARANTEED INTEREST ACCOUNT.  Once during each policy year,
you may request a transfer from your unloaned amount in the Guaranteed  Interest
Account to one or more of the Funds. If we receive your transfer  request within
30 days prior to your  policy  anniversary,  the  transfer  will be made on your
policy  anniversary.  If we receive your request on or within 30 days after your
policy  anniversary,  the  transfer  will be made as of the date we receive your
request.  You may transfer up to 25% of your  unloaned  value in the  Guaranteed
Interest Account as of the transfer date or the minimum transfer amount shown in
your  policy,  whichever  is more.  The minimum  transfer  amount is the minimum
transfer  amount  shown  in the  policy  or your  total  unloaned  value  in the
Guaranteed  Interest  Account on the transfer date,  whichever is less.  Amounts
securing a Living  Benefit  payment may not be  transferred  from the Guaranteed
Interest Account.

PART 2: DETAILED INFORMATION ABOUT SURVIVORSHIP 2000

FLEXIBLE PREMIUMS

You may choose the amount and frequency of premium payments, as long as they are
within the limits described  below. We determine the applicable  minimum initial
premium based on the age, sex, rating class and smoker/non-smoker status of each
of the insured persons,  the initial Face Amount of the policy (the minimum Face
Amount is $200,000) and any additional benefits selected. In certain situations,
however,  no distinction is made based on the sex of either insured person.  See
COST OF INSURANCE CHARGE in Part 2 of this  prospectus.  You may choose to pay a
higher initial premium.

                                       12

<PAGE>

The  minimum  initial  premium  must be paid on or before  the date on which the
policy is delivered to you. No insurance  under your policy will take effect (a)
until a policy is delivered  and the minimum  initial  premium is paid while the
persons  proposed to be insured are living and (b) unless the information in the
application  continues to be true and complete,  without material change,  as of
the time the initial premium is paid. See POLICY PERIODS,  ANNIVERSARIES,  DATES
AND AGES in Part 2 of this prospectus.

   
Your first premium  payment  should be given to your agent or broker and must be
by check or money order drawn on a U.S. bank in U.S. dollars and made payable to
Equitable.  Any additional  premiums must be sent directly to our Administrative
Office.  The  preferred  form of payment is a single  check on your  business or
personal account.  Payment may also be in the form of a single money order, bank
draft or cashier's check payable directly to Equitable; however, please be aware
that Equitable is required to report the receipt of these "cash  equivalents" to
the Internal Revenue Service under certain  circumstances.  These checks,  money
orders and drafts are accepted subject to collection. Cash and traveler's checks
are not  acceptable.  Third party checks payable to someone other than Equitable
and endorsed  over to  Equitable  are not  acceptable  unless the check is money
directly  from a qualified  retirement  plan or  pursuant to a 1035  exchange (a
tax-deferred exchange pursuant to Section 1035 of the Internal Revenue Code), or
it is a trustee check that involves no refund.  Equitable's  policy is to return
any unacceptable forms of payment,  and the policy owner bears the risk of lapse
or other consequences which may result from the effective non-payment.
    

If you have submitted the full initial  premium with your  application,  we may,
subject to certain  conditions,  provide a limited amount of temporary insurance
on the  proposed  insureds.  You may  review a copy of our  Temporary  Insurance
Agreement on request.

On your  application  you  provide  us with  initial  instructions  as to how to
allocate  your  net  premiums  and  monthly  charges  among  the  Funds  and the
Guaranteed Interest Account. Allocation percentages may be any whole number from
zero to 100, but the sum must equal 100. Allocations to the Funds take effect on
the first  business day that follows the 20th  calendar day after the Issue Date
of your policy.  The Issue Date is shown on the Information  Page of your policy
(the Policy  Information  Page),  and is the date we actually issue your policy.
The date your allocation instructions take effect is called the Allocation Date.
Our business  days are described in HOW WE DETERMINE THE UNIT VALUE in Part 2 of
this prospectus.

Until  the  Allocation  Date,  any  net  premiums  allocated  to a Fund  will be
allocated to the Alliance Money Market Fund, and all monthly  charges  allocable
to the Separate Account will be deducted from the Alliance Money Market Fund. On
the Allocation Date, amounts in the Alliance Money Market Fund will be allocated
to the Funds in accordance with your policy application. See TRANSFERS OF POLICY
ACCOUNT VALUE in Part 2 of this  prospectus and POLICY  PERIODS,  ANNIVERSARIES,
DATES AND AGES in Part 2 of this  prospectus.  We may delay the Allocation  Date
for the same reasons  that we would delay  effecting a transfer  request.  There
will be no charge for the transfer out of the Alliance  Money Market Fund on the
Allocation  Date.  See  TRANSFERS  OF  POLICY  ACCOUNT  VALUE  in Part 2 of this
prospectus.

You may change  the  allocation  percentages  for either  your  current  premium
payment  or  the  current  and  future  premium   payments  by  writing  to  our
Administrative  Office and indicating the changes you wish to make. Your request
must be signed. These changes will go into effect as of the date your request is
received at our  Administrative  Office,  but no earlier than the first business
day following the Allocation Date, and will affect transactions after such date.

Although  premiums are flexible,  page 3 of your policy (the Policy  Information
Page) will show a "planned" periodic premium.  You determine the planned premium
(within limits set by us) when you apply for the policy.  The planned premium is
not  necessarily  designed  to equal the amount of  premium  that will keep your
policy in effect.  You may make or skip a planned premium.  We will send premium
notices if you selected annual, semiannual or quarterly planned premiums.

The Policy Information Page will also show a "specified premium" if the policy's
guaranteed  minimum  death  benefit  provision is available in your state.  This
specified  premium  is what we refer  to in this  prospectus  as the  guaranteed
minimum death benefit premium.  We measure actual premium payments against these
hypothetical  premiums in order to  determine  whether your policy is in default
when the Net Cash Surrender  Value is insufficient to pay monthly charges in any
month. These are not required premium payments. See YOUR POLICY CAN TERMINATE in
Part 2 of this prospectus.

The guaranteed minimum death benefit premium is actuarially  determined at issue
based on the age, sex,  smoker  status and rating class of the insured  persons.
The guaranteed  minimum death benefit  premium will change if you request a Face
Amount  decrease,  add or  eliminate a rider,  or if there is a change in either
insured person's rating or smoker classification.  We reserve the right to limit
the  amount of any  premium  payments  you make  which are in  addition  to your
guaranteed minimum death benefit premium.

Generally,  premiums may be paid at any time and in any amount,  as long as each
payment is at least $100.  (Policies issued in some states or automatic  payment
plans  may  require  different  minimum  premium  payments.)  Except  for  Texas
policyowners,  this  minimum  may be  increased  if we give you 90 days  written
notice.  We may return  premium  payments if we determine  that they would cause
your  policy to become a modified  endowment  contract or to cease to qualify as
life  insurance  under Federal  income tax law. We may also make such changes to
the  policy as we deem  necessary  to  continue  to  qualify  the policy as life
insurance.  See TAX EFFECTS in Part 2 of this  prospectus  for an explanation of
modified  endowment  contracts,  the special tax consequences of such contracts,
and how your policy might become a modified endowment contract.

                                       13

<PAGE>

DEATH BENEFITS

We pay a  benefit  to the  beneficiary  of the  policy  when the last  surviving
insured person dies.  This benefit will be equal to the death benefit under your
policy plus any additional  benefits  included in your policy and then due, less
any unpaid policy loan, any lien securing a Living  Benefit  payment and accrued
interest.  If the last  surviving  insured  person dies during a grace period we
will also deduct any overdue monthly deductions.

You may choose between two death benefit options:

o OPTION A provides a death benefit equal to the policy's Face Amount. Except as
  described below, the Option A benefit is fixed.

o OPTION B provides a variable  death  benefit equal to the policy's Face Amount
  PLUS the amount in your Policy Account on the day the last  surviving  insured
  person  dies.  Under  Option  B, the  value of the  benefit  is  variable  and
  fluctuates with the amount in your Policy Account.

Policyowners  who prefer to have favorable  investment  experience  reflected in
increased  insurance coverage should choose Option B. Policyowners who prefer to
have insurance coverage that generally does not vary in amount and lower cost of
insurance charges should choose Option A.

Under both options,  a higher death benefit may apply. This higher death benefit
is a percentage multiple of the amount in your Policy Account. The percentage is
designed to ensure that the policy meets the provisions of Federal tax law which
require a minimum  death  benefit in  relation  to cash value for your policy to
qualify as life insurance.  We may apply a higher percentage  multiple than that
required  by  Federal  tax law.  This  means  that  when the  death  benefit  is
calculated using those higher percentage  multiples,  the benefit will be higher
than that  otherwise  necessary  to  continue  to  qualify  your  policy as life
insurance. See TAX EFFECTS in Part 2 of this prospectus. Since cost of insurance
charges are assessed on the difference  between the Policy Account value and the
death  benefit,  these  charges will  increase if the higher death benefit takes
effect.

The higher death  benefit  will be the amount in your Policy  Account on the day
the last surviving  insured person dies times a percentage  based on the younger
insured  person's age (nearest  birthday) at the beginning of the policy year of
the last surviving insured person's death. The percentages  decline with age and
are shown on the Policy Information Page of your policy.

   
The  death  benefit  is  guaranteed  if the  amount  of  premiums  you've  paid,
accumulated at 4% interest,  less withdrawals,  also accumulated at 4% interest,
is at least equal to a guaranteed  minimum  death  benefit  premium fund and any
policy loan does not exceed the Cash Surrender  Value.  In other words,  we will
guarantee  your death benefit  coverage,  regardless of the policy's  investment
performance,  if you have paid a certain amount of premiums into your policy, as
long as you have not  withdrawn or overloaned  those  amounts.  This  guaranteed
minimum  death  benefit  provision  is  not  available  in  some  jurisdictions,
including  New York,  New Jersey and  Massachusetts.  You should check with your
Equitable  agent to determine  whether the  guaranteed  minimum death benefit is
available in your state.
    

CHANGES IN INSURANCE PROTECTION

REDUCING THE FACE AMOUNT.  You may request a Face Amount decrease  anytime after
the first policy year by sending a signed written request to our  Administrative
Office. Any change will be subject to our approval.  You may not reduce the Face
Amount  below the  minimum we  require  to issue this  policy at the time of the
reduction.  Any reduction must be at least $10,000.  Our current procedure is to
disapprove a requested decrease if it would cause a death benefit based upon the
Policy  Account  percentage  multiple to apply.  See DEATH BENEFITS in Part 2 of
this  prospectus.  See TAX  EFFECTS  in Part 2 of  this  prospectus  for the tax
consequences  of reducing the Face  Amount.  If you reduce the Face Amount while
the  Estate  Protector  rider is in effect,  the face  amount of that rider will
generally be reduced  proportionately.  See ADDITIONAL BENEFITS MAY BE AVAILABLE
in Part 2 of this  prospectus.  Monthly  deductions from your Policy Account for
the  cost of  insurance  will  generally  decrease,  beginning  on the  date the
reduction in Face Amount takes effect.

CHANGING THE DEATH BENEFIT OPTION. At any time after the first policy year while
your policy is in force, you may request a change in the death benefit option by
sending a signed written request to our  Administrative  Office. See TAX EFFECTS
in Part 2 of this  prospectus  for the tax  consequences  of changing  the death
benefit option.

o If you change from OPTION A TO OPTION B, the Face Amount will be  decreased by
  the amount in your Policy Account on the date of the change.  We may not allow
  such a change if it would reduce the Face Amount below the minimum required to
  issue this policy at the time of the reduction.

o If you change from OPTION B TO OPTION A, the Face Amount of insurance  will be
  increased by the amount in the Policy Account on the date of the change.

These  increases and decreases in Face Amount are made so that the amount of the
death benefit remains the same on the date of the change. When the death benefit
remains  the same,  there is no change in the net  amount at risk,  which is the
amount on which cost of insurance  charges are based.  See DEDUCTIONS  FROM YOUR
POLICY ACCOUNT -- COST OF INSURANCE CHARGE in Part 2 of this prospectus. If your
death  benefit is  determined  by a percentage  multiple of the Policy  Account,
however, the new Face Amount will be determined differently.

                                       14

<PAGE>

WHEN POLICY  CHANGES GO INTO  EFFECT.  A  reduction  in Face Amount or change in
death  benefit  option will go into effect at the  beginning of the policy month
that  coincides  with or follows the date we approve the request for the change.
In some  cases we may not  approve a change  because  it might  disqualify  your
policy as life insurance under applicable Federal income tax law. In other cases
there may be tax consequences as a result of the change. See TAX EFFECTS in Part
2 of this prospectus.

MATURITY BENEFITS

If  either  or both of the  insured  persons  are  still  living  on the  policy
anniversary  nearest the younger  insured  person's 100th birthday (the Maturity
Date),  we will pay you a benefit in an amount  equal to the Net Cash  Surrender
Value as of the Maturity Date,  less any lien securing a Living Benefit  payment
and accrued  interest.  The policy will then  terminate.  You may choose to have
this benefit paid in installments.  See TAX EFFECTS in Part 2 of this prospectus
and YOUR PAYMENT OPTIONS in Part 3 of this prospectus.

LIVING BENEFIT OPTION

Subject to regulatory  approval in your state and our  underwriting  guidelines,
our Living Benefit rider will be included with your policy at issue.  The Living
Benefit rider enables the policyowner to receive a portion of the policy's death
benefit  (excluding  death  benefits  payable under certain  riders) if the sole
surviving insured has a terminal illness. Certain eligibility requirements apply
when you submit a Living  Benefit claim (for example,  satisfactory  evidence of
less than  six-month  life  expectancy).  There is no additional  charge for the
rider,  but we will  deduct  an  administrative  charge  of up to $250  from the
proceeds of the Living Benefit payment. In addition,  if you tell us that you do
not  wish to have  the  rider  added  at  issue,  but you  later  ask to add it,
additional underwriting will be required and there will be a $100 administrative
charge.

When a Living  Benefit claim is paid,  Equitable  establishes a lien against the
policy.  The amount of the lien is the sum of the Living Benefit payment and any
accrued  interest on that  payment.  Interest will be charged at a rate equal to
the  greater  of: (i) the yield on a 90-day  Treasury  bill and (ii) the maximum
adjustable  policy  loan  interest  rate  permitted  in the state your policy is
delivered.  See  BORROWING  FROM YOUR POLICY  ACCOUNT -- POLICY LOAN INTEREST in
Part 2 of this prospectus.

Until a death  benefit is paid, or the policy is  surrendered,  a portion of the
lien is allocated to the policy's Cash Surrender Value.  This liened amount will
be transferred to the Guaranteed Interest Account where it will earn interest at
the same rate as unloaned amounts. See THE GUARANTEED INTEREST ACCOUNT in Part 1
of this  prospectus.  This  liened  amount  will  not be  available  for  loans,
transfers or partial  withdrawals.  Any death benefit,  maturity  benefit or Net
Cash Surrender Value payable upon policy surrender will be reduced by the amount
of the lien.

The receipt of a Living  Benefit  payment  may be able to qualify for  exclusion
from income tax. See TAX EFFECTS in Part 2 of this prospectus.  Consult your tax
adviser.  Receipt of a Living  Benefit  payment may also affect a  policyowner's
eligibility for certain government benefits or entitlements.  You should contact
your Equitable agent if you wish to make a claim under the rider.

ADDITIONAL BENEFITS MAY BE AVAILABLE

Your policy may include additional  benefits.  These benefits are subject to our
rules.  More  details will be included in your policy if you choose any of these
benefits. The following additional benefits are currently available:

o ESTATE PROTECTOR RIDER under which an additional benefit is payable during the
  first four policy  years if both  insured  persons die during this  period.  A
  monthly charge will be deducted from the Policy  Account for this rider.  This
  rider may not be cancelled but will  automatically  terminate  four years from
  the policy's  Register  Date or the date the policy  terminates,  whichever is
  earlier.

o OPTION TO SPLIT UPON DIVORCE RIDER permits you to split the Survivorship  2000
  policy into two other individual life insurance policies upon divorce, without
  evidence of  insurability.  A monthly  charge will be deducted from the Policy
  Account for this rider. Certain conditions, as described in the rider, must be
  met before the rider's benefit can be exercised.

o OPTION TO SPLIT UPON  FEDERAL TAX LAW CHANGE  RIDER also  permits you to split
  the  Survivorship  2000  policy  into  two  other  individual  life  insurance
  policies, without evidence of insurability, if certain Federal tax law changes
  occur.  These changes are described in the rider.  There is no charge for this
  rider.

See TAX  EFFECTS  --  RIDERS  in  Part 2 of this  prospectus  for  possible  tax
consequences of splitting a Survivorship 2000 policy.

YOUR POLICY  ACCOUNT  VALUE

The  amount in your  Policy  Account is the sum of the  amounts  you have in the
Guaranteed  Interest Account and in the various Funds.  Your Policy Account also
reflects  various  charges.  See  DEDUCTIONS  AND  CHARGES  in  Part  2 of  this
prospectus.

AMOUNTS IN THE SEPARATE ACCOUNT.  Amounts  allocated,  transferred or added to a
Fund are used to purchase  units of that Fund.  Units are  redeemed  from a Fund
when amounts are  withdrawn,  transferred or deducted for charges or capitalized
loan interest. The number of units purchased or redeemed in a Fund is calculated
by  dividing  the dollar  amount of the  transaction  by the  Fund's  unit value
calculated after the close of business that day. On any given day, the value you
have in a Fund is the unit  value  for  that  Fund  times  the  number  of units
credited to you in that Fund.

                                       15

<PAGE>

   
HOW WE DETERMINE THE UNIT VALUE.  We determine  unit values for the Funds at the
end of each business day. A business day is any day the New York Stock  Exchange
is open for trading.

A transaction date is the day we perform automatic transactions,  such as policy
anniversary  reports  and  monthly  charge  deductions,   or  process  requested
transactions, such as remittances,  disbursements and transfers. If your request
for a policy  transaction  is not  accompanied  by  complete  information  or is
directed to the wrong address,  the transaction date will be the date we receive
such complete  information at our  administrative  office. If your request for a
policy  transaction  reaches our  administrative  office when we are closed,  or
after 4:00 p.m.  Eastern Time, the transaction  date will be the next day we are
open.  The  transaction  date for  automatic  transactions  is the date they are
scheduled to be performed.

The unit value that applies to a transaction  will be the unit value  calculated
at the  close  of  business  on the  transaction  date.  When a  transaction  is
scheduled on a  non-business  day, the unit value applied will be the unit value
calculated  for the next  business  day.  The unit value for any business day is
equal to the unit value for the  preceding  business day  multiplied  by the net
investment factor for that Fund on that business day.

A net  investment  factor is  determined  for each Fund  every  business  day as
follows:  first,  we take the net  asset  value of a share in the  corresponding
Trust portfolio at the close of business that day, as reported by the Trust, and
we add the per share amount of any dividends or capital gains distributions paid
by the Trust on that day. We divide this amount by the per share net asset value
on the preceding  business day. Then, we subtract a daily  mortality and expense
risk charge for each calendar day between  business days (for example,  a Monday
calculation  will include  charges for Saturday,  Sunday and Monday).  The daily
mortality and expense risk charge is guaranteed not to exceed the current annual
rate  of  .90%.  See  CHARGE  AGAINST  THE  SEPARATE  ACCOUNT  in Part 2 of this
prospectus. Finally, we reserve the right to subtract any daily charge for taxes
or amounts set aside as a reserve for taxes. For current  Survivorship 2000 unit
values, call (888) 855-5100.
    

TRANSFERS OF POLICY  ACCOUNT  VALUE.  You may request a transfer of amounts from
any Fund to any other Fund or to the Guaranteed Interest Account.  Special rules
apply to transfers out of the Guaranteed Interest Account.  See TRANSFERS OUT OF
THE GUARANTEED  INTEREST  ACCOUNT in Part 1 of this  prospectus.  You may make a
transfer by telephone or by submitting a signed written  transfer request to our
Administrative Office.  Transfer request forms are available from your Equitable
agent  or from our  Administrative  Office.  Special  rules  apply to  telephone
transfers. See TELEPHONE TRANSFERS in Part 2 of this prospectus.

The minimum  amount  which may be  transferred  on any date will be shown on the
Policy Information Page and is usually $500. This minimum need not come from any
one  Fund or be  transferred  to any  one  Fund  as  long  as the  total  amount
transferred that day, including any amount transferred to or from the Guaranteed
Interest Account,  is at least equal to the minimum.  However,  we will transfer
the entire  amount in any Fund even if it is less than the minimum  specified in
your policy. A lower minimum amount applies to our Automatic  Transfer  Service,
which is described below.

Transfers  take effect on the date we receive your request,  but no earlier than
the first  business day following the Allocation  Date.  When part of a transfer
request cannot be processed,  we will not process any part of the request.  This
could occur,  for  example,  where the request does not comply with our transfer
limitations,  or where the request is for a transfer of an amount  greater  than
currently allocated to that fund. We may delay making a transfer if the New York
Stock  Exchange is closed or the SEC has declared that an emergency  exists.  In
addition, we may delay transfers where permitted under applicable law.

AUTOMATIC  TRANSFER SERVICE.  The Automatic Transfer Service enables you to make
automatic monthly transfers out of the Alliance Money Market Fund into the other
Funds.

To start using this service you must first complete a special election form that
is available from your agent or our Administrative  Office. You must also have a
minimum of $5,000 in the Alliance  Money  Market Fund on the date the  Automatic
Transfer  Service is  scheduled  to begin.  You can elect up to eight  Funds for
monthly  transfers,  but the minimum amount that may be transferred to each Fund
each month is $50.

If you elect the Automatic  Transfer Service with your policy  application,  the
automatic  transfers  will  begin  in the  second  policy  month  following  the
Allocation  Date.  If you  elect  the  Automatic  Transfer  Service  after  your
application  has been  submitted,  automatic  transfers  will  begin on the next
monthly   processing   date  after  we  receive  your   election   form  at  our
Administrative Office. See POLICY PERIODS, ANNIVERSARIES, DATES AND AGES in Part
2 of this prospectus.

The Automatic  Transfer  Service will remain in effect until the earliest of the
following  events:  (1) the amount in the Money Market Fund is  insufficient  to
cover the automatic transfer amount; (2) the policy is in a grace period; (3) we
receive at our  Administrative  Office your  written  instruction  to cancel the
Automatic  Transfer  Service;  or (4) we  receive  notice of the sole  surviving
insured's death under the policy.

Using the  Automatic  Transfer  Service  does not  guarantee a profit or protect
against loss in a declining market.

   
TELEPHONE  TRANSFERS.  You may make  transfers by telephone in two ways. You may
use our  telephone  transfer  service.  In order to use the  telephone  transfer
service, each policyowner must first complete and return an authorization form.
Authorization forms can be

                                       16

<PAGE>

obtained from your Equitable agent or our  Administrative  Office. The completed
signed form MUST be returned to our  Administrative  Office before  requesting a
telephone  transfer.  If you are the insured and owner of a policy, you may also
call our toll-free Life  Insurance  Information  Line,  (888)  855-5100,  from a
touch-tone phone.
    

Telephone  transfers  may be  requested  on each  day we are  open  to  transact
business.  The transfer  will be processed  based on the Fund's unit value as of
the close of business on the day you call. We do not accept  telephone  transfer
requests after 4:00 p.m.  Eastern Time. Only one telephone  transfer  request is
permitted  per day and it may not be  revoked  at any time.  Telephone  transfer
requests are automatically recorded and are invalid if incomplete information is
given, portions of the request are inaudible,  no authorization form is on file,
or the request does not comply with the transfer limitations described above.

We have established  reasonable procedures designed to confirm that instructions
communicated by telephone are genuine. Such procedures include requiring certain
personal  identification  information prior to acting on telephone  instructions
and providing written confirmation of instructions communicated by telephone. If
we do not employ reasonable procedures to confirm that instructions communicated
by telephone are genuine, we may be liable for any losses arising out of any act
or any failure to act resulting from our own negligence,  lack of good faith, or
willful  misconduct.  In light  of the  procedures  established,  we will not be
liable for following  telephone  instructions  that we reasonably  believe to be
genuine.

During times of extreme  market  activity it may be  impossible to contact us to
make a telephone transfer.  If this occurs, you should submit a written transfer
request to our  Administrative  Office.  Our rules on  telephone  transfers  are
subject to change and we reserve the right to discontinue telephone transfers in
the future.

CHARGE FOR  TRANSFERS.  We have  reserved  the right under your policy to make a
charge of up to $25 for transfers of Policy Account  value.  You will be able to
make 12 free  transfers in any policy year,  but we will charge $25 per transfer
after the twelfth transfer. All transfers made on one transfer request form will
count as one  transfer,  and all transfers  made in one  telephone  request will
count as one transfer.  Transfers made through the Automatic Transfer Service or
on the  Allocation  Date will not count  toward the twelve  free  transfers.  No
charge will ever apply to the  transfer of all of your  amounts in the  Separate
Account to the Guaranteed Interest Account.

BORROWING FROM YOUR POLICY ACCOUNT

You may borrow up to 90% of your policy's Cash  Surrender  Value using only your
policy  as  security  for the loan.  Any new loan  must be at least the  minimum
amount shown on the Policy  Information  Page,  usually  $500. If you request an
additional loan, the additional  amount requested will be added to the amount of
any outstanding  loan and accrued loan interest.  Any amount that secures a loan
remains part of your Policy Account but is assigned to the  Guaranteed  Interest
Account. This loaned amount earns an interest rate expected to be different from
the  interest  rate for  unloaned  amounts.  Amounts  securing a Living  Benefit
payment are not available for policy loans.

HOW TO  REQUEST  A LOAN.  You may  request a loan by  sending  a signed  written
request  to our  Administrative  Office.  You  should  tell  us how  much of the
requested  loan you want  taken  from your  unloaned  amount  in the  Guaranteed
Interest  Account and how much you want taken from your amounts in the Funds. If
you request a loan from a Fund,  we will redeem units  sufficient  to cover that
part of the loan and transfer the amount to the loaned portion of the Guaranteed
Interest  Account.  The  amounts  you have in each Fund or the  Account  will be
determined  as  of  the  day  your  request  for  a  loan  is  received  at  our
Administrative Office.

If you do not indicate  how you wish to allocate the loan,  it will be allocated
according to the  deduction  allocation  percentages  applicable  to your Policy
Account. See FLEXIBLE PREMIUMS in Part 2 of this prospectus.  If the loan cannot
be  allocated  based on these  percentages,  it will be  allocated  based on the
proportions  that your unloaned  amounts in the Guaranteed  Interest Account and
your value in each Fund bear to the unloaned value of your Policy Account.

POLICY LOAN  INTEREST.  Interest on a policy loan accrues daily at an adjustable
interest  rate. We determine the rate at the beginning of each policy year.  The
same rate applies to any outstanding  policy loan and any additional amounts you
borrow during the year.  You will be notified of the current rate when you apply
for a loan.  The maximum  rate is the greater of 5%, or the  "Published  Monthly
Average" for the month that ends two months before the interest rate is set. The
"Published  Monthly  Average" is the Monthly Average  Corporates  yield shown in
Moody's Corporate Bond Yield Averages  published by Moody's  Investors  Service,
Inc. If this average is no longer  published,  we will use any  successor or the
average established by the insurance supervisory official of the jurisdiction in
which the policy is  delivered.  We will not charge more than the  maximum  rate
permitted by applicable law. We may also set a rate lower than the maximum.

Any  change in the rate from one year to the next  will be at least  1/2%.  Your
maximum loan interest rate will only change, therefore, if the Published Monthly
Average differs from the previous  interest rate by at least 1/2 of 1%. You will
be notified in advance of any increase in the interest rate on any loan you have
outstanding.

When you  borrow  on your  policy,  the  amount of your loan is set aside in the
Guaranteed  Interest  Account where it earns a declared rate for loaned amounts.
Loaned  amounts will earn interest at a lower rate than the rate you are charged
for policy loan interest.  Currently, the rate we credit on loaned amounts is 1%
less  than the  rate we  charge  for  policy  loan  interest.  Beginning  in the
twenty-first  policy year, the rate we currently credit on loaned amounts is 1/2
of  1%  less  than  the  rate  we  charge  for  policy  loan  interest.  Because
Survivorship 2000

                                       17

<PAGE>

was offered for the first time in 1992,  no  reduction in the loan spread in the
twenty-first  policy year has yet been  attained.  These loan  spreads are those
currently in effect and are not guaranteed.  However,  the interest  credited on
loaned amounts will never be less than 4%.

Interest accrues daily on any loaned amount in the Guaranteed  Interest Account.
On each policy  anniversary and anytime you repay a policy loan in full, accrued
interest on the loaned amount is allocated to the Separate  Account Funds and to
the unloaned portion of the Guaranteed  Interest Account in accordance with your
premium allocation percentages.

WHEN INTEREST IS DUE. Interest is due on each policy anniversary.  If you do not
pay the interest when it is due, it will be added to your  outstanding  loan and
allocated based on the deduction allocation  percentages for your Policy Account
which  are then in  effect.  This  means an  additional  loan is made to pay the
interest  and amounts are  transferred  from the Funds to make the loan.  If the
interest  cannot be allocated  on this basis,  it will be allocated as described
above for allocating your loan.

REPAYING THE LOAN.  You may repay all or part of a policy loan at any time while
your policy is in force.  While you have a policy loan and your policy is not in
grace,  we assume that any money you send us is meant to repay the loan.  If you
wish to have  any of  these  payments  applied  as  premium  payments,  you must
specifically  so  indicate  in  writing at the time you make your  payment.  Any
amount not needed to repay a loan and accrued loan interest will be applied as a
premium  payment.  We will first  allocate  loan  repayments  to our  Guaranteed
Interest  Account  until the  amount of any loan  originally  allocated  to that
Account has been repaid.  After you have repaid this amount,  you may choose how
you want us to allocate the balance of any additional repayments.  If you do not
provide specific instructions, repayments will be allocated on the basis of your
premium allocation percentages.

THE EFFECTS OF A POLICY LOAN.  A loan will have a permanent  effect on the value
of your Policy Account and,  therefore,  on the benefits under your policy, even
if the loan is repaid. The loaned amount in the Guaranteed Interest Account will
not be available for  investment in the Funds or in the unloaned  portion of the
Guaranteed  Interest  Account.  Whether  you earn more or less  with the  loaned
amount set aside depends on the investment experience of the Funds and the rates
declared for the unloaned portion of the Guaranteed Interest Account. The amount
of any policy loan and accrued loan  interest will reduce the proceeds paid from
your policy upon the death of the last  surviving  insured  person,  maturity or
policy surrender.  In addition,  a loan will reduce the amount available for you
to  withdraw  from your  policy.  A loan may also affect the length of time that
your insurance remains in force because the amount set aside to secure your loan
cannot be used to cover the monthly  deductions.  See YOUR POLICY CAN  TERMINATE
and TAX  EFFECTS  in Part 2 of this  prospectus  for the tax  consequences  of a
policy loan.

PARTIAL WITHDRAWALS AND SURRENDER

PARTIAL WITHDRAWALS. At any time after the first policy year while either of the
insured persons is living, you may request a partial withdrawal of your Net Cash
Surrender  Value by  sending  a signed  written  request  to our  Administrative
Office.  When you make a partial  withdrawal,  an expense charge of $25 or 2% of
the amount  withdrawn,  whichever  is less,  will be  deducted  from your Policy
Account.  Any  such  withdrawal  is  subject  to our  approval  and  to  certain
conditions.  Amounts  securing a Living  Benefit  payment are not  available for
partial withdrawals.  In addition, we reserve the right to decline a request for
a partial withdrawal. Under our current rules, a withdrawal must:

o be at least $500,

o not cause the Face  Amount to fall below the  minimum for which we would issue
  the policy at the time, and

o not cause the policy to fail to qualify as life insurance under applicable tax
  law.

ALLOCATION OF PARTIAL  WITHDRAWALS AND CHARGES.  You may specify how much of the
withdrawal  you want taken from  amounts you have in each Fund and the  unloaned
portion of the Guaranteed Interest Account. The related expense charge will also
be deducted from the amount withdrawn.  If you do not specifically  indicate, we
will make the withdrawal  and deduct the related  expense charge on the basis of
your  deduction  allocation  percentages.  If we cannot make the  withdrawal and
deduct  the  expense  charge in the  manner  described  above,  we will make the
withdrawal and deduction based on the proportions  that your unloaned amounts in
the Guaranteed  Interest  Account and the Funds bear to the total unloaned value
of your Policy Account.

THE EFFECTS OF A PARTIAL WITHDRAWAL. A partial withdrawal reduces the amount you
have  in  your  Policy  Account  and  your  Net  Cash   Surrender   Value  on  a
dollar-for-dollar  basis.  Normally,  it also  reduces  the death  benefit  on a
dollar-for-dollar  basis,  but does not affect the net amount at risk,  which is
the  difference  between the current death benefit and the amount in your Policy
Account.  If you selected death benefit Option A, the Face Amount of your policy
will  generally  be reduced so that there will be no change in the net amount at
risk. However,  under either option, if the death benefit is based on the Policy
Account percentage multiple, the reduction in death benefit would be greater and
the net amount at risk would be  reduced.  See DEATH  BENEFITS in Part 2 of this
prospectus.  The partial withdrawal and these reductions will be effective as of
the date your withdrawal request is received at our  Administrative  Office. See
TAX EFFECTS in Part 2 of this prospectus for the tax consequences of a reduction
in benefits or a partial withdrawal.

SURRENDER FOR NET CASH  SURRENDER  VALUE.  You may surrender your policy for its
Net Cash  Surrender  Value  (Policy  Account  minus  any loan and  accrued  loan
interest)  at any time while either of the insured  persons are living.  We will
deduct from the Net Cash  Surrender  Value any amount  securing a Living Benefit
payment.  You may  surrender  the  policy by sending a written  request  and the
policy to our

                                       18

<PAGE>

Administrative  Office.  We will compute the Net Cash Surrender  Value as of the
date we receive your request and the policy at our  Administrative  Office.  All
insurance  coverage  under your policy will end on that date. See TAX EFFECTS in
Part 2 of this prospectus for the tax consequences of a policy surrender.

DEDUCTIONS AND CHARGES

DEDUCTIONS  FROM YOUR PREMIUMS.  Charges for certain taxes are deducted from all
premiums.  In  addition,  a Premium  Sales  Charge  will be  deducted  from your
premiums as  specified  below.  The balance of each premium (the net premium) is
placed in your Policy Account.

   
Charge For Taxes. We deduct a charge  designed to approximate  certain taxes and
additional  charges  imposed  upon us by states  and other  jurisdictions.  Such
charges currently range from .70% to 5% (Virgin Islands).
    

This charge may be  increased  or decreased to reflect any changes in our taxes.
In addition,  if an insured  person  changes his or her place of residence,  you
should  notify us to change our records so that the charge will  reflect the new
jurisdiction.  Any change will take effect on the next  policy  anniversary,  if
received at least 60 days prior to the policy anniversary.

   
Premium Sales Charge. This charge is intended to compensate us in part for sales
and promotional  expenses in connection with selling  Survivorship 2000, such as
commissions,   advertising,  and  the  cost  of  preparing  and  printing  sales
literature and prospectuses.
    

The Premium  Sales  Charge in the first  policy year is equal to 30% of premiums
paid up to one  "target  premium,"  plus 3% of  premiums  paid in  excess of the
target premium in that year. The target premium is actuarially  determined based
upon the age,  sex and smoker  status of each of the  insured  persons.  If your
policy has a guaranteed minimum death benefit provision, a target premium equals
one guaranteed  minimum death benefit premium at issue,  excluding  premiums for
riders and substandard  ratings. The target premium is established at issue, and
will be reduced if you  request a Face  Amount  decrease or if there is a change
from smoker to  non-smoker  status of an insured  person.  See COST OF INSURANCE
CHARGE below.

If you paid at least one target  premium in the first policy  year,  the Premium
Sales  Charge in each  subsequent  year is equal to 7.5% (6% for joint  insureds
whose  combined  issue ages equal 134 or more) of premiums paid up to one target
premium, plus 3% of premiums paid in excess of the target premium in each year.

If you paid less than one target  premium in the first policy year,  the Premium
Sales Charge in the second,  third and fourth  policy years is equal to 7.5% (6%
for joint insureds whose combined issue ages equal 134 or more) of premiums paid
up to the lesser of one target premium or the highest amount of premiums paid in
any  prior  year,  plus 30% on  premiums  paid in excess  of this  amount  until
premiums paid in that year equal the target premium, plus 3% of premiums paid in
excess of the target  premium in that year.  The Premium  Sales Charge in policy
years five and later is 7.5% (6% for joint  insureds  whose  combined issue ages
equal  134 or  more)  of  premiums  paid up to one  target  premium,  plus 3% of
premiums paid in excess of the target premium in each year.

Equitable  currently  intends to stop  deducting the Premium Sales Charge at the
end of the twentieth policy year. However,  this is our current intention and is
not guaranteed.

Paying less than one target  premium in each of the first four  policy  years or
paying  more than one target  premium in any policy  year  (including  the first
year) could reduce the policyowner's  total Premium Sales Charge. For an example
of the  latter,  assume  that  the  target  premium  is  $10,000  and  that  the
policyowner  would like to pay ten target  premiums in a way that does not cause
the policy to become a modified  endowment  contract.  If the  policyowner  paid
$20,000 (i.e., two times the amount of the target premium) in every other policy
year up to the ninth  policy  year,  the total  Premium  Sales  Charge  would be
$7,500.  If,  however,  the  policyowner  paid  $10,000 in each of the first ten
policy years, the total Premium Sales Charge would be $9,750.

Attempting to structure the timing and amount of premium  payments to reduce the
potential  Premium Sales Charge is not recommended as it could increase the risk
that your policy will  terminate  without value.  Remember,  a target premium is
generally  the  equivalent  of  a  guaranteed  minimum  death  benefit  premium.
Therefore,  delaying  the  payment  of  target  premiums  to later  years  could
adversely  effect the  availability  of the  guaranteed  minimum  death  benefit
provision if, as a result of the delay,  actual premium  payments were less than
the accumulation of guaranteed  minimum death benefit premiums.  If the policy's
guaranteed  minimum  death  benefit  provision is not in effect and the Net Cash
Surrender Value is insufficient to pay monthly deductions, the policy will lapse
unless a required premium payment is made. See YOUR POLICY CAN TERMINATE in Part
2 of this prospectus. In addition, any acceleration of premium payments to early
years should take into account the modified  endowment  seven-pay premium limit.
If at any time the  aggregate  premiums  paid  exceed  the  policy's  cumulative
seven-pay limit, the policy will become a modified endowment and the policyowner
may incur adverse tax consequences when  distributions are made. See TAX EFFECTS
in Part 2 of this prospectus.

DEDUCTIONS FROM YOUR POLICY ACCOUNT.  At the beginning of each policy month, the
following charges are deducted from your Policy Account:

Monthly Administrative Charges. $0.07 per $1,000 of Face Amount during the first
policy year, plus a $6 per month charge in each policy year to compensate us for
administrative  activities  in  connection  with  issuing and  maintaining  your
policy, such as billing, policy

                                       19

<PAGE>

transactions and policyowner communications. We may increase this latter charge,
but we  guarantee  that it will never  exceed $8 per month.  All  administrative
charges  are  designed to  reimburse  us for  expenses,  and we do not expect to
profit from them.

Cost Of  Insurance  Charge.  The  cost of  insurance  charge  is  calculated  by
multiplying  the net amount at risk at the  beginning of the policy month by the
monthly cost of insurance rate  applicable to the insured  persons at that time.
The net amount at risk is the  difference  between the current death benefit and
the amount in your Policy Account. We may earn a profit from this charge.

Your cost of insurance  charge will vary from month to month with changes in the
net amount at risk.  For example,  if the current death benefit for the month is
increased  because the death  benefit is based on a  percentage  multiple of the
Policy  Account,  then the net  amount  at risk  for the  month  will  increase.
Assuming the percentage multiple is not in effect, increases or decreases to the
Policy  Account will result in a  corresponding  decrease or increase to the net
amount at risk under Option A policies,  but no change to the net amount at risk
under Option B policies. Increases or decreases to the Policy Account can result
from making premium payments, investment experience or the deduction of charges.

The monthly cost of insurance  rate  applicable  to your policy will be based on
our  current  monthly  cost of  insurance  rates.  The current  monthly  cost of
insurance  rates may be changed from time to time.  However,  the current  rates
will never be more than the  guaranteed  maximum rates set forth in your policy.
The guaranteed rates are based on the Commissioner's 1980 Standard Ordinary Male
and Female,  Smoker and Non-Smoker Mortality Tables. The current monthly cost of
insurance  rates  are  determined  based  on the  sex,  age,  rating  class  and
smoker/non-smoker  status of each of the insured  persons  and the policy  year.
Lower  cost of  insurance  rates  apply  for  insured  persons  who  qualify  as
non-smokers.  To qualify,  an insured person must meet  additional  requirements
that relate to smoking habits.

There will be no  distinctions  based on sex in the cost of insurance  rates for
Survivorship 2000 policies sold in Montana and in other states for other special
circumstances. In these cases the references to sex in this prospectus should be
disregarded.  Cost of insurance rates  applicable to a policy issued with unisex
rates  would  not be  greater  than  the  comparable  male  rates  set  forth or
illustrated in this prospectus.  Similarly,  illustrated policy values in Part 4
would be no less favorable for comparable policies issued with unisex rates. The
guaranteed  cost of  insurance  rates  for  Survivorship  2000 are  based on the
Commissioner's  1980  Standard  Ordinary SD Smoker and ND  Non-Smoker  Mortality
Table.  Congress and the  legislatures  of various states have from time to time
considered  legislation  that would require  insurance  rates to be the same for
males and females of the same age and rating class.

Charges For Additional  Benefits.  The charges for any  additional  benefits you
choose will be deducted  monthly.  The amount and duration of these  charges are
shown on the Policy Information Page.

Guaranteed  Minimum Death Benefit Charge.  One cent per $1,000 of Face Amount of
insurance  is  deducted  monthly  to  compensate  us for the risk we  assume  by
guaranteeing a death benefit,  no matter how unfavorable  investment  experience
may be, as long as the  accumulated  premiums  you've  paid,  less  withdrawals,
exceed a guaranteed  minimum death benefit premium fund and any policy loan does
not exceed the Cash Surrender Value. This charge will be deducted only for those
policies that contain a guaranteed minimum death benefit provision regardless of
whether the guaranteed  minimum death benefit premiums are paid. See YOUR POLICY
CAN TERMINATE in Part 2 of this prospectus. This charge will be assessed as long
as your policy remains in force.

Any changes in the cost of insurance  rates,  charges for  additional  benefits,
Premium  Sales  Charge,  mortality  and expense  risk  charge or  administrative
charges  will be by class of  insured  persons  and will be based on  changes in
future expectations about such factors as investment  earnings,  mortality,  the
length of time policies will remain in effect, expenses and taxes.

In addition to the monthly  deductions from your Policy Account described above,
we may charge fees for certain policy transactions.  See PARTIAL WITHDRAWALS AND
SURRENDER, LIVING BENEFIT OPTION and TRANSFERS OF POLICY ACCOUNT VALUE in Part 2
of this prospectus for a description of policy  transaction  fees.  Also, if you
request more than one  illustration  in a policy year,  we may charge a fee. See
INDIVIDUAL ILLUSTRATIONS in Part 4 of this prospectus.

HOW POLICY ACCOUNT CHARGES ARE ALLOCATED. Generally, deductions from your Policy
Account for monthly charges are made from the Funds and the unloaned  portion of
our  Guaranteed  Interest  Account in accordance  with the deduction  allocation
percentages  specified in your application  unless you instruct us in writing to
do otherwise. See FLEXIBLE PREMIUMS in Part 2 of this prospectus. If a deduction
cannot be made in accordance  with these  percentages,  it will be made based on
the proportions  that your unloaned  amounts in the Guaranteed  Interest Account
and your  amounts in the Funds bear to the total  unloaned  value of your Policy
Account.

CHARGE AGAINST THE SEPARATE ACCOUNT. This charge is reflected in the unit values
for the Funds of the Separate  Account.  See HOW WE DETERMINE  THE UNIT VALUE in
Part 2 of this prospectus.

o A daily  charge for assuming  MORTALITY  AND EXPENSE  RISKS will be made.  The
  annual rate is .90%. We are committed to fulfilling our obligations  under the
  policy and providing service to you over the lifetime of your policy.  Despite
  the uncertainty of future events, we guarantee that monthly administrative and
  cost of insurance  deductions  from your Policy  Account will never be greater
  than the maximum amounts shown in your policy.  In making this  guarantee,  we
  assume the mortality risk that insured  persons will live for shorter  periods
  than we estimated. When this happens, we have to pay a greater amount of death
  benefit than we expected to pay in

                                       20

<PAGE>

  relation  to the cost of  insurance  charges we  received.  We also assume the
  expense  risk that the cost of  issuing  and  administering  policies  will be
  greater than we  expected.  We make a charge for these  mortality  and expense
  risks at an  effective  annual rate  applied to the value of the assets in the
  Separate  Account  attributable to Survivorship  2000. If the amount collected
  from this  charge  exceeds  losses from the risks  assumed,  it will be to our
  profit.

o We reserve the right to make a charge in the future for taxes or reserves  set
  aside for taxes, which will reduce the investment experience of the Funds. See
  TAX EFFECTS in Part 2 of this prospectus.

   
CHARGES OF THE TRUSTS. The Funds purchase Class IA shares of the HRT or Class IB
shares of the  EQAT,  respectively,  at net asset  value.  That  price  reflects
investment  management fees, indirect expenses,  such as brokerage  commissions,
12b-1 distribution fee charges (for Class IB shares) and certain other operating
expenses. The Trusts do not impose a sales charge. See DEDUCTIONS AND CHARGES in
the Summary and HRT'S INVESTMENT  ADVISER,  EQAT'S MANAGER and EQAT'S INVESTMENT
ADVISERS in Part 1 of this prospectus.

PURPOSE OF POLICY CHARGES. The charges under the policies are designed to cover,
in the aggregate,  our direct and indirect costs of selling,  administering  and
providing benefits under the policies. They are also designed, in the aggregate,
to compensate us for the risks of loss we assume pursuant to the policies.

If, as expected,  the charges that we collect from the policies exceed our total
costs in connection with the policies, we will earn a profit. Otherwise, we will
incur a loss.  The current and maximum rates of certain of our charges have been
set with  reference to estimates of the amount of specific  types of expenses or
risks  that we will  incur.  In most  cases,  this  prospectus  identifies  such
expenses or risks in the name of the charge;  e.g.,  the monthly  administrative
charge,  cost of  insurance  charge,  and  mortality  and expense  risk  charge.
However, the fact that any charge bears the name of a particular expense or risk
does not mean that the amount we  collect  from that  charge  will never be more
than the amount of such expense or risk, or that we may not also be  compensated
for such expense or risk out of any other  charges we are permitted to deduct by
the terms of the policies.
    

ADDITIONAL INFORMATION ABOUT SURVIVORSHIP 2000

YOUR POLICY CAN TERMINATE.  Your insurance coverage will continue as long as the
Net Cash Surrender Value of the policy is enough to pay the monthly  deductions.
If the Net Cash Surrender  Value at the beginning of a policy month is less than
such  deductions  for that month,  your policy will go into  default  unless the
operation of the guaranteed  minimum death benefit provision results in a waiver
of the monthly deductions. The guaranteed minimum death benefit provision is not
available in some jurisdictions, including New York and New Jersey.

Under the guaranteed minimum death benefit provision,  we compare the guaranteed
minimum  death  benefit  premium  fund with the actual  premium fund in order to
determine whether your coverage remains in effect. If the actual premium fund is
equal to or greater than the guaranteed  minimum death benefit  premium fund and
any policy  loan  outstanding  does not exceed the Cash  Surrender  Value,  then
monthly  deductions in excess of the Net Cash Surrender Value will be waived for
that policy  month and the policy will not go into  default.  If there is a loan
outstanding  that  exceeds  the Cash  Surrender  Value,  the  policy  will be in
default.  The policy will also be in default if the actual  premium fund is less
than the guaranteed minimum death benefit premium fund.

The  guaranteed  minimum death benefit  premium fund for any policy month is the
accumulation  of all the "specified  premiums"  shown on the Policy  Information
Page up to that month,  at 4% interest.  The actual  premium fund for any policy
month is the accumulation of all the premiums  actually paid under the policy at
4% interest, less all withdrawals accumulated at 4% interest.

If your policy goes into  default,  we will notify you, and any assignees on our
records,  in writing,  that a 61-day  grace  period has begun and  indicate  the
payment  that is  needed  to avoid  policy  termination  at the end of the grace
period. The required payment will approximate an amount which would increase the
Net Cash  Surrender  Value to cover total  monthly  deductions  for three months
(without  regard to any  investment  performance  in the  Policy  Account).  The
required payment and any residual Policy Account value will be used to cover the
overdue deductions.  However, if your Policy Account has unfavorable  investment
experience,  the  required  payment may not be  sufficient  to cover the overdue
deductions on the date we receive the payment.  In this case, a new 61-day grace
period  will  begin.  While a policy is in a grace  period you may not  transfer
Policy Account  value,  decrease the Face Amount,  make a partial  withdrawal or
change the death benefit option.

If we do not receive  payment  within the 61 days,  your  policy will  terminate
without value. We will withdraw any amount left in your Policy Account and apply
this amount to the  overdue  deductions  and any unpaid  loan and  accrued  loan
interest. We will inform you, and any assignees,  at last known addresses,  that
your  policy  has  ended  without  value.  See  TAX  EFFECTS  in  Part 2 of this
prospectus for the potential tax consequences of a policy termination.

YOU MAY  RESTORE  A  POLICY  AFTER  IT  TERMINATES.  Subject  to  certain  state
variations,  you may restore a policy  within six months after it  terminates if
the insured persons who were living on the date the policy  terminates are still
alive,  you provide  evidence of  insurability  on those insured persons that is
satisfactory  to us, and you make the premium payment that we require to restore
the policy.  The required premium will not be more than an amount  sufficient to
cover (i) total monthly  deductions for 3 months,  calculated from the effective
date of restoration;  (ii) the monthly  administrative  charges from the date of
default to the effective date of restoration; and (iii) the charge for 

                                       21

<PAGE>

taxes  and the  Premium  Sales  Charge  associated  with this  payment.  We will
determine  the amount of this  required  premium as if no interest or investment
performance were credited to, or charged against, your Policy Account.

The policy  will be  restored  as of the  beginning  of the policy  month  which
coincides  with or follows the date we approve your  application.  Your restored
policy will not have any loan balance even if there was a loan outstanding under
the terminated policy.

From the required payment we will deduct the charge for applicable taxes and the
Premium Sales Charge.  On the effective date of restoration,  the Policy Account
will be equal to the  balance  of the  required  payment.  We will start to make
monthly  deductions as of the effective date of  restoration.  On that date, the
monthly  administrative  charges  from the  beginning of the grace period to the
effective date of restoration will be deducted from the Policy Account.  See TAX
EFFECTS in Part 2 of this  prospectus  for the  potential  tax  consequences  of
restoring  a  terminated  policy.  Some  states  may vary the  time  period  and
conditions of policy restoration.

POLICY  PERIODS,  ANNIVERSARIES,  DATES AND AGES.  When the  applications  for a
Survivorship 2000 policy are completed and submitted to us, we decide whether or
not to issue the policy.  This decision is made based on the  information in the
applications and our standards for issuing  insurance and classifying  risks. If
we decide  not to issue a policy,  we will  either  refund any  premium  paid or
reinstate a prior policy.

The Issue Date, shown on the Policy Information Page, is the date your policy is
actually issued,  but if we have advanced the Register Date, the Issue Date will
be the same as the Register Date. Generally, contestability is measured from the
Issue Date, as is the suicide exclusion.

   
The Register Date, also shown on the Policy Information Page, is used to measure
policy  years,  months and  anniversaries  (annual  and  monthly).  Charges  and
deductions under the policy are first made as of the Register Date, even when we
have  permitted an early  Register Date as set forth below.  For  information on
such charges and  deductions,  see DEDUCTIONS FROM YOUR POLICY ACCOUNT in Part 2
of this  prospectus.  As to when coverage under the policy begins,  see FLEXIBLE
PREMIUMS in Part 2 of this prospectus.
    

Generally,  we  determine  the  Register  Date based  upon when we receive  your
minimum initial premium. In most cases:

o If you submit at least the minimum  initial premium to your Equitable agent at
  the time you sign the  application,  and we issue the policy as it was applied
  for,  then the  Register  Date will be the later of (a) the date part I of the
  policy  application  was  signed  or,  (b)  the  date  part  II of the  policy
  application was signed by a medical professional.

o If we do not receive a payment  equal to or greater  than the minimum  initial
  premium at our  Administrative  Office before the Issue Date or, if the policy
  is not issued as applied for, the Register  Date will be the same as the Issue
  Date.

   
An early Register Date may be permitted for employer-sponsored cases in order to
accommodate a common Register Date for all employees. An early Register Date may
also be  permitted  to  provide  a  younger  age at  issue.  We may also  permit
policyowners to delay a Register Date (up to three months) in employer-sponsored
cases.  Additionally,  policies that would otherwise  receive a Register Date of
the 29th,  30th or 31st of any month will receive a Register Date of the 28th of
that month.
    

The  investment  start date is the date that your initial net premium  begins to
vary with the  investment  performance  of the Funds or accrue  interest  in the
Guaranteed  Interest Account.  Generally,  the investment start date will be the
same as the  Register  Date if the  minimum  initial  premium is received at our
Administrative Office before the Register Date. Otherwise,  the investment start
date  will be the date the full  minimum  initial  premium  is  received  at our
Administrative  Office.  Thus, to the extent that your first premium is received
before the  Register  Date,  there  will be a period  during  which the  initial
premium will not be experiencing  investment  performance.  The investment start
date for policies  with early  Register  Dates will also be the date the minimum
initial premium is received at our Administrative  Office.  Remember, the amount
of your  first net  premium  to be  allocated  to the Funds  will  initially  be
allocated to the Money Market Fund of the Separate  Account until the Allocation
Date. See FLEXIBLE PREMIUMS in Part 2 of this prospectus. Any subsequent premium
payment  received  after the  investment  start  date will  begin to  experience
investment  performance  as  of  the  date  such  payment  is  received  at  our
Administrative Office.

Generally, when we refer to the age of an insured person, we mean his or her age
on the birthday nearest to the beginning of the particular policy year.

TAX EFFECTS

   
This discussion is based on our  understanding of the current Federal income tax
laws as  currently  interpreted  on  Survivorship  2000  policies  owned by U.S.
resident individuals. The tax effects on corporations,  other business entities,
other  non-natural  persons  such as  trusts,  non-U.S.  residents  or  non-U.S.
citizens may be different.  This  discussion is general in nature and should not
be  considered  tax  advice,  for which you  should  consult  your  legal or tax
adviser.

POLICY PROCEEDS.  A Survivorship 2000 policy will be treated as "life insurance"
for Federal income tax purposes if it meets the definitional  requirement of the
Internal  Revenue  Code  of  1986,  as  amended  (the  Code)  and as long as the
portfolios of the Trust satisfy the diversification requirements under the Code.
We believe that Survivorship 2000 will meet these requirements, and that:

                                       22

<PAGE>

o the death benefit  received by the beneficiary  under your  Survivorship  2000
  policy will not be subject to Federal income tax; and

o as long as your policy remains in force, increases in the Policy Account value
  as a result of  interest  or  investment  experience  will not be  subject  to
  Federal income tax unless and until there is a distribution  from your policy,
  such as a surrender, loan or a partial withdrawal.

Special tax rules may apply,  however,  if you  transfer  your  ownership of the
policy. Certain transfers for value may subject the transferor to income tax and
result in the transferee becoming subject to income tax on death proceeds to the
extent such proceeds exceed the transferee's investment in the policy. A gift or
bequest  of a policy  subject  to a loan may be  viewed as a part sale part gift
transaction  and can also  trigger  income tax  consequences.  Consult  your tax
adviser before any transfer of your policy.

The Federal  income tax  consequences  of a  distribution  from your policy will
depend among other things on whether your policy is determined to be a "modified
endowment."  The  character of any income  recognized  under your policy will be
ordinary income as opposed to capital gain.
    

A  MODIFIED  ENDOWMENT  IS a  life  insurance  policy  which  fails  to  meet  a
"seven-pay"  test.  In  general,  a policy will fail the  seven-pay  test if the
cumulative amount of premiums paid under the policy at any time during the first
seven policy years exceeds a calculated premium level. The calculated  seven-pay
premium  level is based on a  hypothetical  policy  issued  on the same  insured
persons and for the same initial death benefit which, under specified conditions
(which  include  the absence of expense and  administrative  charges),  would be
fully paid for after seven level annual payments. Your policy will be treated as
a modified  endowment unless the cumulative  premiums paid under your policy, at
all times  during the first seven  policy  years,  are less than or equal to the
cumulative  seven-pay premiums which would have been paid under the hypothetical
policy on or before such times.

Whenever  there is a "material  change"  under a policy,  it will  generally  be
treated as a new contract for  purposes of  determining  whether the policy is a
modified endowment,  and subjected to a new seven-pay period and a new seven-pay
limit. The new seven-pay limit would be determined taking into account,  under a
downward adjustment formula,  the Policy Account value of the policy at the time
of such change.  A  materially  changed  policy  would be  considered a modified
endowment if it failed to satisfy the new  seven-pay  limit.  A material  change
could occur as a result of a change in death  benefit  option,  the selection of
additional  benefits,  the restoration of a terminated  policy and certain other
changes.

If the  benefits  under your policy are reduced for  example,  by  requesting  a
decrease  in Face  Amount,  or in some  cases  by  making  partial  withdrawals,
terminating  additional  benefits  under a rider,  changing  the  death  benefit
option, or as a result of policy termination,  the calculated  seven-pay premium
level will be  redetermined  based on the reduced  level of benefits and applied
retroactively  for purposes of the seven-pay  test.  If the premiums  previously
paid are greater than the recalculated seven-pay premium level limit, the policy
will become a modified  endowment.  Generally,  a life insurance policy which is
received in exchange  for a modified  endowment  or a modified  endowment  which
terminates and is restored, will also be considered a modified endowment.

   
Whether  or not your  policy  is a  modified  endowment, changes  made to a life
insurance policy,  for example,  a decrease in benefits or the termination of or
restoration  of a  terminated  policy,  may have other  effects on your  policy,
including  impacting  the maximum  amount of premiums that can be paid under the
policy,  as well as the  maximum  amount of  Policy  Account  value  that may be
maintained under the policy.  In some cases, this may cause us to take action in
order to assure your policy  continues to qualify as life  insurance,  including
distribution of amounts that may be includable as income.  Such changes can also
affect the tax  treatment  of prior  distributions  made during the same taxable
year or in anticipation of a reduction in benefits  (generally  within two years
before a reduction in benefits). See POLICY CHANGES on the next page.

IF YOUR  SURVIVORSHIP  2000  POLICY IS NOT A MODIFIED  ENDOWMENT,  as long as it
remains in force, a loan under your policy will be treated as  indebtedness  and
no part of the loan will be subject to current  Federal income tax.  Interest on
the loan will  generally not be tax  deductible.  After the first fifteen policy
years,  the proceeds from a partial  withdrawal will generally not be subject to
Federal  income tax except to the extent such  proceeds  exceed your  "Basis" in
your  policy.  Your Basis in your policy  generally  will equal the premiums you
have  paid  less  any  amounts  previously  recovered  through  tax-free  policy
distributions.  During the first  fifteen  policy  years,  the  proceeds  from a
partial  withdrawal  could be subject to Federal  income tax to the extent  your
Policy Account value exceeds your Basis in your policy.  The portion  subject to
tax will depend upon a complex formula  depending in part upon the ratio of your
death benefit to the Policy Account value (or, in some cases, the premiums paid)
under  your  policy  and the  ages of the  insured  persons  at the  time of the
withdrawal.  For example, a partial withdrawal from a heavily funded policy or a
withdrawal  from a policy  where the  benefits  have been or within the next two
years  will  be  substantially  reduced  can  cause  all  or a  portion  of  the
distribution to be taxable to the extent of gain in your policy.
    

If at any time your  policy is  surrendered,  the  excess,  if any, of your Cash
Surrender  Value (which  includes the amount of any policy loan and accrued loan
interest) over your Basis will be subject to Federal income tax. In addition, if
a policy  terminates while there is a policy loan, the cancellation of such loan
and accrued loan interest will be treated as a distribution and could be subject
to tax under the above rules.  Upon the Maturity Date of the policy,  the excess
of the amount of any benefit paid, not taking into account any reduction for any
loan and accrued loan interest, over your Basis in the policy will be subject to
Federal income tax.
                                       23

<PAGE>

IF YOUR POLICY IS A MODIFIED  ENDOWMENT,  any distribution from your policy will
be taxed on an  "income-first"  basis.  Distributions for this purpose include a
loan  (including  any increase in the loan amount to pay interest on an existing
loan or an assignment or a pledge to secure a loan) or partial  withdrawal.  Any
such  distribution  will be considered  taxable income to you to the extent your
Policy Account value exceeds your Basis in the policy. For modified  endowments,
your Basis would be  increased by the amount of any prior loan under your policy
that was  considered  taxable  income to you.  For purposes of  determining  the
taxable portion of any distribution,  all modified endowments issued by the same
insurer or an affiliate to the same policyowner  during any calendar year are to
be  aggregated.  The  Secretary  of the  Treasury  has  authority  to  prescribe
additional   rules  to  prevent   avoidance   of   "income-first"   taxation  on
distributions from modified endowments.

   
A 10% penalty tax will generally  apply to the taxable portion of a distribution
from a  modified  endowment.  The  penalty  tax  will  not,  however,  apply  to
distributions (i) to taxpayers 59 1/2 years of age or older, (ii) in the case of
disability  (as  defined in the Code) or (iii)  received  as part of a series of
substantially  equal periodic annuity payments for the life (or life expectancy)
of the taxpayer or the joint lives (or joint life  expectancies) of the taxpayer
and beneficiary. If your policy is surrendered, the excess, if any, of your Cash
Surrender  Value over your  Basis  will be  subject  to Federal  income tax and,
unless one of the above exceptions applies,  the 10% penalty tax. If your policy
terminates  while  there is a policy  loan,  the  cancellation  of such loan and
accrued  loan  interest  will be  treated  as a  distribution  to the extent not
previously  treated as such and could be subject to tax,  including  the penalty
tax, as described under the above rules. In addition,  upon the Maturity Date of
the  policy,  the  excess of the amount of any  benefit  paid,  not taking  into
account any reduction for any loan and accrued loan interest, over your Basis in
the policy  will be subject to Federal  income  tax,  and,  unless an  exception
applies, a 10% penalty tax.
    

If your policy becomes a modified endowment, distributions that occur during the
policy year it becomes a modified  endowment and any subsequent policy year will
be  taxed  as  described  in  the  two   preceding   paragraphs.   In  addition,
distributions  from a policy  within  two  years  before it  becomes a  modified
endowment will be subject to tax in this manner.  THIS MEANS THAT A DISTRIBUTION
MADE FROM A POLICY THAT IS NOT A MODIFIED  ENDOWMENT  COULD LATER BECOME TAXABLE
AS A DISTRIBUTION FROM A MODIFIED  ENDOWMENT.  The Secretary of the Treasury has
been   authorized  to  prescribe   rules  which  would  treat   similarly  other
distributions made in anticipation of a policy becoming a modified endowment.

POLICY  TERMINATIONS.  A policy which has terminated  without value may have the
tax  consequences  described  under POLICY  PROCEEDS on the  previous  page even
though  you  may be  able  to  restore  your  policy.  For  tax  purposes,  some
restorations may be treated as the purchase of a new insurance contract.

LIVING BENEFITS. Amounts received under a life insurance contract on the life of
individuals  who are  terminally  ill, as defined by the tax law, are  generally
excludable  from  gross  income  as  amounts  paid by reason of the death of the
insured.  We believe  that the living  benefit  which may be payable  under your
policy meets the law's  definition  of  terminally  ill and can qualify for this
exclusion.  This exclusion does not apply,  however,  to amounts paid to someone
other than the insured if the payee has an insurable  interest in the  insured's
life  because the insured is a director,  officer or employee of the payee or by
reason of the  insured  being  financially  interested  in any trade or business
carried on by the payee.

DIVERSIFICATION. Under Section 817(h) of the Code, the Secretary of the Treasury
has the  authority  to set  standards  for  diversification  of the  investments
underlying variable life insurance policies.  The Treasury Department has issued
final regulations  regarding the diversification  requirements.  Failure to meet
these  requirements  would  disqualify  your policy as a variable life insurance
policy  under  Section  7702 of the Code.  If this  were to occur,  you would be
subject to Federal  income tax on the income  under the policy for the period of
the disqualification  and subsequent periods. The Separate Account,  through the
Trust,  intends  to  comply  with  these  requirements  in order  to avoid  such
occurrence.

In  connection   with  the  issuance  of  the  then  temporary   diversification
regulations,  the Treasury Department stated that it anticipated the issuance of
regulations or rulings  prescribing the  circumstances in which the ability of a
policyowner  to direct his  investment  to  particular  divisions  of a separate
account may cause the  policyowner,  rather than the  insurance  company,  to be
treated as the owner of the assets in the account.  If you were  considered  the
owner of the assets of the Separate Account,  income and gains from the Separate
Account would be included in your gross income for Federal  income tax purposes.
Under  current law we believe that  Equitable,  and not the owner of the policy,
would be considered the owner of the assets of the Separate Account.

RIDERS.  Certain  riders  permit  the  splitting  of a  policy  into  two  other
individual  policies  on the lives of a  husband  and  wife,  upon a divorce  or
certain  changes in the Federal estate tax law. This splitting of a policy could
have adverse tax  consequences  including but not limited to, the recognition of
taxable  income  in an  amount  up to any gain in the  policy at the time of the
split.

POLICY  CHANGES.  For you and your  beneficiary  to  receive  the tax  treatment
discussed above,  your policy must initially  qualify and continue to qualify as
life  insurance  under Sections 7702 and 817(h) of the Code. We may make changes
in the policy or its riders or make  distributions from the policy to the extent
we deem necessary to qualify your policy as life insurance for tax purposes. Any
such change will apply uniformly to all policies that are affected.  You will be
given advance written notice of such changes.

                                       24

<PAGE>

   
TAX CHANGES. The United States Congress has in the past considered, is currently
considering and may in the future consider  legislation that, if enacted,  could
change the tax treatment of life insurance policies.  In addition,  the Treasury
Department may amend existing regulations,  issue new regulations,  or adopt new
interpretations of existing laws. Proposed Treasury Regulations  concerning what
constitutes reasonable mortality and expense charges in testing whether a policy
qualifies  as life  insurance  would,  if  finalized  as now  proposed,  provide
stricter  rules for policies  covering more than one life. As currently  drafted
the  rules  would  only  apply to  policies  issued  after the  regulations  are
finalized,  causing such policies to generally provide increased levels of death
benefits relative to policy account values.  State tax laws or, if you are not a
United States  resident,  foreign tax laws, may also affect the tax consequences
to you, the insured or your beneficiary. These laws may change from time to time
without notice and, as a result,  the tax consequences may be altered.  There is
no way of  predicting  whether,  when or in what form any such  change  would be
adopted.  Any such change could have a retroactive effect regardless of the date
of enactment. We suggest you consult your legal or tax adviser.

ESTATE AND GENERATION  SKIPPING TAXES. When the last surviving insured dies, the
death  benefit will  generally be  includable  in the  policyowner's  estate for
purposes  of  Federal  estate  tax if  the  insured  owned  the  policy.  If the
policyowner is not the insured  person,  under certain  conditions only the fair
market value of the policy would be included upon the death of the  policyowner.
If the  policyowner  is not the insured and the insured dies with someone  other
than the owner as beneficiary, the policyowner will be considered to have made a
gift  transfer  to the  beneficiary  of such  proceeds.  Federal  estate  tax is
integrated  with  Federal gift tax under a unified  rate  schedule.  In general,
estates  less than  $625,000  for  decedents  dying  during 1998  (scheduled  to
increase in  subsequent  years to $ 1 million by the year 2005) will not incur a
Federal estate tax liability. In addition, an unlimited marital deduction may be
available for Federal estate and gift tax purposes.
    

As a general rule,  if a "transfer" is made to a person two or more  generations
younger than the policyowner,  a generation skipping tax may be payable at rates
similar to the  maximum  estate tax rate in effect at the time.  The  generation
skipping tax provisions generally apply to "transfers" which would be subject to
the gift and estate tax rules.  Individuals  are generally  allowed an aggregate
generation  skipping  tax  exemption  of $1  million.  Because  these  rules are
complex,  you should  consult  with your tax adviser for  specific  information,
especially where benefits are passing to younger generations.

The  particular  situation  of each  policyowner,  insured or  beneficiary  will
determine  how  ownership  or receipt  of policy  proceeds  will be treated  for
purposes of Federal  estate and  generation  skipping taxes as well as state and
local estate, inheritance, generation skipping and other taxes.

   
TRADE OR BUSINESS ENTITY OWNS OR IS DIRECTLY OR INDIRECTLY A BENEFICIARY.  Where
a joint life policy is owned by other than a natural person, the owner's ability
to deduct interest on business borrowing unrelated to the policy can be impacted
as a result of its ownership of cash value life insurance.  No deduction will be
allowed for a portion of a  taxpayer's  otherwise  deductible  interest  expense
unless the policy covers only two individuals,  and such individuals are, at the
time first  covered by the policy,  a 20 percent  owner of the trade or business
entity  that owns the  policy  and  his/her  spouse.  Although  this  limitation
generally  does not apply to  policies  held by natural  persons,  if a trade or
business  (other  than one carried on as a sole  proprietorship)  is directly or
indirectly the  beneficiary  under a policy,  (e.g.,  pursuant to a split-dollar
agreement)  the policy shall be treated as held by such trade or  business.  The
effect will be that a portion of the trade or business  entity's  deduction  for
its interest  expenses  will be disallowed  unless the above  exception for a 20
percent owner and his/her spouse applies.

The portion of the entity's interest deduction that is disallowed will generally
be a pro rata amount which bears the same ratio to such interest  expense as the
taxpayer's  average  unborrowed  cash value  bears to the sum of the  taxpayer's
average  unborrowed  cash value and average  adjusted bases of all other assets.
These  rules  disallowing  interest  expenses  for  trade or  business  entities
generally  apply to contracts  issued after June 8, 1997 in taxable years ending
after such date. However,  for purposes of the preceding sentence,  any material
increase in the death benefit or other  material  change in a contract  shall be
treated as a new  contract.  Any  corporate  or business  use of life  insurance
should be carefully  reviewed by your tax adviser with  attention to these rules
as well as any other rules and  possible  tax law changes  that could occur with
respect to business-owned life insurance.
    

OUR TAXES. Under the life insurance company tax provisions of the Code, variable
life insurance is treated in a manner consistent with fixed life insurance.  The
operations of the Separate Account are reported in our Federal income tax return
but we  currently  pay no income  tax on  investment  income and  capital  gains
reflected in variable life insurance  policy reserves.  Therefore,  no charge is
currently  being made to any Fund of the Separate  Account for taxes. We reserve
the right to make a charge in the  future for taxes  incurred,  for  example,  a
charge  to the  Separate  Account  for  income  taxes  incurred  by us that  are
allocable to the policy.

We may have to pay state,  local or other taxes in addition to applicable  taxes
based  on  premiums.  At  present,  these  taxes  are not  substantial.  If they
increase,  charges may be made for such taxes when they are  attributable to the
Separate Account or allocable to the policy.

   
WHEN WE WITHHOLD INCOME TAXES.  Generally,  unless you provide us with a written
election to the  contrary  before we make the  distribution,  we are required to
withhold  Federal  income tax from any  portion of the money you  receive if the
withdrawal of money from your Policy Account or the surrender or the maturity of
your policy is a taxable transaction. If you do not wish us to withhold tax from
the  payment,  or if enough is not  withheld,  you may have to make tax payments
later. You may also have to pay penalties under the tax

                                       25

<PAGE>

rules if your  withholding and estimated tax payments are  insufficient.  States
may also  require us to withhold tax on payments to you. In the case of non-U.S.
residents and/or non U.S. citizens special withholding rules will apply. In some
cases,  where  generation  skipping taxes may apply,  we may also be required to
withhold for such taxes unless we are provided satisfactory written notification
that no such taxes are due.
    

PART 3: ADDITIONAL INFORMATION

YOUR VOTING PRIVILEGES

TRUST  VOTING  PRIVILEGES.  As  explained in Part 1, we invest the assets in the
Funds in Class IA or Class IB shares of the corresponding  portfolios of the HRT
or the EQAT,  respectively.  Equitable  is the legal owner of the shares of each
Trust and will attend, and has the right to vote at, any meeting of the HRT's or
EQAT's shareholders. Among other things, we may vote on any matters described in
either  Trust's  prospectus or requiring a vote by  shareholders  under the 1940
Act.

Even though we own the shares,  to the extent required by the 1940 Act, you will
have the  opportunity  to tell us how to vote the  number of shares  that can be
attributed to your policy.  We will vote those shares at meetings of HRT or EQAT
shareholders  according to your instructions.  If we do not receive instructions
in time from all  policyowners,  we will vote shares in a portfolio for which no
instructions  have been  received in the same  proportion  as we vote shares for
which we have received  instructions in that portfolio.  We will vote any HRT or
EQAT  shares  that we are  entitled  to vote  directly  due to  amounts  we have
accumulated in the Funds in the same  proportions  that all  policyowners  vote,
including  those who  participate  in other  separate  accounts.  If the Federal
securities laws or regulations or  interpretations of them change so that we are
permitted  to vote  shares  of the HRT or EQAT in our own  right or to  restrict
policyowner voting, we may do so.

HOW WE  DETERMINE  YOUR VOTING  SHARES.  You may  participate  in voting only on
matters  concerning  the HRT or EQAT  portfolios  corresponding  to the Funds to
which your Policy Account is allocated. The number of HRT or EQAT shares in each
Fund that are  attributable  to your policy is determined by dividing the amount
in your  Policy  Account  allocated  to that Fund by the net asset  value of one
share of the  corresponding  portfolio as of the record date set by either HRT's
or EQAT's Board for its  respective  shareholders  meeting.  The record date for
this purpose must be at least 10 and no more than 90 days before the  particular
shareholder meeting. Fractional shares are counted.

If you are  entitled  to give us  voting  instructions,  we will  send you proxy
material  and a form  for  providing  instructions.  In  certain  cases,  we may
disregard  instructions  relating  to  changes in a  portfolio's  adviser or its
investment  policies.  We will advise you if we do and detail the reasons in the
next semiannual report to policyowners.

SEPARATE  ACCOUNT VOTING RIGHTS.  Under the 1940 Act,  certain  actions (such as
some of those  described  under OUR RIGHT TO CHANGE  HOW WE  OPERATE  below) may
require policyowner approval. In that case, you will be entitled to one vote for
every $100 of value you have in the Funds.  We will cast votes  attributable  to
amounts  we  have  in the  Funds  in the  same  proportions  as  votes  cast  by
policyowners.

OUR RIGHT TO CHANGE HOW WE OPERATE

In addition to changing  or adding  investment  companies,  we have the right to
modify  how we or the  Separate  Account  operate.  We  intend  to  comply  with
applicable law in making any changes and, if necessary, we will seek policyowner
approval. We have the right to:

o add Funds to, or remove Funds from, the Separate Account,  combine two or more
  Funds within the Separate Account, or withdraw assets relating to Survivorship
  2000 from one Fund and put them into another;

o register or end the registration of the Separate Account under the 1940 Act;

o operate the Separate  Account  under the direction of a committee or discharge
  such a  committee  at any time (the  committee  may be  composed  entirely  of
  persons who are "interested persons" of Equitable under the 1940 Act);

o restrict or eliminate  any voting rights of  policyowners  or other people who
  have voting rights that affect the Separate Account;

o operate the Separate Account or one or more of the Funds in any other form the
  law allows,  including a form that allows us to make direct  investments.  Our
  Separate  Account may be charged an advisory fee if its  investments  are made
  directly  rather than  through an  investment  company.  We may make any legal
  investments we wish. In choosing these investments, we will rely on our own or
  outside  counsel for advice.  In  addition,  we may  disapprove  any change in
  investment  advisers  or in  investment  policy  unless  a law  or  regulation
  provides differently.

If any  changes  are made that  result in a  material  change in the  underlying
investments  of a Fund,  you will be notified  as  required by law. We may,  for
example,  cause the Fund to invest in a mutual fund other  than,  or in addition
to, the Trusts. If you then wish to transfer the amount you have in that Fund to
another  Fund or to the  Guaranteed  Interest  Account,  you may do so,  without
charge, by contacting our Administrative  Office. At the same time, you may also
change how your net premiums and deductions are allocated.

                                       26

<PAGE>

OUR REPORTS TO POLICYOWNERS

Shortly  after  the end of each  policy  year you  will  receive  a report  that
includes  information about your policy's current death benefit,  Cash Surrender
Value and policy loan.  Notices will be sent to you to confirm premium  payments
(except premiums paid through an automated  payment plan),  transfers of amounts
between Funds and certain other policy transactions.

LIMITS ON OUR RIGHT TO CHALLENGE THE POLICY

We can  challenge  the  validity  of your  insurance  policy  based on  material
misstatements in your application and any application for change. However, there
are some limits on how and when we can challenge the policy.

o We  cannot  challenge  the  policy  after it has been in  effect,  during  the
  lifetimes of both insured persons,  for two years from the date the policy was
  issued.

o We cannot  challenge any policy change that requires  evidence of insurability
  or any  restoration of the policy after the change or restoration  has been in
  effect for two years during the lifetime of any insured  person  living at the
  time the change or restoration takes effect.

If the last surviving  insured person dies within the time that we may challenge
the  validity of the policy,  we may delay  payment  until we decide  whether to
challenge  the policy.  Some states may require  that we measure  these times in
some  other  way.  If an  insured  person's  age  or  sex  is  misstated  on any
application,  the death  benefit and any  additional  benefits  provided will be
those which would be  purchased  by the most  recent  deduction  for the cost of
insurance  and the cost of any  additional  benefits  at that  insured  person's
correct age and sex.

If the last surviving  insured person commits suicide within two years after the
date on which the policy was issued or following a policy change that  increases
the death benefit, the death benefit will be limited as described in the policy.
Some states require that we measure this time by some other date.

YOUR PAYMENT OPTIONS

Policy  benefits or other payments such as the Net Cash  Surrender  Value may be
paid immediately in one sum or you may choose another form of payment for all or
part  of the  money.  Payments  under  these  options  are not  affected  by the
investment  experience of any Fund.  Instead,  interest  accrues pursuant to the
options chosen.

You will make a choice of payment  option (or any later changes) and your choice
will take effect in the same way as it would if you were changing a beneficiary.
See YOUR BENEFICIARY below. If you do not arrange for a specific form of payment
before the last  surviving  insured person dies,  the  beneficiary  will be paid
through the Equitable  Access  Account.(TM)  The Equitable Access Account is not
available  to  corporate  or other  non-natural  beneficiaries.  See WHEN WE PAY
POLICY  PROCEEDS on the next page.  The  beneficiary  will then have a choice of
payment  options.  However,  if you do make an  arrangement  with us for how the
money will be paid,  the  beneficiary  cannot  change the choice  after the last
surviving insured person dies. Different payment options may result in different
tax consequences.

The  beneficiary or any other person who is entitled to receive payment may name
a successor to receive any amount that we would  otherwise  pay to that person's
estate if that person  died.  The person who is entitled to receive  payment may
change the successor at any time.

We must approve any arrangements that involve more than one payment option, or a
payee who is not a natural person (for example,  a corporation),  or a payee who
is a fiduciary.  Also,  the details of all  arrangements  will be subject to our
rules at the time the arrangements  are selected and take effect.  This includes
rules on the  minimum  amount we will pay under an option,  minimum  amounts for
installment  payments,  withdrawal or commutation rights (your rights to receive
payments over time,  for which we may offer a lump sum  payment),  the naming of
people who are entitled to receive payment and their successors, and the ways of
proving age and survival.

YOUR BENEFICIARY

You name your  beneficiary  when you apply for the policy.  The  beneficiary  is
entitled to the  insurance  benefits of the policy.  While either or both of the
insured  persons are living,  you may change the  beneficiary  by writing to our
Administrative Office. You can name more than one beneficiary. Beneficiaries may
be classed as primary and contingent beneficiaries. When two or more persons are
named in a class  they  will  share  equally  unless  you have  specified  their
respective  shares.  If no beneficiary is living when the last surviving insured
person  dies,  we will pay the death  benefit  in equal  shares to such  insured
person's surviving children. If there are no surviving children, we will pay the
death benefit to that insured person's estate.

ASSIGNING YOUR POLICY

You  may  assign  (transfer)  your  rights  in the  policy  to  someone  else as
collateral for a loan or for some other reason,  if we agree.  If you do, a copy
of the assignment  must be forwarded to our  Administrative  Office.  We are not
responsible for any payment we make or any action taken before we receive notice
of the assignment or for the validity of the assignment.  An absolute assignment
is a change of ownership.  BECAUSE THERE MAY BE TAX CONSEQUENCES,  INCLUDING THE
LOSS  OF  INCOME  TAX-FREE  TREATMENT  FOR  ANY  DEATH  BENEFIT  PAYABLE  TO THE
BENEFICIARY, YOU SHOULD CONSULT YOUR TAX ADVISER PRIOR TO MAKING AN ASSIGNMENT.

                                       27

<PAGE>

WHEN WE PAY POLICY PROCEEDS

We will pay any death benefits,  maturity  benefit,  Net Cash Surrender Value or
loan  proceeds  within  seven days after we receive  the last  required  form or
request (and other documents that may be required for payment of death benefits)
at our  Administrative  Office.  Death benefits are determined as of the date of
death  of the  last  surviving  insured  person  and  will  not be  affected  by
subsequent  changes  in the  unit  values  of the  Funds.  Death  benefits  will
generally be paid through the  Equitable  Access  Account,  an interest  bearing
checking  account.  A beneficiary  will have immediate access to the proceeds by
writing a check on the account.  We pay  interest  from the date of death to the
date the Equitable  Access  Account is closed.  If an Equitable  agent helps the
beneficiary  of a policy to prepare the documents  that are required for payment
of the death benefit,  we will send the Equitable  Access  Account  checkbook or
check to the agent within  seven days after we receive the  required  documents.
Our agents  will take  reasonable  steps to arrange  for prompt  delivery to the
beneficiary.

We may,  however,  delay  payment if we contest  the  policy.  We may also delay
payment if we cannot  determine  the amount of the payment  because the New York
Stock Exchange is closed,  because  trading in securities has been restricted by
the SEC, or because the SEC has declared that an emergency  exists. In addition,
if necessary to protect our  policyowners,  we may delay payment where permitted
under applicable law.

We may defer  payment of Net Cash  Surrender  Value  withdrawal  or loan  amount
(except a loan to pay a premium to us) from the Guaranteed  Interest Account for
up to six months after we receive your request. We will pay interest of at least
3% a year from the date we receive your request if we delay more than 30 days in
paying you such amounts from the Guaranteed Interest Account.

DIVIDENDS

No dividends are paid on the policy described in this prospectus.

REGULATION

We are regulated and supervised by the New York State Insurance  Department.  In
addition,  we are  subject  to the  insurance  laws  and  regulations  in  every
jurisdiction  where  we  sell  policies.  As a  result,  the  provisions  of the
Survivorship 2000 policy may vary somewhat from jurisdiction to jurisdiction.

   
The Survivorship  2000 policy (Plan No. 92-500) has been filed with and approved
by insurance  officials in 50 states, the District of Columbia,  Puerto Rico and
the Virgin  Islands.  We submit annual reports on our operations and finances to
insurance  officials  in all  the  jurisdictions  where  we sell  policies.  The
officials  are  responsible  for  reviewing  our  reports to be sure that we are
financially sound.
    

SPECIAL CIRCUMSTANCES

Equitable  may vary the  charges  and other  terms of  Survivorship  2000  where
special  circumstances  result in sales or administrative  expenses or mortality
risks that are different than those normally  associated with  Survivorship 2000
policies.  These  variations  will be made only in accordance with uniform rules
that we establish.

DISTRIBUTION

   
EQ Financial Consultants, Inc. (EQF) is the principal underwriter of the HRT and
one of the principal  underwriters  of EQAT,  and is also a  distributor  of our
variable  life  insurance  policies  and  variable  annuity  contracts.  EQF  is
registered with the SEC as an investment  adviser under the Investment  Advisers
Act of 1940  and also is the  Manager  of the  EQAT.  EQF's  principal  business
address is 1290 Avenue of the Americas,  New York,  NY 10104.  EQF is registered
with the SEC as a broker-dealer  under the Securities Exchange Act of 1934 (1934
Act) and is a member of the National Association of Securities Dealers,  Inc. In
1996 and 1997,  EQF was paid a fee of  $325,380  annually  for its  services  as
distributor of our policies.

We sell  our  policies  through  agents  who are  licensed  by  state  insurance
officials to sell our variable life policies.  These agents are also  registered
representatives of EQ Financial Consultants. The agent who sells you this policy
receives sales  commissions  from  Equitable.  We pay  commissions  from our own
resources,  including  the Premium  Sales  Charge  deducted  from your  premium.
Generally,  during the first policy year, the agent will receive an amount equal
to a maximum of 50% of the  premiums  paid up to a certain  amount and 4% of the
premiums  paid in excess of that  amount.  For policy years two through ten, the
agent  receives an amount up to a maximum of 4% of the premiums  paid;  and, for
years  eleven and later,  the agent  receives an amount up to 3% of the premiums
paid. Agents with limited years of service may be paid differently.  Commissions
paid to agents based upon refunded premiums may be recovered.
    

We also sell our policies through  independent brokers who are licensed by state
insurance  officials  to sell our  variable  life  policies.  They  will also be
registered  representatives  either of EQ  Financial  Consultants  or of another
company  registered with the SEC as a broker-dealer  under the Exchange Act. The
commissions  for  independent  brokers will be no more than those for agents and
the same policy for recovery of commissions  applies.  Commissions  will be paid
through the registered broker-dealer.

                                       28

<PAGE>

LEGAL PROCEEDINGS

We are not involved in any legal  proceedings that would be considered  material
with respect to a policyowner's interest in the Separate Account.

ACCOUNTING AND ACTUARIAL EXPERTS

   
The financial  statements of Separate Account FP and Equitable  included in this
prospectus  have been audited for the years ended  December  31, 1997,  1996 and
1995 by Price  Waterhouse  LLP,  as  stated  in  their  reports.  The  financial
statements  of  Separate  Account  FP and  Equitable  have been so  included  in
reliance on the reports of Price Waterhouse LLP, independent accountants,  given
on the authority of such firm as experts in accounting and auditing.
    

The financial  statements of Equitable  contained in this  prospectus  should be
considered only as bearing upon the ability of Equitable to meet its obligations
under the Survivorship  2000 policies.  They should not be considered as bearing
upon the  investment  experience  of the  Funds  of the  Separate  Account.  The
financial  statements  of  Separate  Account FP include  periods  when  Separate
Account  FP was  part of  Equitable  Variable,  a  wholly  owned  subsidiary  of
Equitable.  The assets of  Separate  Account FP were  assumed  by  Equitable  on
January 1, 1997 when Equitable Variable was merged into Equitable.

Actuarial  matters in this  prospectus  have been  examined  by Barbara  Fraser,
F.S.A.,  M.A.A.A., who is a Vice President and Actuary of Equitable. Her opinion
on  actuarial  matters is filed as an exhibit to the  Registration  Statement we
filed with the SEC.

ADDITIONAL INFORMATION

We have filed a Registration  Statement relating to the Separate Account and the
variable life insurance  policy  described in this  prospectus with the SEC. The
Registration  Statement,  which  is  required  by the  Securities  Act of  1933,
includes  additional  information  that is not required in this prospectus under
the  rules  and  regulations  of the  SEC.  If you  would  like  the  additional
information,  you may obtain it from the SEC's main office in  Washington,  D.C.
You will have to pay a fee for the material.

   
YEAR 2000 PROGRESS

Equitable  relies upon  various  computer  systems in order to  administer  your
policy and operate the  investment  portfolios.  Some of these systems belong to
service providers who are not affiliated with Equitable.

In 1995, Equitable began addressing the question of whether its computer systems
would recognize the year 2000 before,  on or after January 1, 2000 and Equitable
believes it has identified those of its systems critical to business  operations
that are not Year 2000 compliant.  By year end 1998,  Equitable expects that the
work of modifying  or replacing  non-compliant  systems  will  substantially  be
completed and expects a  comprehensive  test of its Year 2000 compliance will be
performed  in the first  half of 1999.  Equitable  is in the  process of seeking
assurances  from third party service  providers  that they are acting to address
the Year 2000 issue with the goal of avoiding  any  material  adverse  effect on
services  provided  to  policy  holders  and on  operations  of  the  investment
portfolios.  Any  significant  unresolved  difficulty  related  to the Year 2000
compliance  initiatives  could have a material  adverse effect on the ability to
administer  your policy and  operate the  investment  portfolios.  Assuming  the
timely completion of computer modifications by Equitable and third-party service
providers,  there should be no material adverse effect on our ability to perform
these functions.
    

                                       29

<PAGE>

MANAGEMENT

Here is a list of our  directors  and,  to the extent they are  responsible  for
variable life insurance operations, our principal officers and a brief statement
of their business  experience for the past five years.  Unless  otherwise noted,
their address is 1290 Avenue of the Americas, New York, New York 10104.

   
<TABLE>
<CAPTION>

NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ----------------                        ----------------------

DIRECTORS

<S>                                     <C>
Francoise Colloc'h                      Director  of  Equitable  since July 1992.  Senior  Executive  Vice  President,  Human
AXA-UAP                                 Resources and  Communications  of AXA-UAP  ("AXA-UAP"),  and various  positions  with
23, Avenue Matignon                     AXA-UAP affiliated companies. Director of the Holding Company.
75008 Paris, France

Henri de Castries                       Director of Equitable  since  September  1993.  Director and Chairman of the Board of
AXA-UAP                                 the Holding  Company since April 1998.  Prior thereto,  Vice Chairman of the Board of
23, Avenue Matignon                     the Holding Company since February 1996.  Senior Executive Vice President,  Financial
75008 Paris, France                     Services  and Life  Insurance  Activities  of AXA-UAP  since 1996.  Also  Director or
                                        Officer of various  subsidiaries  and affiliates of the AXA-UAP Group (formerly known
                                        as the AXA Group).  Director of other  Equitable  affiliates.  Previously  held other
                                        officerships with the AXA Group.

Joseph L. Dionne                        Director  of  Equitable  since  May  1982.   Chairman  and  Chief  Executive  of  The
The McGraw-Hill Companies               McGraw-Hill Companies. Director of the Holding Company.
1221 Avenue of the Americas
New York, NY 10020

Denis Duverne                           Director  of  Equitable  since  February  1998.  Senior  Vice  President  of AXA-UAP.
AXA-UAP                                 Director  since  February 1996,  Alliance.  Director  since February 1997,  Donaldson
23, Avenue Matignon                     Lufkin & Jenrette ("DLJ").
75008 Paris, France

William T. Esrey                        Director  of  Equitable  since July 1986.  Chairman  and Chief  Executive  Officer of
Sprint Corporation                      Sprint Corporation. Director of the Holding Company.
P.O. Box 11315
Kansas City, MO 64112

Jean-Rene  Fourtou                      Director  of  Equitable  since July 1992.  Chairman  and Chief  Executive  Officer of 
25, Quai Paul Doumer                    Rhone-Poulenc  S.A.  Member of the  Supervisory  Board of AXA-UAP since January 1997. 
92408 Courbevoie Cedex                  Director of the Holding Company.                                                      
France                                  

Norman C. Francis                       Director of Equitable since March 1989. President of Xavier University of Louisiana.
Xavier University of Louisiana
7325 Palmetto Street
New Orleans, LA  70125

Donald J. Greene                        Director of  Equitable  since July 1991.  Partner,  LeBoeuf,  Lamb,  Greene & MacRae.
LeBouef, Lamb, Greene & MacRae          Director of the Holding Company.
125 West 55th Street
New York, NY  10019-4513

John T. Hartley                         Director of Equitable  since August 1987.  Currently a Director and retired  Chairman
Harris Corporation                      and Chief Executive  Officer of Harris  Corporation  (retired July 1995);  previously
1025 NASA Boulevard                     held other officerships with Harris Corporation. Director of the Holding Company.
Melbourne, FL  32919

John H.F. Haskell, Jr.                  Director of Equitable since July 1992.  Managing Director of SBC Warburg Dillon Read,
SBC Warburg Dillon Read, Inc.           Inc. and member of its Board of Directors. Director of the Holding Company.
535 Madison Avenue
New York, NY  10028

                                       30
<PAGE>

NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ----------------                        ----------------------

DIRECTORS (continued)

Mary R. (Nina) Henderson                Director of Equitable since December 1996.  President of Bestfoods  Grocery (formerly
Bestfoods Grocery                       CPC Specialty Markets Group) of BESTFOODS  (formerly CPC  International,  Inc.) since
BESTFOODS                               1993.  Prior  thereto,  President of CPC Specialty  Products and Best Foods  Exports.
International Plaza                     Director of the Holding Company.
700 Sylvan Avenue
Englewood Cliffs, NJ 07632-9976

W. Edwin Jarmain                        Director of  Equitable  since July 1992.  President  of Jarmain  Group Inc.;  also an
Jarmain Group Inc.                      Officer or Director of several  affiliated  companies.  Chairman  and Director of FCA
121 King Street West                    International  Ltd.  Director of various AXA affiliated  companies.  Previously  held
Suite 2525                              other officerships with FCA International. Director of the Holding Company.
Toronto, Ontario M5H 3T9
Canada

G. Donald Johnston, Jr.                 Director of Equitable  since  January  1986.  Retired  Chairman  and Chief  Executive
184-400 Ocean Road                      Officer of JWT Group, Inc. and J. Walter Thompson Company.
John's Island
Vero Beach, FL  32963

George T. Lowy                          Director of Equitable since July 1992. Partner, Cravath, Swaine & Moore.
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY  10019

Didier Pineau-Valencienne               Director of Equitable since February 1996.  Chairman and Chief  Executive  Officer of
Schneider S.A.                          Schneider  S.A.  and  Chairman or Director of numerous  subsidiaries  and  affiliated
64/70, Avenue Jean-Baptiste Clement     companies of Schneider. Director of AXA-UAP and the Holding Company.
92646 Boulogne-Billancourt Cedex
France

George J. Sella, Jr.                    Director of Equitable since May 1987.  Retired  Chairman and Chief Executive  Officer
P.O. Box 397                            of  American   Cyanamid   Company   (retired  April  1993);   previously  held  other
Newton, NJ  07860                       officerships with American Cyanamid. Director of the Holding Company.

Dave H. Williams                        Director of  Equitable  since March 1991.  Chairman  and Chief  Executive  Officer of
Alliance Capital Management             Alliance and Chairman or Director of numerous  subsidiaries and affiliated  companies
Corporation                             of Alliance. Director of the Holding Company.
1345 Avenue of the Americas
New York, NY  10105


OFFICERS AND DIRECTORS

Michael Hegarty                         Director of Equitable  since  January  1998.  President  since January 1998 and Chief
                                        Operating  Officer since  February 1998,  Equitable.  Vice Chairman since April 1998,
                                        Senior Executive Vice President  (January 1998 to April 1998), and Director and Chief
                                        Operating  Officer  (both since January  1998),  the Holding  Company.  Vice Chairman
                                        (from 1996 to 1997), Chase Manhattan  Corporation.  Vice Chairman (from 1995 to 1996)
                                        and Senior  Executive Vice President  (from 1991 to 1995),  Chemical Bank.  Executive
                                        Vice  President,  Chief  Operating  Officer and Director since March 1998,  Equitable
                                        Investment  Corporation ("EIC"), ACMC, Inc. ("ACMC") and Equitable Capital Management
                                        Corporation ("ECMC").

                                       31
<PAGE>

NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ----------------                        ----------------------

OFFICERS AND DIRECTORS (continued)

Edward D. Miller                        Director of Equitable  since August 1997.  Chairman of the Board since  January 1998,
                                        Chief Executive  Officer since August 1997,  President (August 1997 to January 1998),
                                        Equitable.  Director,  President and Chief Executive Officer,  all since August 1997,
                                        the Holding Company.  Senior Vice Chairman,  Chase Manhattan  Corporation (March 1996
                                        to April 1997).  President  (January 1994 to March 1996) and Vice Chairman  (December
                                        1991 to January 1994),  Chemical Bank.  Director,  Alliance (since August 1997),  DLJ
                                        (since  November  1997),  ECMC  (since  March  1998)  and ACMC  (since  March  1998).
                                        Director, Chairman, President and Chief Executive Officer since March 1998, EIC.

Stanley B. Tulin                        Director of Equitable  since February 1998. Vice Chairman of the Board since February
                                        1998 and  Chief  Financial  Officer  since  April  1996,  Equitable.  Executive  Vice
                                        President  since May 1996 and Chief  Financial  Officer  since May 1997,  the Holding
                                        Company.  Vice President since March 1997, EQAT. Director since July 1997,  Alliance.
                                        Director,  Executive  Vice President and Chief Financial Officer since June 1997, EIC.
                                        Director,  Chairman,  President and Chief  Executive  Officer since July 1997,  ACMC.
                                        Prior  thereto,  Chairman,  Insurance  Consulting and Actuarial  Practice,  Coopers &
                                        Lybrand, L.L.P.


OTHER OFFICERS

Leon B. Billis                          Executive  Vice  President  and Chief  Information  Officer  (since  February  1998),
                                        Equitable. Previously held other officerships with Equitable.

Harvey Blitz                            Senior Vice  President and Deputy Chief  Financial  Officer,  Equitable.  Senior Vice
                                        President,  the Holding  Company.  Vice President and Chief  Financial  Officer since
                                        March 1997,  EQAT.  Chairman,  Frontier  Trust Company  ("Frontier").  Executive Vice
                                        President since November 1996 and Director, EQ Financial  Consultants,  Inc. ("EQF").
                                        Director  until May 1997,  Equitable  Distributors,  Inc.  ("EDI") and  Director  and
                                        Officer of various Equitable affiliates.  Previously held other officerships with
                                        Equitable and its affiliates.

Kevin R. Byrne                          Senior Vice President and Treasurer,  Equitable and the Holding  Company.  Treasurer,
                                        EquiSource and Frontier.  Vice President and Treasurer,  Equitable Casualty Insurance
                                        Company  ("Casualty")  and  EQAT  (since March  1997).   Previously   held  other
                                        officerships   with  Equitable  and  its affiliates.

Judy A. Faucett                         Senior Vice  President and Actuary,  Equitable,  since  September  1996.  Partner and
                                        Senior Actuarial Consultant, Coopers & Lybrand L.L.P. (January 1989 to August 1996).

Alvin H. Fenichel                       Senior Vice President and Controller,  Equitable and the Holding Company.  Previously
                                        held other officerships with Equitable and its affiliates.

Paul J. Flora                           Senior Vice  President  and Auditor,  Equitable.  Vice  President  and  Auditor,  the
                                        Holding Company, since September 1994. Vice  President/Auditor,  National Westminster
                                        Bank (November 1984 to June 1993).

Mark A. Hug                             Senior Vice President  since April 1997,  Equitable.  Prior thereto,  Vice President,
                                        Aetna.

Robert E. Garber                        Executive  Vice  President and General  Counsel,  Equitable and the Holding  Company.
                                        Previously held other officerships with Equitable and its affiliates.

Jerome S. Golden                        Executive Vice President since November 1997,  Equitable.  Prior thereto,  President,
                                        Income  Management Group (May 1994 to November 1997),  Equitable.  Chairman and Chief
                                        Executive  Officer (February 1995 to December 1997), EDI. Owner (November 1993 to May
                                        1994), JG Resources.

Donald R. Kaplan                        Vice  President  and Chief  Compliance  Officer,  Equitable.  Previously  held  other
                                        officerships with Equitable.

                                       32
<PAGE>

NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ----------------                        ----------------------

OTHER OFFICERS (continued)

Michael S. Martin                       Senior Vice  President,  and Chief Marketing  Officer since January 1997,  Equitable.
                                        Prior thereto,  Senior Vice  President.  Chairman and Chief Executive  Officer,  EQF.
                                        Vice  President,  EQAT  (since  March  1997) and HRT (until  March  1998).  Director,
                                        Equitable  Underwriting  and  Sales  Agency  (Bahamas),  Ltd.  (since  May  1996) and
                                        Colorado     (since    January    1995).  Previously held other  officerships with
                                        Equitable and its affiliates.

Douglas Menkes                          Senior  Vice  President  and  Corporate  Actuary  since June 1997,  Equitable.  Prior
                                        thereto, Consulting Actuary, Milliman & Robertson, Inc.

Peter D. Noris                          Executive  Vice President and Chief  Investment  Officer,  Equitable.  Executive Vice
                                        President  since May 1995 and Chief  Investment  Officer since July 1995, the Holding
                                        Company.  Trustee,  HRT, and Chairman,  President and Trustee since March 1997, EQAT.
                                        Director,  Alliance,  since July 1995. Executive Vice President,  EQF, since November
                                        1996.  Prior to May 1995,  Vice  President/Manager,  Insurance  Companies  Investment
                                        Strategies Group, Salomon Brothers, Inc.

Anthony C. Pasquale                     Senior Vice President,  Equitable.  Director,  Chairman and Chief Operating  Officer,
                                        Casualty,    since    September    1997.  Previously held other  officerships with
                                        Equitable and its affiliates.

Pauline Sherman                         Vice President,  Secretary and Associate  General Counsel,  Equitable and the Holding  
                                        Company,   both  since  September  1995.  Previously  held  other  officerships  with  
                                        Equitable.                                                                             

Richard V. Silver                       Senior Vice President since February 1995 and Deputy General Counsel since June 1996,
                                        Equitable.  Director,  EQF. Previously held other officerships with Equitable and its
                                        affiliates.                                                                          

Jose S. Suquet                          Senior Executive Vice President since August 1994, Chief  Distribution  Officer since
                                        December 1997 and Chief Agency  Officer  (August 1994 to December  1997),  Equitable.
                                        Prior thereto,  Agency Manager.  Executive Vice President since May 1996, the Holding
                                        Company. Vice President since March 1998, HRT.

</TABLE>
    

                                       33

<PAGE>

PART 4: ILLUSTRATIONS OF POLICY BENEFITS

To help clarify how the key  financial  elements of the policy work, a series of
tables  has been  prepared.  The  tables  show how the death  benefits  and Cash
Surrender  Values ("policy  benefits")  under a hypothetical  Survivorship  2000
policy  could vary over time if the Funds of our  Separate  Account had CONSTANT
hypothetical  gross  annual  investment  returns of 0%, 6% or 12% over the years
covered by each table.  Actual  policy  benefits will differ from those shown in
the tables if the annual investment  returns AVERAGE 0%, 6% or 12% over a period
of years but go above or below those figures in individual policy years.  Actual
policy benefits will also differ,  depending on your premium allocations to each
Fund,  if the overall  actual  rates of return  averaged 0%, 6% or 12%, but went
above or below those figures for the individual investment Funds. The tables are
for a  standard  risk  male  non-smoker,  age 55,  and a  standard  risk  female
non-smoker,  age 50.  Planned  premiums of $13,580 for an initial Face Amount of
$1,000,000 are assumed to be paid at the beginning of each policy year.

   
The tables  illustrate  cost of  insurance  and  expense  charges  (policy  cost
factors) at both the current  rates and at the maximum  rates  guaranteed in the
policy.  Beginning  in policy  year  twenty,  the  current  charges  reflect the
termination of the Premium Sales Charge, which is not guaranteed. See DEDUCTIONS
FROM YOUR  PREMIUMS in Part 2 of this  prospectus.  The tables also assume daily
charges  against the Separate  Account  Funds of .90% for  mortality and expense
risks, .59% for investment  management (the average of the advisory fees payable
with  respect to each HRT and EQAT  portfolio,  based on average  net assets for
1997),  and .04% for other  Trust  expenses.  The  assumption  for  other  Trust
expenses  equals  the  weighted  average of other  expenses  of the HRT and EQAT
portfolios  based on average net assets for 1997  (including  any 12b-1 fees, if
applicable).  The  effect  of these  adjustments  is that on a 0% gross  rate of
return the net rate of return  would be  -1.53%,  on 6% it would be 4.38% and on
12% it would be 10.29%.  Remember,  however, that investment management fees and
other Trust expenses vary by portfolio.  See HRT'S  INVESTMENT  ADVISER,  EQAT'S
MANAGER and EQAT'S INVESTMENT ADVISERS in Part 1 of this prospectus.
    

The tables assume first year monthly  administrative charges of $0.07 per $1,000
of Face Amount and $6 per month, and a charge for taxes of 2% of premiums. There
are tables for both death benefit  Option A and death benefit  Option B and each
option is  illustrated  using current and  guaranteed  policy cost factors.  The
current tables assume that the monthly administrative charge remains constant at
$6 after the first policy year. The  guaranteed  tables assume that this monthly
charge is $8. The tables  reflect the fact that no charge is currently  made for
Federal taxes. If a charge is made for those taxes in the future, it will take a
higher rate of return to produce after-tax returns of 0%, 6% or 12%.

   
The  second  column of each  table  shows the  effect of an amount  equal to the
premiums  invested to earn interest,  without regard to taxes,  of 5% compounded
annually.  These columns show that if a policy is  surrendered in its very early
years,  the Cash Surrender  Value will be low in comparison to the amount of the
premiums  accumulated with interest.  Thus, the cost of owning your policy for a
relatively short time will be high.

The internal rate of return on Cash Surrender Value is equivalent to an interest
rate  (without  regard to taxes)  at which an  amount  equal to the  illustrated
premiums  could  have been  invested  outside  the  Policy to arrive at the Cash
Surrender Value of the Policy.  The internal rate of return on the death benefit
is equivalent  to an interest rate (without  regard to taxes) at which an amount
equal to the illustrated premiums could have been invested outside the Policy to
arrive  at the death  benefit  of the  Policy.  The  internal  rate of return is
compounded annually, and the premiums are assumed to be paid at the beginning of
each policy year.
    

INDIVIDUAL  ILLUSTRATIONS.  On request,  we will  furnish you with a  comparable
illustration based on the age and sex of the proposed insured persons,  standard
risk  assumptions and an initial Face Amount and planned premium of your choice.
If you  purchase  a policy,  we will,  on  request,  deliver  an  individualized
illustration  reflecting  the  planned  premium  you have chosen and the insured
persons' actual risk classes.  Upon request after issuance, we will also provide
a comparable  illustration  reflecting your actual Net Cash Surrender  Value. If
you request  illustrations  more than once in any policy year, we may charge for
the illustration.

                                       34

<PAGE>

<TABLE>
<CAPTION>

                                                          SURVIVORSHIP 2000

                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION A
                                                      ASSUMING CURRENT CHARGES

                                              DEATH BENEFIT(2)                     CASH SURRENDER VALUE(2)        
                                        ASSUMING HYPOTHETICAL GROSS              ASSUMING HYPOTHETICAL GROSS      
    END OF                              ANNUAL INVESTMENT RETURN OF              ANNUAL INVESTMENT RETURN OF      
    POLICY        ACCUMULATED       -------------------------------------      --------------------------------   
     YEAR         PREMIUMS(1)           0%          6%           12%              0%         6%        12%        
     ----         -----------       ----------- ------------  -----------      ---------  --------- -----------   
       <S>       <C>                <C>         <C>           <C>               <C>        <C>       <C>          
       1         $ 14,259           $1,000,000  $1,000,000    $1,000,000        $ 8,048    $ 8,561   $   9,073    
                                                                                                                  
       2           29,231            1,000,000   1,000,000     1,000,000         19,766     21,494      23,283    
       3           44,951            1,000,000   1,000,000     1,000,000         31,242     34,930      38,890    
       4           61,458            1,000,000   1,000,000     1,000,000         42,470     48,880      56,026    
       5           78,790            1,000,000   1,000,000     1,000,000         53,446     63,360      74,844    
                                                                                                                  
       6           96,988            1,000,000   1,000,000     1,000,000         64,181     78,401      95,526    
       7          116,097            1,000,000   1,000,000     1,000,000         74,655     94,004     118,240    
       8          136,161            1,000,000   1,000,000     1,000,000         84,853    110,177     143,184    
       9          157,228            1,000,000   1,000,000     1,000,000         94,762    126,931     170,575    
      10          179,348            1,000,000   1,000,000     1,000,000        104,374    144,280     200,660    
                                                                                                                  
      15          307,689            1,000,000   1,000,000     1,146,564        147,069    240,033     401,598    
                                                                                                                  
      20          471,487            1,000,000   1,000,000     1,723,293        179,463    352,555     717,740    
                                                                                                                  
      25          680,541            1,000,000   1,000,000     2,447,447        198,281    486,920   1,205,639    
                                   

<CAPTION>

                INTERNAL RATE OF RETURN             INTERNAL RATE OF RETURN
                ON CASH SURRENDER VALUES                ON DEATH BENEFIT        
              ASSUMING HYPOTHETICAL GROSS         ASSUMING HYPOTHETICAL GROSS   
    END OF      ANNUAL RATE OF RETURN OF            ANNUAL RATE OF RETURN OF    
    POLICY    -----------------------------     --------------------------------
     YEAR        0%        6%       12%             0%        6%         12%    
     ----     --------- --------- ---------     ---------- ---------- ----------
      <S>       <C>       <C>       <C>         <C>        <C>        <C>
       1        -40.73%   -36.96%   -33.19%      7,263.76%  7,263.76%  7,263.76%
                                                                                
       2        -19.41    -14.62     -9.84         709.58     709.58     709.58 
       3        -12.70     -7.50     -2.31         281.01     281.01     281.01 
       4         -9.61     -4.18      1.24         161.03     161.03     161.03 
       5         -7.88     -2.30      3.26         108.39     108.39     108.39 
                                                                                
       6         -6.78     -1.10      4.56          79.68      79.68      79.68 
       7         -6.04     -0.28      5.46          61.90      61.90      61.90 
       8         -5.52      0.31      6.11          49.92      49.92      49.92 
       9         -5.14      0.76      6.60          41.37      41.37      41.37 
      10         -4.85      1.10      6.99          34.99      34.99      34.99 
                                                                                
      15         -4.19      2.02      8.10          18.25      18.25      19.74 
                                                                                
      20         -4.14      2.42      8.56          11.26      11.26      15.58 
                                                                                
      25         -4.44      2.67      8.75           7.55       7.55      13.15 

<FN>
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
</FN>
</TABLE>

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL  INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT  RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.

                                       35

<PAGE>
<TABLE>
<CAPTION>

                                                          SURVIVORSHIP 2000

                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION A
                                                     ASSUMING GUARANTEED CHARGES

                                                                                                           
                                        DEATH BENEFIT(2)                    CASH SURRENDER VALUE(2)        
    END OF                         ASSUMING HYPOTHETICAL GROSS            ASSUMING HYPOTHETICAL GROSS      
    POLICY                         ANNUAL INVESTMENT RETURN OF            ANNUAL INVESTMENT RETURN OF      
                  ACCUMULATED   ----------------------------------    ------------------------------------ 
     YEAR         PREMIUMS(1)      0%          6%          12%            0%          6%          12%      
     ----         -----------   ----------  ----------  ----------    ----------- ----------- ------------ 
      <S>        <C>            <C>         <C>         <C>              <C>       <C>         <C>          
       1         $ 14,259       $1,000,000  $1,000,000  $1,000,000       $ 8,038   $   8,549   $    9,062   
       2           29,231        1,000,000   1,000,000   1,000,000        19,697      21,422       23,209  
       3           44,951        1,000,000   1,000,000   1,000,000        31,088      34,766       38,716  
       4           61,458        1,000,000   1,000,000   1,000,000        42,195      48,582       55,705  
       5           78,790        1,000,000   1,000,000   1,000,000        53,000      62,870       74,306  
                                                                                                           
       6           96,988        1,000,000   1,000,000   1,000,000        63,480      77,622       94,660  
       7           116,097       1,000,000   1,000,000   1,000,000        73,611      92,833      116,924  
       8           136,161       1,000,000   1,000,000   1,000,000        83,365     108,490      141,268  
       9           157,228       1,000,000   1,000,000   1,000,000        92,710     124,582      167,880  
      10           179,348       1,000,000   1,000,000   1,000,000       101,607     141,086      196,965  
                                                                                                           
      15           307,689       1,000,000   1,000,000   1,107,426       137,193     228,382      387,890  
                                                                                                           
      20           471,487       1,000,000   1,000,000   1,604,920       147,712     316,241      668,438  
                                                                                                           
      25           680,541       1,000,000   1,000,000   2,116,774       107,283     387,407    1,042,746  

<CAPTION>

                   INTERNAL RATE OF RETURN           INTERNAL RATE OF RETURN
                  ON CASH SURRENDER VALUES              ON DEATH BENEFIT
                ASSUMING HYPOTHETICAL GROSS       ASSUMING HYPOTHETICAL GROSS
    END OF        ANNUAL RATE OF RETURN OF        ANNUAL INVESTMENT RETURN OF
    POLICY      ----------------------------    --------------------------------
     YEAR          0%        6%       12%           0%         6%        12%
     ----       --------- --------- --------    ----------  --------- ----------
      <S>        <C>       <C>       <C>       <C>         <C>       <C>
       1         -40.81%   -37.04%   -33.27%    7,263.76%   7,263.76% 7,263.76%
       2         -19.60    -14.82    -10.03       709.58      709.58    709.58  
       3         -12.92     -7.72     -2.53       281.01      281.01    281.01  
       4          -9.85     -4.42      1.01       161.03      161.03    161.03  
       5          -8.15     -2.55      3.02       108.39      108.39    108.39  
                                                                                
       6          -7.09     -1.38      4.30        79.68       79.68     79.68  
       7          -6.40     -0.59      5.18        61.90       61.90     61.90  
       8          -5.92     -0.03      5.81        49.92       49.92     49.92  
       9          -5.58      0.38      6.29        41.37       41.37     41.37  
      10          -5.35      0.69      6.66        34.99       34.99     34.99  
                                                                                
      15          -5.13      1.42      7.70        18.25       18.25     19.37  
                                                                                
      20          -6.25      1.43      7.97        11.26       11.26     15.02  
                                                                                
      25         -10.63      1.00      7.82         7.55        7.55     12.26  

<FN>
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
</FN>
</TABLE>

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.

                                       36

<PAGE>

<TABLE>
<CAPTION>

                                                          SURVIVORSHIP 2000

                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION B
                                                      ASSUMING CURRENT CHARGES

                                                                                                           
                                        DEATH BENEFIT(2)                     CASH SURRENDER VALUE(2)       
                                   ASSUMING HYPOTHETICAL GROSS             ASSUMING HYPOTHETICAL GROSS     
    END OF                         ANNUAL INVESTMENT RETURN OF             ANNUAL INVESTMENT RETURN OF     
    POLICY        ACCUMULATED   ----------------------------------      ---------------------------------- 
     YEAR         PREMIUMS(1)      0%          6%          12%             0%          6%         12%      
     ----         -----------   ----------  ----------  ----------      ----------  --------- ------------ 
      <S>          <C>          <C>         <C>         <C>              <C>         <C>        <C>         
       1           $  14,259    $1,008,048  $1,008,560  $1,009,073       $  8,048    $ 8,560    $   9,073   
       2              29,231     1,019,764   1,021,492   1,023,281         19,764     21,492       23,281  
       3              44,951     1,031,237   1,034,924   1,038,883         31,237     34,924       38,883  
       4              61,458     1,042,455   1,048,862   1,056,005         42,455     48,862       56,005  
       5              78,790     1,053,414   1,063,321   1,074,798         53,414     63,321       74,798  

       6              96,988     1,064,125   1,078,331   1,095,438         64,125     78,331       95,438  
       7             116,097     1,074,562   1,093,883   1,118,084         74,562     93,883      118,084  
       8             136,161     1,084,707   1,109,981   1,142,920         84,707    109,981      142,920  
       9             157,228     1,094,544   1,126,626   1,170,149         94,544    126,626      170,149  
      10             179,348     1,104,058   1,143,822   1,199,997        104,058    143,822      199,997  

      15             307,689     1,145,616   1,237,507   1,397,419        145,616    237,507      397,419  

      20             471,487     1,175,082   1,343,308   1,707,865        175,082    343,308      707,865  

      25             680,541     1,186,618   1,456,727   2,415,932        186,618    456,727    1,190,114  


<CAPTION>

                INTERNAL RATE OF RETURN            INTERNAL RATE OF RETURN
                ON CASH SURRENDER VALUES               ON DEATH BENEFIT         
              ASSUMING HYPOTHETICAL GROSS        ASSUMING HYPOTHETICAL GROSS    
    END OF      ANNUAL RATE OF RETURN OF           ANNUAL RATE OF RETURN OF     
    POLICY    -----------------------------    ---------------------------------
     YEAR        0%        6%       12%            0%         6%        12%     
     ----     --------- --------- ---------    ----------  --------- -----------
      <S>      <C>       <C>       <C>        <C>         <C>       <C>
       1       -40.73%   -36.96%   -33.19%     7,323.03%   7,326.80% 7,330.58%  
       2       -19.41    -14.63     -9.84        718.00      718.74    719.49  
       3       -12.71     -7.51     -2.32        285.37      285.88    286.43   
       4        -9.62     -4.19      1.23        164.18      164.64    165.16   
       5        -7.89     -2.32      3.24        110.98      111.45    111.99   
                                                                                
       6        -6.81     -1.13      4.54         81.96       82.45     83.03   
       7        -6.08     -0.31      5.42         63.97       64.49     65.12   
       8        -5.56      0.27      6.07         51.85       52.40     53.10   
       9        -5.18      0.71      6.55         43.19       43.78     44.55   
      10        -4.91      1.04      6.93         36.73       37.36     38.21   
                                                                                
      15        -4.33      1.90      7.98         19.74       20.57     21.89   
                                                                                
      20        -4.40      2.18      8.44         12.56       13.62     15.51   
                                                                                
      25        -4.99      2.21      8.67          8.65        9.95     13.07   

<FN>
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
</FN>
</TABLE>

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL  INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT  RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.

                                       37

<PAGE>

<TABLE>
<CAPTION>

                                                          SURVIVORSHIP 2000

                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION B
                                                     ASSUMING GUARANTEED CHARGES


                                                                                                            
                                        DEATH BENEFIT(2)                     CASH SURRENDER VALUE(2)        
                                   ASSUMING HYPOTHETICAL GROSS             ASSUMING HYPOTHETICAL GROSS      
    END OF                         ANNUAL INVESTMENT RETURN OF             ANNUAL INVESTMENT RETURN OF      
    POLICY        ACCUMULATED   ----------------------------------      ----------------------------------  
     YEAR         PREMIUMS(1)      0%          6%          12%             0%          6%         12%       
     ----         -----------   ----------  ----------  ----------      ----------  --------- ------------  
      <S>         <C>          <C>         <C>         <C>             <C>         <C>       <C>            
       1           $  14,259    $1,008,037  $1,008,549  $1,009,061      $  8,037    $ 8,549   $    9,061    
       2              29,231     1,019,695   1,021,420   1,023,206        19,695     21,420       23,206    
       3              44,951     1,031,079   1,034,756   1,038,705        31,079     34,756       38,705    
       4              61,458     1,042,173   1,048,556   1,055,674        42,173     48,556       55,674    
       5              78,790     1,052,953   1,062,813   1,074,238        52,953     62,813       74,238    
                                                                                                            
       6              96,988     1,063,393   1,077,512   1,094,524        63,392     77,512       94,524    
       7             116,097     1,073,461   1,092,638   1,116,673        73,461     92,638      116,673    
       8             136,161     1,083,124   1,108,165   1,140,832        83,124    108,165      140,832    
       9             157,228     1,092,340   1,124,065   1,167,161        92,340    124,065      167,161    
      10             179,348     1,101,061   1,140,295   1,195,821       101,061    140,295      195,821    
                                                                                                            
      15             307,689     1,134,511   1,223,688   1,379,893       134,511    223,688      379,893    
                                                                                                            
      20             471,487     1,138,572   1,296,353   1,645,360       138,572    296,353      645,360    
                                                                                                            
      25             680,541     1,084,921   1,320,860   2,037,358        84,921    320,860    1,003,625    

<CAPTION>

                  INTERNAL RATE OF RETURN            INTERNAL RATE OF RETURN    
                  ON CASH SURRENDER VALUES               ON DEATH BENEFIT       
                ASSUMING HYPOTHETICAL GROSS        ASSUMING HYPOTHETICAL GROSS  
    END OF        ANNUAL RATE OF RETURN OF           ANNUAL RATE OF RETURN OF   
    POLICY      -----------------------------    -------------------------------
     YEAR          0%        6%       12%            0%         6%        12%   
     ----       --------- --------- ---------    ----------  --------- ---------
      <S>        <C>       <C>       <C>        <C>         <C>       <C>
       1         -40.82%   -37.05%   -33.27%     7,322.95%   7,326.72% 7,330.49%
       2         -19.61    -14.82    -10.04        717.97      718.71    719.46 
       3         -12.94     -7.74     -2.54        285.35      285.86    286.40 
       4          -9.87     -4.44      0.99        164.16      164.62    165.14 
       5          -8.18     -2.58      2.99        110.96      111.43    111.96 
                                                                                
       6          -7.13     -1.42      4.26         81.93       82.42     83.00 
       7          -6.45     -0.65      5.12         63.94       64.46     65.09 
       8          -5.98     -0.10      5.74         51.82       52.36     53.06 
       9          -5.67      0.30      6.21         43.15       43.74     44.50 
      10          -5.45      0.59      6.56         36.68       37.30     38.15 
                                                                                
      15          -5.39      1.16      7.46         19.63       20.45     21.76 
                                                                                
      20          -6.97      0.82      7.67         12.31       13.34     15.22 
                                                                                
      25         -13.47     -0.44      7.57          8.08        9.33     12.03 

<FN>
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
</FN>
</TABLE>

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL  INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY
AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR FUTURE INVESTMENT  RESULTS.
ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.


                                       38
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+


INDEX TO FINANCIAL STATEMENTS

Report of Independent Accountants...................................      FSA-2
Financial Statements:
      Statements of Assets and Liabilities, December 31, 1997.......      FSA-3
      Statements of Operations for the Years Ended 
        December 31, 1997, 1996 and 1995............................      FSA-5
      Statements of Changes in Net Assets for the Years Ended 
        December 31, 1997, 1996 and 1995............................     FSA-11
      Notes to Financial Statements.................................     FSA-17


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>

<S>                                                                                                                        <C>
Report of Independent Accountants..................................................................................        F-1
Consolidated Financial Statements:
      Consolidated Balance Sheets, December 31, 1997 and 1996.........................................................     F-2
      Consolidated Statements of Earnings, Years Ended December 31, 1997, 1996 and 1995...............................     F-3
      Consolidated Statements of Shareholder's Equity, Years Ended December 31, 1997,
        1996 and 1995.................................................................................................     F-4
      Consolidated Statements of Cash Flows, Years Ended December 31, 1997, 1996 and 1995.............................     F-5
      Notes to Consolidated Financial Statements......................................................................     F-6
</TABLE>




+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-1
<PAGE>

                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors of
The Equitable Life Assurance Society of the United States
and Policyowners of Separate Account FP
of The Equitable Life Assurance Society of the United States

In our opinion, the accompanying statements of assets and liabilities and the
related statements of operations and of changes in net assets present fairly, in
all material respects, the financial position of the Alliance Money Market Fund,
Alliance Intermediate Government Securities Fund, Alliance Quality Bond Fund,
Alliance High Yield Fund, T. Rowe Price Equity Income Fund, EQ/Putnam Growth and
Income Value Fund, Alliance Growth & Income Fund, Alliance Equity Index Fund,
Merrill Lynch Basic Value Equity Fund, Alliance Common Stock Fund, MFS Research
Fund, Alliance Global Fund, Alliance International Fund, T. Rowe Price
International Stock Fund, Morgan Stanley Emerging Markets Equity Fund, Alliance
Aggressive Stock Fund, Warburg Pincus (SM)all Company Value Fund, Alliance Small
Cap Growth Fund, MFS Emerging Growth Companies Fund, Alliance Conservative
Investors Fund, EQ/Putnam Balanced Fund, Alliance Growth Investors Fund,
Alliance Balanced Fund, and Merrill Lynch World Strategy Fund, separate
investment funds of The Equitable Life Assurance Society of the United States
("Equitable Life") Separate Account FP (formerly Equitable Variable Life
Insurance Company Separate Account FP) at December 31, 1997 and the results of
each of their operations and changes in each of their net assets for the periods
indicated, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of Equitable Life's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of shares owned in The
Hudson River Trust and in The EQ Advisors Trust at December 31, 1997 with the
transfer agent, provide a reasonable basis for the opinion expressed above. The
rates of return information presented in Note 6 for the year ended December 31,
1992, and for each of the periods indicated prior thereto, were audited by other
independent accountants whose report dated February 16, 1993 expressed an
unqualified opinion on the financial statements containing such information.





/s/ Price Waterhouse LLP
- ----------------------------
    Price Waterhouse  LLP
    New York, New York
    February 10, 1998

                                     FSA-2

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1997

<TABLE>
<CAPTION>
                                                       FIXED INCOME SERIES:                                EQUITY SERIES
                              -----------------------------------------------------------------   ------------------------------

                                                   ALLIANCE                                          T. ROWE
                                  ALLIANCE       INTERMEDIATE      ALLIANCE         ALLIANCE          Price         EQ/Putnam
                                    MONEY         GOVERNMENT        QUALITY           HIGH            Equity         Growth &
                                   MARKET         SECURITIES         BOND             YIELD           Income         Income
                                    FUND             FUND            FUND             FUND             Fund         Value Fund
                              ---------------  -------------  ----------------  ---------------   --------------  --------------
<S>                              <C>             <C>             <C>             <C>                 <C>             <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $  184,556,028.......  $185,360,377
              58,134,976.......                  $59,003,029
             153,361,136.......                                  $155,756,854
             154,768,802.......                                                  $163,391,638
              17,983,654.......                                                                      $19,057,202
               6,789,522.......                                                                                      $7,059,083
              75,515,846.......
             177,456,804.......
               6,893,358.......
           1,636,078,781.......
               9,515,046.......
             385,210,185.......
Receivable for Trust shares
   sold........................            --             --               --               --                --             --
Receivable for policy-
   related transactions........     5,055,238             --            8,175          434,562            75,365         21,535

Total Assets...................   190,415,615     59,003,029      155,765,029      163,826,200        19,132,567      7,080,618

LIABILITIES
Payable for Trust shares
   purchased...................     4,662,684         42,271            2,592          485,203            75,639         21,550
Payable for policy-
   related transactions........            --        252,530               --               --                --             --
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................       673,129        590,435          621,951          962,628         1,593,864      1,394,706

Total Liabilities..............     5,335,813        885,236          624,543        1,447,831         1,669,503      1,416,256

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............  $185,079,802    $58,117,793     $155,140,486     $162,378,369       $17,463,064     $5,664,362
                                 ============    ===========     ============     ============       ===========     ==========


                                                          EQUITY SERIES (CONTINUED):
                              ----------------------------------------------------------------------------------------------

                                                                  MERRILL
                                ALLIANCE        ALLIANCE       LYNCH BASIC      ALLIANCE
                                GROWTH &         EQUITY           VALUE          COMMON            MFS           ALLIANCE
                                INCOME            INDEX           EQUITY         STOCK          RESEARCH         GLOBAL
                                  FUND            FUND             FUND           FUND            FUND            FUND
                              -------------  ---------------  -------------- --------------   -------------  ---------------
<S>                              <C>            <C>              <C>             <C>               <C>            <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $  184,556,028.......
              58,134,976.......
             153,361,136.......
             154,768,802.......
              17,983,654.......
               6,789,522.......
              75,515,846.......   $88,537,449
             177,456,804.......                  $240,512,230
               6,893,358.......                                   $7,028,361
           1,636,078,781.......                                                   $2,203,309,790
               9,515,046.......                                                                     $9,764,428
             385,210,185.......                                                                                    $431,323,374
Receivable for Trust shares
   sold........................           --               --             --                 --             --               --
Receivable for policy-
   related transactions........      298,194          507,189          6,797         13,645,121          5,623          317,454

Total Assets...................   88,835,643      241,019,419      7,035,158      2,216,954,911      9,770,051      431,640,828

LIABILITIES
Payable for Trust shares
   purchased...................      302,975          559,374          6,704         14,239,272         17,192           39,330
Payable for policy-
   related transactions........           --               --             --                 --             --               --
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................      685,873          527,959      1,407,017          1,870,999      2,324,830          851,192

Total Liabilities..............      988,848        1,087,333      1,413,721         16,110,271      2,342,022          890,522

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............  $87,846,795     $239,932,086     $5,621,437     $2,200,844,640     $7,428,029     $430,750,306
                                 ===========     ============     ==========     ==============     ==========     ============
</TABLE>


See Notes to Financial Statements...
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
 FP.

                                     FSA-3
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF ASSETS AND LIABILITIES (CONCLUDED)
DECEMBER 31, 1997
<TABLE>
<CAPTION>
                                                                            EQUITY SERIES (CONTINUED):
                                 -------------------------------------------------------------------------------------------------

                                                                     MORGAN
                                                                    STANLEY                           WARBURG
                                                     T. ROWE        EMERGING        ALLIANCE          PINCUS          ALLIANCE
                                    ALLIANCE          PRICE         MARKETS        AGGRESSIVE          SMALL          SMALL CAP
                                 INTERNATIONAL    INTERNATIONAL      EQUITY          STOCK            COMPANY          GROWTH
                                      FUND         STOCK FUND         FUND            FUND           VALUE FUND         FUND
                                 ---------------  --------------  -------------  ----------------  --------------  ---------------
<S>                                   <C>             <C>             <C>             <C>              <C>              <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $   48,890,465............  $46,096,631
              18,857,986............                  $18,037,268
               6,828,909............                                 $5,749,521
             925,922,491............                                                  $958,618,111
              25,268,810............                                                                   $25,040,101
              23,177,804............                                                                                    $23,949,616
              12,690,330............
             166,060,131............
               3,688,652............
             708,290,860............
             371,159,172............
               3,717,560............
Receivable for Trust shares
   sold.............................           --         178,837          5,207        10,800,745              --        4,071,394
Receivable for policy-
   related transactions.............       50,805              --             --                --         119,558               --

Total Assets........................   46,147,436      18,216,105      5,754,728       969,418,856      25,159,659       28,021,010

LIABILITIES
Payable for Trust shares
   purchased........................       15,821              --             --                --         133,511               --
Payable for policy-
   related transactions.............           --         177,631         33,971        11,111,927              --        4,123,081
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4)......................      281,133       3,946,795      3,193,381         1,266,499         725,974        1,532,066

Total Liabilities...................      296,954       4,124,426      3,227,352        12,378,426         859,485        5,655,147

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS..................  $45,850,482     $14,091,679     $2,527,376      $957,040,430     $24,300,174      $22,365,863
                                      ===========     ===========     ==========      ============     ===========      ===========

<CAPTION>
                                    EQUITY
                                    SERIES
                                  (CONTINUED):                              ASSET ALLOCATION SERIES:
                                 --------------   ----------------------------------------------------------------------------------


                                                                                                                         MERRILL
                                  MFS EMERGING       ALLIANCE           EQ/           ALLIANCE                            LYNCH
                                    GROWTH         CONSERVATIVE        PUTNAM          GROWTH           ALLIANCE          WORLD
                                   COMPANIES         INVESTORS        BALANCED        INVESTORS         BALANCED        STRATEGY
                                     FUND              FUND             FUND            FUND              FUND             FUND
                                 --------------   ----------------  -------------  ----------------  ---------------  --------------
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
<S>                                <C>               <C>              <C>              <C>             <C>               <C>
   Cost:  $   48,890,465.......
              18,857,986.......
               6,828,909.......
             925,922,491.......
              25,268,810.......
              23,177,804.......
              12,690,330.......    $12,861,650
             166,060,131.......                      $182,288,276
               3,688,652.......                                       $3,958,884
             708,290,860.......                                                       $823,347,501
             371,159,172.......                                                                        $432,037,458
               3,717,560.......                                                                                          $3,679,634
Receivable for Trust shares
   sold........................             --                 --             --                --               --          55,547
Receivable for policy-
   related transactions........         27,498             73,209         11,388           110,150               --              --

Total Assets...................     12,889,148        182,361,485      3,970,272       823,457,651      432,037,458       3,735,181

LIABILITIES
Payable for Trust shares
   purchased...................         59,447             17,478         11,906           157,733           23,444              --
Payable for policy-
   related transactions........             --                 --             --                --          112,068          55,536
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................      2,454,147            684,710      2,290,579           636,188          742,210       2,094,918

Total Liabilities..............      2,513,594            702,188      2,302,485           793,921          877,722       2,150,454

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............    $10,375,554       $181,659,297     $1,667,787      $822,663,730     $431,159,736      $1,584,727
                                   ===========       ============     ==========      ============     ============      ==========
</TABLE>

See Notes to Financial Statements...
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-4


<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS
FOR  THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                                         FIXED INCOME SERIES:
                                                         ---------------------------------------------------------------------------
                                                                    ALLIANCE MONEY                  ALLIANCE INTERMEDIATE GOVERNMENT
                                                                      MARKET FUND                          SECURITIES FUND
                                                         ------------------------------------   ------------------------------------

                                                           1997          1996         1995         1997         1996         1995
                                                         ----------   ----------   ----------   ----------   ----------   ----------

INCOME AND EXPENSES:
<S>                                                     <C>          <C>          <C>          <C>          <C>          <C>
 Investment Income (Note 2):
  Dividends from the Trusts...........................  $9,754,675   $9,126,793   $9,225,401   $2,914,613   $2,367,498   $2,010,283

  Expenses (Note 3):
  Mortality and expense risk charges..................   1,101,168    1,025,149      954,556      282,422      245,038      197,721
                                                        ----------   ----------   ----------   ----------   ----------   ----------

NET INVESTMENT INCOME.................................   8,653,507    8,101,644    8,270,845    2,632,191    2,122,460    1,812,562
                                                        ----------   ----------   ----------   ----------   ----------   ----------

REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS (Note 2):
  Realized gain (loss) on investments.................    (513,800)   (110,954)     (432,347)     (95,509)    (490,315)    (810,768)
  Realized gain distribution from
    the Trusts........................................      13,435           --           --           --           --           --
                                                        ----------   ----------   ----------   ----------   ----------   ----------

NET REALIZED GAIN (LOSS)..............................    (500,365)    (110,954)    (432,347)     (95,509)    (490,315)    (810,768)

 Unrealized appreciation /(depreciation) on investments:
  Beginning of period.................................      24,023       89,976       32,760     (141,479)     145,522   (2,736,863)
  End of period.......................................     804,349       24,023       89,976      868,053     (141,479)     145,522
                                                        ----------   ----------   ----------   ----------   ----------   ----------

 Change in unrealized appreciation / (depreciation)
  during the period...................................     780,326      (65,953)      57,216    1,009,532     (287,001)   2,882,385
                                                        ----------   ----------   ----------   ----------   ----------   ----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS.......................................
                                                           279,961     (176,907)    (375,131)     914,023     (777,316)   2,071,617
                                                        ==========   ==========   ==========   ==========   ==========   ==========
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS....................................  $8,933,468   $7,924,737   $7,895,714   $3,546,214   $1,345,144   $3,884,179
                                                        ==========   ==========   ==========   ==========   ==========   ==========

<CAPTION>

                                                               FIXED INCOME SERIES (CONTINUED):
                                                           ---------------------------------------
                                                                     ALLIANCE QUALITY
                                                                         BOND FUND
                                                           -------------------------------------

                                                               1997         1996          1995
                                                           ----------   ----------   -----------

INCOME AND EXPENSES:
<S>                                                        <C>           <C>          <C>
 Investment Income (Note 2):
   Dividends from the Trusts.............................  $ 8,869,740   $8,972,983   $ 7,958,285

   Expenses (Note 3):
   Mortality and expense risk charges....................      845,069      869,312       767,627
                                                           -----------   ----------   -----------

NET INVESTMENT INCOME....................................    8,024,671    8,103,671     7,190,658
                                                           -----------   ----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS (Note 2):
  Realized gain (loss) on investments....................    (504,580)   (1,130,915)     (632,666)
  Realized gain distribution from
    the Trusts...........................................          --            --            --
                                                          -----------    ----------   -----------

NET REALIZED GAIN (LOSS).................................    (504,580)   (1,130,915)     (632,666)

 Unrealized appreciation / (depreciation) on investments:
  Beginning of period....................................  (1,961,822)   (2,105,676)  (15,521,200)
  End of period..........................................   2,395,718    (1,961,822)   (2,105,676)
                                                          -----------    ----------   -----------

 Change in unrealized appreciation / (depreciation)
  during the period......................................   4,357,540       143,854    13,415,524
                                                          -----------    ----------   -----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS..........................................   3,852,960      (987,061)   12,782,858
                                                          ===========    ==========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS......................................  $11,877,631    $7,116,610   $19,973,516
                                                          ===========    ==========   ===========
</TABLE>

See Notes to Financial Statements.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.
                                     FSA-5

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                      FIXED INCOME SERIES (CONTINUED):
                                                                   -------------------------------------

                                                                                 ALLIANCE
                                                                                HIGH YIELD
                                                                                  FUND
                                                                  --------------------------------------
                                                                      1997         1996         1995
                                                                  -----------  -----------   -----------

INCOME AND EXPENSES:
<S>                                                               <C>          <C>           <C>
   Investment Income (Note 2):
      Dividends from the Trusts.................................  $12,918,934  $ 8,696,039   $ 6,518,568

   Expenses (Note 3):
      Mortality and expense risk charges........................      789,982      518,429       371,369
                                                                  -----------  -----------   -----------

NET INVESTMENT INCOME...........................................   12,128,952    8,177,610     6,147,199
                                                                  -----------  -----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments.......................      936,554      939,559      (179,454)
      Realized gain distribution from
         the Trusts.............................................    6,365,633    6,119,053            --
                                                                  -----------  -----------   -----------

NET REALIZED GAIN (LOSS)........................................    7,302,187    7,058,612      (179,454)

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period.......................................    5,664,824    3,823,981      (873,103)
      End of period.............................................    8,622,836    5,664,824     3,823,981
                                                                  -----------  -----------   -----------

   Change in unrealized appreciation / (depreciation)
      during the period.........................................    2,958,012    1,840,843     4,697,084
                                                                  -----------  -----------   -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS...............................................   10,260,199    8,899,455     4,517,630
                                                                  ===========  ===========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS..............................................  $22,389,151  $17,077,065   $10,664,829
                                                                  ===========  ===========   ===========


<CAPTION>

                                                                                      EQUITY SERIES:
                                                               ----------------------------------------------------------------
                                                                  T. ROWE     EQ/PUTNAM
                                                               PRICE EQUITY    GROWTH &                 ALLIANCE
                                                                  INCOME     INCOME VALUE           GROWTH & INCOME
                                                                   FUND         FUND                     FUND
                                                               -----------   ----------  --------------------------------------
                                                                  1997*        1997*        1997         1996          1995
                                                                ---------    --------    -----------  -----------  -----------

INCOME AND EXPENSES:
<S>                                                            <C>           <C>         <C>           <C>         <C>
   Investment Income (Note 2):
      Dividends from the Trusts............................    $  145,613    $ 33,273    $   636,335   $  525,200  $  380,677

   Expenses (Note 3):
      Mortality and expense risk charges...................        29,706       9,655        358,997      155,175      69,716
                                                               ----------    --------    -----------   ----------  ----------

NET INVESTMENT INCOME......................................       115,907      23,618        277,338      370,025     310,961
                                                               ----------    --------    -----------   ----------  ----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..................        56,634       1,078        530,421        5,198       2,791
      Realized gain distribution from
         the Trusts........................................        53,840      27,226      5,006,247    1,943,415          --
                                                               ----------    --------    -----------   ----------  ----------

NET REALIZED GAIN (LOSS)...................................       110,474      28,304      5,536,668    1,948,613       2,791

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..................................            --          --      5,074,338    2,123,346    (141,585)
      End of period........................................     1,073,548     269,561     13,021,603    5,074,338   2,123,346
                                                               ----------    --------    -----------   ----------  ----------

   Change in unrealized appreciation / (depreciation)
      during the period....................................     1,073,548     269,561      7,947,265    2,950,992   2,264,931
                                                               ----------    --------    -----------   ----------  ----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..........................................     1,184,022     297,865     13,483,933    4,899,605   2,267,722
                                                               ==========    ========    ===========   ==========  ==========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.........................................    $1,299,929    $321,483    $13,761,271   $5,269,630  $2,578,683
                                                               ==========    ========    ===========   ==========  ==========
</TABLE>


See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                    FSA-6
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                            EQUITY SERIES (CONTINUED):
                                                                          ----------------------------------------------------

                                                                                        ALLIANCE                 MERRILL LYNCH
                                                                                      EQUITY INDEX                BASIC VALUE
                                                                                         FUND                     EQUITY FUND
                                                                          -------------------------------------- ------------
                                                                              1997        1996         1995          1997*
                                                                          ----------- ------------  -----------    --------
INCOME AND EXPENSES:
<S>                                                                       <C>          <C>          <C>            <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................       $ 2,610,223  $ 1,751,848  $   964,775    $ 35,810

   Expenses (Note 3):
      Mortality and expense risk charges...........................           977,620      605,961      289,199       9,349
                                                                          -----------  -----------  -----------    --------

NET INVESTMENT INCOME (LOSS).......................................         1,632,603    1,145,887      675,576      26,461
                                                                          -----------  -----------  -----------    --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................          (414,497)   8,013,073        3,060       6,656
      Realized gain distribution from
         the Trusts................................................           850,437    3,889,944      536,890      33,738
                                                                          -----------  -----------  -----------    --------

NET REALIZED GAIN (LOSS)...........................................           435,940   11,903,017      539,950      40,394

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................        21,448,224   12,451,765     (399,286)         --
      End of period................................................        63,055,426   21,448,224   12,451,765     135,003
                                                                          -----------  -----------  -----------    --------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        41,607,202    8,996,459   12,851,051     135,003
                                                                          -----------  -----------  -----------    --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................        42,043,142   20,899,476   13,391,001     175,397
                                                                          ===========  ===========  ===========    ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................       $43,675,745  $22,045,363  $14,066,577    $201,858
                                                                          ===========  ===========  ===========    ========


<CAPTION>
                                                                                            EQUITY SERIES (CONTINUED):
                                                                          ----------------------------------------------------

                                                                                           ALLIANCE                      MFS
                                                                                         COMMON STOCK                 RESEARCH
                                                                                            FUND                        FUND
                                                                          ----------------------------------------    --------
                                                                              1997          1996          1995          1997*
                                                                          ------------  ------------  ------------    --------
INCOME AND EXPENSES:
<S>                                                                       <C>           <C>           <C>             <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................       $ 10,668,337  $ 11,773,551  $ 14,259,262    $ 20,442

   Expenses (Note 3):
      Mortality and expense risk charges...........................         11,435,936     8,267,795     6,050,368      13,127
                                                                          ------------  ------------  ------------    --------

NET INVESTMENT INCOME (LOSS).......................................           (767,599)    3,505,756     8,208,894       7,315
                                                                          ------------  ------------  ------------    --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................         53,841,049    30,128,838    16,793,683       6,989
      Realized gain distribution from
         the Trusts................................................        164,814,473   157,423,606    63,838,178      81,156
                                                                          ------------  ------------  ------------    --------

NET REALIZED GAIN (LOSS)...........................................        218,655,522   187,552,444    80,631,861      88,145

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................        294,432,897   181,824,279    (2,048,649          --
      End of period................................................        567,231,009   294,432,897   181,824,279     249,382
                                                                          ------------  ------------  ------------    --------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        272,798,112   112,608,618   183,872,928     249,382
                                                                          ------------  ------------  ------------    --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................        491,453,634   300,161,062   264,504,789     337,527
                                                                          ============  ============  ============    ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................       $490,686,035  $303,666,818  $272,713,683    $344,842
                                                                          ============  ============  ============    ========
</TABLE>



See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-7

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                  EQUITY SERIES (CONTINUED):
                                                                           ----------------------------------------

                                                                                           ALLIANCE
                                                                                            GLOBAL
                                                                                             FUND
                                                                           ---------------------------------------
                                                                               1997          1996          1995
                                                                           -----------   -----------   -----------

INCOME AND EXPENSES:
<S>                                                                        <C>           <C>           <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................        $ 8,803,070   $ 7,019,392   $ 5,152,442

   Expenses (Note 3):
      Mortality and expense risk charges...........................          2,805,310     2,314,066     1,743,898
                                                                           -----------   -----------   -----------

NET INVESTMENT INCOME (LOSS).......................................          5,997,760     4,705,326     3,408,544
                                                                           -----------   -----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................         30,411,238     4,971,547     3,049,444
      Realized gain distribution from
         the Trusts................................................         26,426,403    18,802,992     9,214,950
                                                                           -----------   -----------   -----------

NET REALIZED GAIN (LOSS)...........................................         56,837,641    23,774,539    12,264,394

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................         58,618,054    36,525,596     3,130,280
      End of period................................................         46,113,189    58,618,054    36,525,596
                                                                           -----------   -----------   -----------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        (12,504,865)   22,092,458    33,395,316
                                                                           -----------   -----------   -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................         44,332,776    45,866,997    45,659,710
                                                                           ===========   ===========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................        $50,330,536   $50,572,323   $49,068,254
                                                                           ===========   ===========   ===========




<CAPTION>
                                                                                    EQUITY SERIES (CONTINUED):
                                                                  -----------------------------------------------------------------
                                                                                ALLIANCE              T. ROWE PRICE    EMERGING
                                                                              INTERNATIONAL           INTERNATIONAL     MARKETS
                                                                                  FUND                 STOCK FUND     EQUITY FUND
                                                                  -----------------------------------   -----------  --------------
                                                                      1997        1996       1995**        1997*         1997***
                                                                  -----------   ---------   ---------   -----------  --------------

INCOME AND EXPENSES:
<S>                                                               <C>           <C>          <C>         <C>          <C>
   Investment Income (Note 2):
      Dividends from the Trusts................................   $ 1,386,732   $  575,524   $195,500    $   2,393    $    16,623

   Expenses (Note 3):
      Mortality and expense risk charges.......................       297,278      164,149     36,471       26,332          2,862
                                                                  -----------   ----------   --------    ---------    -----------

NET INVESTMENT INCOME (LOSS)...................................     1,089,454      411,375    159,029      (23,939)        13,761
                                                                  -----------   ----------   --------    ---------    -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments......................       (57,635)     (28,490)      (790)     (50,331)       (14,566)
      Realized gain distribution from
         the Trusts............................................     2,325,403      737,771     51,741           --            --
                                                                  -----------    ---------   --------   ----------     ----------

NET REALIZED GAIN (LOSS).......................................     2,267,768      709,281     50,951      (50,331)       (14,566)

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period......................................     1,857,793      667,906         --           --             --
      End of period............................................    (2,793,834)   1,857,793    667,906     (820,718)    (1,079,388)
                                                                  -----------   ----------   --------    ---------    -----------

   Change in unrealized appreciation / (depreciation)
      during the period........................................    (4,651,627)   1,189,887    667,906     (820,718)    (1,079,388)
                                                                  -----------   ----------   --------    ---------    -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..............................................    (2,383,859)   1,899,168    718,857     (871,049)    (1,093,954)
                                                                  ===========   ==========   ========    =========    ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.............................................   $(1,294,405)  $2,310,543   $877,886    $(894,988)   $(1,080,193)
                                                                  ===========   ==========   ========    =========    ===========
</TABLE>

See Notes to Financial Statements.

  *  Commencement of Operations on May 1, 1997.
 **  Commencement of Operations on April 3, 1995.
***  Commencement of Operations on August 20, 1997.
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.

                                     FSA-8
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR  THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                        EQUITY SERIES (CONTINUED):
                                                                        -------------------------------------------------------
                                                                                                                      WARBURG
                                                                                                                       PINCUS
                                                                                         ALLIANCE                      SMALL
                                                                                     AGGRESSIVE STOCK                 COMPANY
                                                                                           FUND                     VALUE FUND
                                                                        ----------------------------------------   ------------
                                                                            1997          1996          1995           1997*
                                                                        -----------   ------------  ------------   ------------

INCOME AND EXPENSES:
<S>                                                                    <C>            <C>           <C>            <C>
   Investment Income (Note 2):

      Dividends from the Trusts......................................  $  1,311,613   $  1,661,263  $  1,268,689   $  21,651

   Expenses (Note 3):
      Mortality and expense risk charges.............................     5,299,127      4,086,388     2,702,978      44,889
                                                                       ------------   ------------  ------------   ---------

NET INVESTMENT INCOME (LOSS).........................................    (3,987,514)    (2,425,125)   (1,434,289)    (23,238)
                                                                       ------------   ------------  ------------   ---------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments............................    28,217,939     30,549,608    11,560,966      29,803
      Realized gain distribution from
         the Trusts..................................................    79,729,154    133,080,595    61,903,470     110,391
                                                                       ------------   ------------  ------------   ---------

NET REALIZED GAIN (LOSS).............................................   107,947,093    163,630,203    73,464,436     140,194

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period............................................    46,617,235     80,271,118    30,761,318          --
      End of period..................................................    32,695,620     46,617,235    80,271,118    (228,709)
                                                                       ------------   ------------  ------------   ---------

   Change in unrealized appreciation / (depreciation)
      during the period..............................................   (13,921,615)   (33,653,883)   49,509,800    (228,709)
                                                                       ------------   ------------  ------------   ---------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS....................................................    94,025,478    129,976,320   122,974,236     (88,515)
                                                                       ============   ============  ============   =========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...................................................  $ 90,037,964   $127,551,195  $121,539,947   $(111,753)
                                                                       ============   ============  ============   =========

<CAPTION>
                                                                  EQUITY SERIES (CONTINUED):           ASSET ALLOCATION SERIES:
                                                                  -------------------------   -------------------------------------
                                                                    ALLIANCE   MFS
                                                                     SMALL   EMERGING
                                                                      CAP     GROWTH                    ALLIANCE
                                                                    GROWTH   COMPANIES          CONSERVATIVE INVESTORS
                                                                     FUND      FUND                      FUND
                                                                   --------  --------         -------------------------------------
                                                                    1997*      1997*             1997          1996         1995
                                                                  --------   --------         -----------  -----------  -----------
INCOME AND EXPENSES:
<S>                                                               <C>        <C>              <C>          <C>          <C>
   Investment Income (Note 2):

      Dividends from the Trusts.................................  $  4,189   $ 24,358         $ 7,217,860  $ 7,737,745  $ 8,169,109

   Expenses (Note 3):
      Mortality and expense risk charges........................    41,540     18,835           1,066,078    1,046,858      921,294
                                                                  --------   --------         -----------  -----------  -----------

NET INVESTMENT INCOME (LOSS)....................................   (37,351)     5,523           6,151,782    6,690,887    7,247,815
                                                                  --------   --------         -----------  -----------  -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments.......................  (609,208)   161,034             818,458     (752,434)    (378,551)
      Realized gain distribution from
         the Trusts.............................................   545,833    296,998           5,486,742    4,429,977    1,068,272
                                                                  --------   --------         -----------  -----------  -----------

NET REALIZED GAIN (LOSS)........................................   (63,375)   458,032           6,305,200    3,677,543      689,721

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period.......................................        --         --           7,700,135   10,362,120   (8,767,697)
      End of period.............................................   771,812    171,320          16,228,145    7,700,135   10,362,120
                                                                  --------   --------         -----------  -----------  -----------

   Change in unrealized appreciation / (depreciation)
      during the period.........................................   771,812    171,320           8,528,010   (2,661,985)  19,129,817
                                                                  --------   --------         -----------  -----------  -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS...............................................   708,437    629,352          14,833,210    1,015,558   19,819,538
                                                                  ========   ========         ===========  ===========  ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS..............................................  $671,086   $634,875         $20,984,992  $ 7,706,445  $27,067,353
                                                                  ========   ========         ===========  ===========  ===========

</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.
                                     FSA-9
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           ASSET ALLOCATION SERIES (CONTINUED):
                                                                ------------------------------------------------------
                                                                   EQ/
                                                                  PUTNAM                     ALLIANCE
                                                                 BALANCED                GROWTH INVESTORS
                                                                   FUND                        FUND
                                                                ---------   ------------------------------------------
                                                                   1997*        1997           1996           1995
                                                                ---------   ------------   ------------   ------------
INCOME AND EXPENSES:
<S>                                                             <C>         <C>            <C>            <C>
   Investment Income (Note 2):
      Dividends from the Trusts..............................   $ 46,468    $ 19,280,574   $ 15,504,412   $ 15,855,901

   Expenses (Note 3):
      Mortality and expense risk charges.....................      2,741       4,570,289      3,746,683      2,796,354
                                                                --------    ------------   ------------   ------------

NET INVESTMENT INCOME........................................     43,727      14,710,285     11,757,729     13,059,547
                                                                --------    ------------   ------------   ------------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments....................        561      10,531,767      1,799,247      1,752,185
      Realized gain distribution from
         the Trusts..........................................     31,119      42,780,443     73,474,967      7,421,853
                                                                --------    ------------   ------------   ------------

NET REALIZED GAIN (LOSS).....................................     31,680      53,312,210     75,274,214      9,174,038

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period....................................         --      67,150,693     81,785,873       (770,693)
      End of period..........................................    270,232     115,056,641     67,150,693     81,785,873
                                                                --------    ------------   ------------   ------------

   Change in unrealized appreciation / (depreciation)
      during the period......................................    270,232      47,905,948    (14,635,180)    82,556,566
                                                                --------    ------------   ------------   ------------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS............................................    301,912     101,218,158     60,639,034     91,730,604
                                                                ========    ============   ============   ============

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...........................................   $345,639    $115,928,443   $ 72,396,763   $104,790,151
                                                                ========    ============   ============   ============
</TABLE>

<TABLE>
<CAPTION>
                                                                                     ASSET ALLOCATION SERIES (CONTINUED):
                                                                           -----------------------------------------------------
                                                                                                                       MERRILL
                                                                                                                        LYNCH
                                                                                           ALLIANCE                     WORLD
                                                                                           BALANCED                    STRATEGY
                                                                                             FUND                        FUND
                                                                           ---------------------------------------     --------
                                                                               1997          1996         1995           1997*
                                                                           -----------   -----------   -----------     --------
INCOME AND EXPENSES:
<S>                                                                        <C>           <C>           <C>             <C>
   Investment Income (Note 2):
      Dividends from the Trusts......................................      $13,756,520   $13,094,730   $12,276,328     $ 17,124

   Expenses (Note 3):
      Mortality and expense risk charges.............................        2,544,300     2,490,188     2,237,982        2,678
                                                                           -----------   -----------   -----------     --------

NET INVESTMENT INCOME................................................       11,212,220    10,604,542    10,038,346       14,446
                                                                           -----------   -----------   -----------     --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments............................        5,910,524      (873,535)   (2,466,524)      (3,626)
      Realized gain distribution from
         the Trusts..................................................       21,117,088    34,113,772    10,894,130       38,995
                                                                           -----------   -----------   -----------     --------

NET REALIZED GAIN (LOSS).............................................       27,027,612    33,240,237     8,427,606       35,369

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period............................................       42,382,824    43,097,187    (2,878,875)          --
      End of period..................................................       60,878,286    42,382,824    43,097,187      (37,926)
                                                                           -----------   -----------   -----------     --------

   Change in unrealized appreciation / (depreciation)
      during the period..............................................       18,495,462      (714,36)    45,976,062      (37,926)
                                                                           -----------   -----------   -----------     --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS....................................................       45,523,074    32,525,874    54,403,668       (2,557)
                                                                           ===========   ===========   ===========     ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...................................................      $56,735,294   $43,130,416   $64,442,014     $ 11,889
                                                                           ===========   ===========   ===========     ========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-10
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                              FIXED INCOME SERIES:
                                                ------------------------------------------------------------------------------------

                                                             ALLIANCE MONEY                    ALLIANCE INTERMEDIATE GOVERNMENT
                                                              MARKET FUND                               SECURITIES FUND
                                                -----------------------------------------   -------------------------------------

                                                    1997           1996          1995          1997          1996        1995
                                                ------------   ------------  ------------   -----------  -----------  -----------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                             <C>            <C>           <C>            <C>          <C>          <C>
   Net investment income.....................   $  8,653,507   $  8,101,644  $  8,270,845   $ 2,632,191  $ 2,122,460  $ 1,812,562
   Net realized gain (loss)..................       (500,365)      (110,954)     (432,347)      (95,509)    (490,315)    (810,768)
   Change in unrealized appreciation /
      (depreciation) on investments..........        780,326        (65,953)       57,216     1,009,532     (287,001)   2,882,385
                                                ------------   ------------  ------------  ------------  -----------  -----------

   Net increase (decrease) in net assets
      from operations........................      8,933,468      7,924,737     7,895,714     3,546,214    1,345,144    3,884,179
                                                ------------   ------------  ------------   -----------  -----------  -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).....................    234,059,930    101,890,108    96,773,056     8,749,531   10,397,104   11,016,347
   Benefits and other policy-related
      transactions (Note 3)..................    (40,687,124)   (38,404,209)  (39,770,849)   (5,971,751)  (7,387,385)  (6,286,070)
   Net transfers among funds.................   (259,049,840)   (36,607,946)    4,776,165     7,704,724    2,645,675      953,149
                                                ------------   ------------  ------------   -----------  -----------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions.......    (65,677,034)    26,877,953    61,778,372    10,482,504    5,655,394    5,683,426
                                                ------------   ------------  ------------   -----------  -----------  -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)..............        (49,726)       (63,127)      (36,640)      (38,337)     (22,170)     (72,636)
                                                ------------   ------------  ------------   -----------  -----------  -----------

INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABL
   TO POLICYOWNERS...........................    (56,793,292)    34,739,563    69,637,446    13,990,381    6,978,368    9,494,969
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,
   BEGINNING OF PERIOD.......................    241,873,094    207,133,531   137,496,085    44,127,412   37,149,044   27,654,075
                                                ============   ============  ============   ===========  ===========  ===========

NET ASSETS ATTRIBUTABLE TO POLICYOWNERS, END
   OF PERIOD.................................   $185,079,802   $241,873,094  $207,133,531   $58,117,793  $44,127,412  $37,149,044
                                                ============   ============  ============   ===========  ===========  ===========
</TABLE>


<TABLE>
<CAPTION>
                                                      FIXED INCOME SERIES (CONTINUED):
                                                ------------------------------------------
                                                              ALLIANCE QUALITY
                                                                  BOND FUND
                                                ------------------------------------------
                                                    1997           1996           1995
                                                ------------   ------------   ------------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                             <C>            <C>            <C>
   Net investment income.....................   $  8,024,671   $  8,103,671   $  7,190,658
   Net realized gain (loss)..................       (504,580)    (1,130,915)      (632,666)
   Change in unrealized appreciation /
      (depreciation) on investments..........      4,357,540        143,854     13,415,524
                                                ------------   ------------   ------------

   Net increase (decrease) in net assets
      from operations........................     11,877,631      7,116,610     19,973,516
                                                ------------   ------------   ------------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).....................      8,423,097      5,753,712      2,516,135
   Benefits and other policy-related
      transactions (Note 3)..................     (3,002,993)   (32,021,058)    (3,189,044)
   Net transfers among funds.................     12,678,032      6,117,471      2,462,969
                                                ------------   ------------   ------------

   Net increase (decrease) in net assets
      from policy-related transactions.......     18,098,136    (20,149,875)     1,790,060
                                                ------------   ------------   ------------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)..............        (49,594)       (39,868)      (712,602)
                                                ------------   ------------   ------------

INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABL
   TO POLICYOWNERS...........................     29,926,173    (13,073,133)    21,050,974
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,
   BEGINNING OF PERIOD.......................    125,214,313    138,287,446    117,236,472
                                                ============   ============   ============

NET ASSETS ATTRIBUTABLE TO POLICYOWNERS, END
   OF PERIOD.................................   $155,140,486   $125,214,313   $138,287,446
                                                ============   ============   ============
</TABLE>

See Notes to Financial Statements.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-11
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                            FIXED INCOME SERIES (CONTINUED):
                                                       -------------------------------------

                                                                        ALLIANCE
                                                                       HIGH YIELD
                                                                         FUND
                                                       --------------------------------------
                                                           1997          1996         1995
                                                       -----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                                   <C>           <C>           <C>
FROM OPERATIONS:
   Net investment income............................  $ 12,128,952  $  8,177,610  $ 6,147,199
   Net realized gain (loss).........................     7,302,187     7,058,612     (179,454)
   Change in unrealized appreciation /
      (depreciation) on investments.................     2,958,012     1,840,843    4,697,084
                                                      ------------  ------------  -----------

   Net increase (decrease) in net assets
      from operations...............................    22,389,151    17,077,065   10,664,829
                                                      ------------  ------------ ------------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)............................    26,933,221    19,454,716   15,333,474
   Benefits and other policy-
      related transactions (Note 3).................   (14,530,462)  (16,165,764)  (8,211,013)
   Net transfers among funds........................    26,385,799     9,301,980    4,789,450
                                                       -----------  ------------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions..............    38,788,558    12,590,932   11,911,911
                                                      ------------  ------------ ------------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).....................      (189,179)     (209,120)    (100,679)
                                                      ------------  ------------ ------------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.....................    60,988,530    29,458,877   22,476,061
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD................   101,389,839    71,930,962   49,454,901
                                                      ------------  ------------  -----------
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD......................  $162,378,369  $101,389,839  $71,930,962
                                                      ============  ============  ===========
</TABLE>

<TABLE>
<CAPTION>
                                                                                 EQUITY SERIES:
                                                      ---------------------------------------------------------------------
                                                                       EQ/PUTNAM
                                                      T. ROWE PRICE     GROWTH &                   ALLIANCE
                                                      EQUITY INCOME   INCOME VALUE              GROWTH & INCOME
                                                          FUND            FUND                       FUND
                                                      -------------  -------------  ---------------------------------------
                                                           1997*         1997*          1997          1996          1995
                                                       -----------    ----------    -----------   -----------   -----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                                    <C>            <C>           <C>           <C>           <C>
FROM OPERATIONS:
   Net investment income............................   $   115,907    $   23,618    $   277,338   $   370,025   $   310,961
   Net realized gain (loss).........................       110,474        28,304      5,536,668     1,948,613         2,791
   Change in unrealized appreciation /
      (depreciation) on investments.................     1,073,548       269,561      7,947,265     2,950,992     2,264,931
                                                       -----------    ----------    -----------   -----------   -----------

   Net increase (decrease) in net assets
      from operations...............................     1,299,929       321,483     13,761,271     5,269,630     2,578,683
                                                       -----------    ----------    -----------   -----------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)............................     2,540,460     1,149,748     17,923,903    11,382,745     6,464,035
   Benefits and other policy-
      related transactions (Note 3).................      (351,660)     (154,351)    (6,498,823)   (2,909,569)   (1,385,132)
   Net transfers among funds........................    14,259,773     4,539,465     25,301,886     5,211,758     5,274,221
                                                       -----------    ----------    -----------   -----------   -----------

   Net increase (decrease) in net assets
      from policy-related transactions..............    16,448,573     5,534,862     36,726,966    13,684,934    10,353,124
                                                       -----------    ----------    -----------   -----------   -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).....................     (285,438)      (191,983)      (107,895)     (106,424)     (221,877)
                                                       -----------    ----------    -----------   -----------   -----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.....................    17,463,064     5,664,362     50,380,342    18,848,140    12,709,930
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD................            --            --     37,466,453    18,618,313     5,908,383
                                                       -----------    ----------    -----------   -----------   -----------
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD......................   $17,463,064    $5,664,362    $87,846,795   $37,466,453   $18,618,313
                                                       ===========    ==========    ===========   ===========   ===========
</TABLE>


See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-12


<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           EQUITY SERIES (CONTINUED):
                                                          ------------------------------------------------------

                                                                                                      MERRILL
                                                                         ALLIANCE                   LYNCH BASIC
                                                                       EQUITY INDEX                    VALUE
                                                                           FUND                     EQUITY FUND
                                                          ---------------------------------------   ------------

                                                             1997        1996          1995          1997*
                                                         ------------  ----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                                    <C>           <C>           <C>           <C>
   Net investment income.............................  $  1,632,603    1,145,887   $   675,576   $   26,461
   Net realized gain (loss)..........................       435,940   11,903,017       539,950       40,394
   Change in unrealized appreciation /
      (depreciation) on investments..................    41,607,202    8,996,459    12,851,051      135,003
                                                       ------------  -----------   -----------   ----------

   Net increase (decrease) in net assets
      from operations................................    43,675,745   22,045,363    14,066,577      201,858
                                                       ------------  ------------  -----------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).............................    53,262,239   33,692,683    10,308,871    1,097,822
   Benefits and other policy-
      related transactions (Note 3)..................   (18,975,147) (56,493,042)   (2,111,532)    (135,034)
   Net transfers among funds.........................    67,867,827   23,434,912    18,305,589    4,661,128
                                                       ------------  -----------   -----------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions...............   102,154,919      634,553    26,502,928    5,623,916
                                                       ------------   ----------   -----------   ----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)......................      (136,089)     (66,020)      (71,293)    (204,337)
                                                       ------------  -----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS......................   145,694,575   22,613,896    40,498,212    5,621,437
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD.................    94,237,511   71,623,615    31,125,403           --
                                                       ------------  -----------   -----------   ----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD.......................  $239,932,086  $94,237,511   $71,623,615   $5,621,437
                                                       ============  ===========   ===========   ==========

<CAPTION>

                                                                          EQUITY SERIES (CONTINUED):
                                                        ----------------------------------------------------------------

                                                                               ALLIANCE                         MFS
                                                                             COMMON STOCK                     RESEARCH
                                                                                 FUND                           FUND
                                                         ------------------------------------------------     ----------

                                                              1997             1996              1995            1997*
                                                         --------------   --------------   --------------     ---------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                                    <C>              <C>              <C>               <C>
   Net investment income.............................  $     (767,599)  $    3,505,756   $    8,208,894    $    7,315
   Net realized gain (loss)..........................     218,655,522      187,552,444       80,631,861        88,145
   Change in unrealized appreciation /
      (depreciation) on investments..................     272,798,112      112,608,618      183,872,928       249,382
                                                       --------------   --------------   --------------    ----------

   Net increase (decrease) in net assets
      from operations................................     490,686,035      303,666,818      272,713,683       344,842
                                                       ---------------  ---------------  ---------------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).............................     282,279,826      271,193,481      216,068,996     1,177,137
   Benefits and other policy-
      related transactions (Note 3)..................    (199,662,183)    (154,302,728)    (118,456,643)     (162,042)
   Net transfers among funds.........................      56,849,823        4,064,266      (34,354,864)    6,389,251
                                                       --------------   --------------   --------------    -----------

   Net increase (decrease) in net assets
      from policy-related transactions...............     139,467,466      120,955,019       63,257,489     7,404,346
                                                       --------------   --------------   ----------------  -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)......................         (86,740)        (429,232)        (392,099)     (321,159)
                                                       --------------   --------------   --------------    ----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS......................     630,066,761      424,192,605      335,579,073     7,428,029
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD.................   1,570,777,879    1,146,585,274      811,006,201            --
                                                       --------------    -------------   --------------    ----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD.......................  $2,200,844,640   $1,570,777,879   $1,146,585,274    $7,428,029
                                                       ==============   ==============   ==============    ==========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-13
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                                                            EQUITY SERIES (CONTINUED):
                                           ----------------------------------------------------------------------------------------


                                                            ALLIANCE                                   ALLIANCE
                                                             GLOBAL                                  INTERNATIONAL
                                                              FUND                                       FUND
                                           -------------------------------------------  -------------------------------------------
                                               1997           1996           1995           1997             1996          1995**
                                           -------------   -----------   -------------  --------------  --------------  -----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>            <C>            <C>            <C>              <C>            <C>
FROM OPERATIONS:
   Net investment income ...............   $  5,997,760   $  4,705,326   $  3,408,544   $ 1,089,454      $  411,375     $   159,029
   Net realized gain (loss) ............     56,837,641     23,774,539     12,264,394     2,267,768         709,281          50,951
   Change in unrealized appreciation /
      (depreciation) on investments ....    (12,504,865)    22,092,458     33,395,316    (4,651,627)      1,189,887         667,906
                                           ------------   ------------   ------------   -----------      ----------     -----------

   Net increase (decrease) in net assets
      from operations ..................     50,330,536     50,572,323     49,068,254    (1,294,405)       2,310,543        877,886
                                           ------------   ------------   ------------   -----------      -----------    -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3) ...............     85,714,413     96,457,308     92,666,618    14,198,839       12,055,154      2,028,670
   Benefits and other policy-
      related transactions (Note 3) ....    (48,793,564)   (43,292,191)   (37,507,499)   (4,716,765)      (2,295,079)      (339,723)
   Net transfers among funds ...........    (89,131,113)    (4,363,741)   (12,472,104)   (3,886,303)      17,095,516      9,885,952
                                           ------------   ------------   ------------   -----------      -----------    -----------

   Net increase (decrease) in net assets
      from policy-related transactions .    (52,210,264)    48,801,376     42,687,015     5,595,771       26,855,591     11,574,899
                                           ------------   ------------   ------------   -----------      -----------    -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4) ........       (147,270)       (93,415)       (96,720)      (27,091)         (21,865)       (20,847)
                                           ------------   ------------   ------------   -----------      -----------    -----------
INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS ........     (2,026,998)    99,280,284     91,658,549     4,274,275       29,144,269     12,431,938
NET ASSETS ATTRIBUTABLE TO .............             --             --             --            --               --             --
   POLICYOWNERS, BEGINNING OF PERIOD ...    432,777,304    333,497,020    241,838,471    41,576,207       12,431,938             --
                                           ------------   ------------   ------------   -----------      ------------   -----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD .........   $430,750,306   $432,777,304   $333,497,020   $45,850,482      $41,576,207    $12,431,938
                                           ============   ============   ============   ===========      ===========    ===========
</TABLE>

                                                  EQUITY SERIES (CONTINUED):
                                               -------------------------------
                                                                 MORGAN
                                                                STANLEY
                                              T. ROWE PRICE     EMERGING
                                               INTERNATIONAL    MARKETS
                                                STOCK FUND     EQUITY FUND
                                               -------------  ---------------
                                                   1997*           1997***
                                               -------------  ---------------

INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
   Net investment income....................    $  (23,939)   $    13,761
   Net realized gain (loss).................       (50,331)       (14,566)
   Change in unrealized appreciation /
      (depreciation) on investments.........      (820,718)    (1,079,388)
                                                ----------    -----------

   Net increase (decrease) in net assets
      from operations.......................      (894,988)    (1,080,193)
                                                ----------    -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)....................      2,268,440       323,739
   Benefits and other policy-
      related transactions (Note 3).........       (295,221)       (7,501)
   Net transfers among funds................     12,953,165     2,483,527
                                               ------------   -----------

   Net increase (decrease) in net assets
      from policy-related transactions......     14,926,384     2,799,765
                                                -----------   -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).............         60,283       807,804
                                                -----------   -----------
INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.............     14,091,679     2,527,376
NET ASSETS ATTRIBUTABLE TO                      -----------   -----------
   POLICYOWNERS, BEGINNING OF PERIOD........             --            --
                                                -----------   -----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD..............    $14,091,679   $ 2,527,376
                                                ===========   ===========

See Notes to Financial Statements.

  *  Commencement of Operations on May 1, 1997.
 **  Commencement of Operations on April 3, 1995.
***  Commencement of Operations on August 20, 1997.
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.

                                     FSA-14
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>


                                                                        EQUITY SERIES (CONTINUED):
                                         -------------------------------------------------------------------------------------


                                                               ALLIANCE                       WARBURG PINCUS    ALLIANCE SMALL
                                                           AGGRESSIVE STOCK                    SMALL COMPANY      CAP GROWTH
                                                                 FUND                           VALUE FUND          FUND
                                         -------------------------------------------------  -----------------  ----------------
                                               1997              1996             1995             1997*            1997*
                                         ---------------   ---------------   -------------  -----------------  ----------------


INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $ (3,987,514)    $ (2,425,125)    $ (1,434,289)    $   (23,238)     $   (37,351)
   Net realized gain (loss) ............    107,947,093      163,630,203       73,464,436         140,194          (63,375)
   Change in unrealized appreciation /                                                                       
      (depreciation) on investments ....    (13,921,615)     (33,653,883)      49,509,800        (228,709)         771,812
                                           ------------     ------------     ------------     -----------      -----------
   Net increase (decrease) in net assets                                                                     
      from operations ..................     90,037,964        7,551,195      121,539,947        (111,753          671,086
                                           ------------     ------------     ------------     -----------      -----------

FROM POLICY-RELATED TRANSACTIONS:                                                                            
   Net premiums (Note 3) ...............    179,662,167      167,830,465      121,962,483       4,397,634        2,947,848
   Benefits and other policy-                                                                                
      related transactions (Note 3) ....    107,529,554)     (85,246,883)     (63,165,185)       (608,891)        (599,875)
   Net transfers among funds ...........      1,712,877       28,481,572       19,367,834      20,737,304       19,670,856
                                           ------------     ------------     ------------     -----------      -----------

   Net increase (decrease) in net assets                                                                     
      from policy-related transactions .     73,845,490      111,065,154       78,165,132      24,526,047       22,018,829
                                           ------------     ------------     ------------     -----------      -----------

NET (INCREASE) DECREASE IN AMOUNT                                                                            
   RETAINED BY EQUITABLE LIFE IN                                                                             
   SEPARATE ACCOUNT FP (Note 4) ........       (442,155)        (205,349)        (188,813)       (114,120)        (324,052
                                           ------------     ------------     ------------     -----------      -----------
                                                                                                             
INCREASE (DECREASE) IN NET ASSETS                                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........    163,441,299      238,411,000      199,516,266      24,300,174       22,365,863
NET ASSETS ATTRIBUTABLE TO                                                                                   
   POLICYOWNERS, BEGINNING OF PERIOD ...    793,599,131      555,188,131      355,671,865              --               --
                                           ------------     ------------     ------------     -----------      -----------

NET ASSETS ATTRIBUTABLE TO                                                                                   
   POLICYOWNERS, END OF PERIOD .........   $957,040,430     $793,599,131     $555,188,131     $24,300,174      $22,365,863
                                           ============     ============     ============     ===========      ===========
</TABLE>   

<TABLE>
<CAPTION>

                                                EQUITY
                                                SERIES
                                              (CONTINUED):               ASSET ALLOCATION SERIES:
                                           ---------------- -----------------------------------------------
                                             MFS EMERGING                       ALLIANCE
                                                GROWTH                    CONSERVATIVE INVESTORS
                                            COMPANIES FUND                        FUND
                                           ---------------- -------------    --------------   -------------
                                                1997*            1997             1996            1995
                                           ---------------- -------------    --------------   -------------
<S>                                        <C>              <C>              <C>              <C>         
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
   Net investment income ...............   $     5,523      $  6,151,782     $  6,690,887     $  7,247,815
   Net realized gain (loss) ............       458,032         6,305,200        3,677,543          689,721
   Change in unrealized appreciation /                                                     
      (depreciation) on investments ....       171,320         8,528,010       (2,661,985)      19,129,817
                                           -----------      ------------     ------------     ------------
   Net increase (decrease) in net assets                                                   
      from operations ..................       634,875        20,984,992        7,706,445       27,067,353
                                           -----------      ------------     ------------     ------------

FROM POLICY-RELATED TRANSACTIONS:                                                          
   Net premiums (Note 3) ...............     1,598,358        30,425,833       38,133,118       41,419,959
   Benefits and other policy-                                                              
      related transactions (Note 3) ....      (294,924)      (24,998,155)     (25,456,269      (22,866,003)
   Net transfers among funds ...........     8,886,415       (18,978,233)     (18,095,700       (3,379,296
                                           -----------      ------------     ------------     ------------

   Net increase (decrease) in net assets                                                   
      from policy-related transactions .    10,189,849       (13,550,555)      (5,418,851       15,174,660
                                           -----------      ------------     ------------     ------------

NET (INCREASE) DECREASE IN AMOUNT                                                          
   RETAINED BY EQUITABLE LIFE IN                                                           
   SEPARATE ACCOUNT FP (Note 4) ........      (449,170)         (113,620)         (36,213          (95,412)
                                           -----------      ------------     ------------     ------------

INCREASE (DECREASE) IN NET ASSETS                                                          
   ATTRIBUTABLE TO POLICYOWNERS ........    10,375,554         7,320,817        2,251,381       42,146,601
NET ASSETS ATTRIBUTABLE TO                                                                 
   POLICYOWNERS, BEGINNING OF PERIOD ...            --       174,338,480      172,087,099      129,940,498
                                           -----------      ------------     ------------     ------------

NET ASSETS ATTRIBUTABLE TO                                                                 
   POLICYOWNERS, END OF PERIOD .........   $10,375,554      $181,659,297     $174,338,480     $172,087,099
                                           ===========      ============     ============     ============
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-15

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                                           ASSET ALLOCATION SERIES (CONTINUED):
                                           ----------------------------------------------------------------
                                              EQ/PUTNAM                         ALLIANCE
                                              BALANCED                      GROWTH INVESTORS
                                                FUND                              FUND
                                           ---------------  -----------------------------------------------
                                                1997*            1997             1996             1995
                                           ---------------  -------------    --------------   -------------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $   43,727       $ 14,710,285     $ 11,757,729     $ 13,059,547
   Net realized gain (loss) ............       31,680         53,312,210       75,274,214        9,174,038
   Change in unrealized appreciation /                                                       
      (depreciation) on investments ....      270,232         47,905,948      (14,635,180)      82,556,566
                                           ----------       ------------     ------------     ------------

   Net increase (decrease) in net assets                                                     
      from operations ..................      345,639        115,928,443       72,396,763      104,790,151
                                           ----------       ------------     ------------     ------------

FROM POLICY-RELATED TRANSACTIONS:                                                            
   Net premiums (Note 3) ...............      213,829        139,280,509      159,654,177      155,616,059
   Benefits and other policy-related                                                         
      transactions (Note 3) ............      (60,092)       (95,656,635)     (81,943,749)     (68,357,709)
   Net transfers among funds ...........    1,458,185        (35,207,298)      (7,652,116)      (3,269,896)
                                           ----------       ------------     ------------     ------------
                                                                                             
   Net increase (decrease) in net assets                                                     
      from policy related-transactions..    1,611,922          8,416,576       70,058,312       83,988,454
                                           ----------       ------------     ------------     ------------

NET (INCREASE) DECREASE IN AMOUNT                                                            
   RETAINED BY EQUITABLE LIFE                                                                
   IN SEPARATE ACCOUNT FP (Note 4) .....     (289,774)            79,090          (93,120)        (120,493)
                                           ----------       ------------     ------------     ------------

INCREASE (DECREASE) IN NET ASSETS                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........    1,667,787        124,424,109      142,361,955      188,658,112
NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, BEGINNING OF PERIOD .........           --        698,239,621      555,877,666      367,219,554
                                           ==========       ============     ============     ============

NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, END OF PERIOD ...............   $1,667,787       $822,663,730     $698,239,621     $555,877,666
                                           ==========       ============     ============     ============
</TABLE>

<TABLE>
<CAPTION>

                                                        ASSET ALLOCATION SERIES (CONTINUED):
                                           ----------------------------------------------------------------
                                                                                                  MERRILL
                                                                                                   LYNCH
                                                               ALLIANCE                            WORLD
                                                               BALANCED                          STRATEGY
                                                                 FUND                              FUND
                                           -----------------------------------------------    -------------
                                                1997             1996             1995             1997*
                                           -------------    -------------    -------------    -------------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $ 11,212,220     $ 10,604,542     $ 10,038,346     $   14,446
   Net realized gain (loss) ............     27,027,612       33,240,237        8,427,606         35,369
   Change in unrealized appreciation /                                                       
      (depreciation) on investments ....     18,495,462         (714,363)      45,976,062        (37,926)
                                           ------------     ------------     ------------     ----------

   Net increase (decrease) in net assets                                                     
      from operations ..................     56,735,294       43,130,416       64,442,014         11,889
                                           ------------     ------------     ------------     ----------

FROM POLICY-RELATED TRANSACTIONS:                                                            
   Net premiums (Note 3) ...............     48,722,966       60,530,048       63,451,955        334,133
   Benefits and other policy-related                                                         
      transactions (Note 3) ............    (48,611,396)     (50,274,632)     (48,742,571)       (41,646)
   Net transfers among funds ...........    (55,377,177)     (22,122,080)     (18,908,540)     1,374,499
                                           ------------     ------------     ------------     ----------

   Net increase (decrease) in net assets                                                     
      from policy related-transactions .    (55,265,607)     (11,866,664)      (4,199,156)     1,666,986
                                           ------------     ------------     ------------     ----------

NET (INCREASE) DECREASE IN AMOUNT                                                            
   RETAINED BY EQUITABLE LIFE                                                                
   IN SEPARATE ACCOUNT FP (Note 4) .....         (4,006)        (134,906)         (93,214)       (94,148)
                                           ------------     ------------     ------------     ----------

INCREASE (DECREASE) IN NET ASSETS                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........      1,465,681       31,128,846       60,149,644      1,584,727
NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, BEGINNING OF PERIOD .........    429,694,055      398,565,209      338,415,565             --
                                           ============     ============     ============     ==========

NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, END OF PERIOD ...............   $431,159,736     $429,694,055     $398,565,209     $1,584,727
                                           ============     ============     ============     ==========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-16

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS
December 31, 1997

1.  General

    Effective  January  1,  1997  Equitable   Variable  Life  Insurance  Company
    ("Equitable  Variable  Life" ) was merged into The Equitable  Life Assurance
    Society  of the United  States  ("Equitable  Life" ). From  January 1, 1997,
    Equitable  Life is  liable  in  place  of  Equitable  Variable  Life for the
    liabilities   and   obligations  of  Equitable   Variable  Life,   including
    liabilities under policies and contracts issued by Equitable  Variable Life,
    and all of Equitable Variable Life's assets became assets of Equitable Life.
    The  merger  had no  effect  on the  net  assets  of  the  Separate  Account
    attributable to contract owners.

    Equitable  Life  Separate  Account FP (the  Account) is  organized as a unit
    investment trust, a type of investment  company,  and is registered with the
    Securities and Exchange Commission under the Investment Company Act of 1940.
    The Account  consists of twenty-four  investment  funds:  the Alliance Money
    Market Fund,  the Alliance  Intermediate  Government  Securities  Fund,  the
    Alliance  Quality  Bond Fund,  the Alliance  High Yield Fund,  T. Rowe Price
    Equity Income Fund, the EQ/Putnam Growth and Income Value Fund, the Alliance
    Equity Index Fund,  the Merrill Lynch Basic Value Equity Fund,  the Alliance
    Common Stock Fund,  the MFS Research  Fund,  the Alliance  Global Fund,  the
    Alliance International Fund, the T. Rowe Price International Stock Fund, the
    Morgan Stanley Emerging  Markets Equity Fund, the Alliance  Aggressive Stock
    Fund,  the Warburg  Pincus Small Company Value Fund,  the Alliance Small Cap
    Growth Fund, MFS Emerging Growth  Companies Fund, the Alliance  Conservative
    Investors Fund, the EQ/Putnam  Balanced Fund, the Alliance Growth  Investors
    Fund, the Alliance  Balanced Fund, and the Merrill Lynch World Strategy Fund
    ("the  Funds").  The  assets  in each  fund  are  invested  in  shares  of a
    corresponding portfolio (Portfolio) of a mutual fund, Class IA shares of The
    Hudson  River Trust (HR Trust) or Class IB shares of EQ  Advisors  Trust (EQ
    Trust)  (Collectively  known as the Trusts).  Class IA shares are offered at
    net asset value and are not subject to distribution fees imposed pursuant to
    a distribution plan. Class IB shares are offered at net asset values and are
    subject to  distribution  fees imposed under a distribution  plan adopted in
    1997  pursuant  to Rule 12b-1 under the 1940 Act.  The Trusts are  open-end,
    diversified  management  investment  companies that invest separate  account
    assets of  insurance  companies.  Each  Portfolio  has  separate  investment
    objectives.

    The Account supports the operations of Incentive Life,  Incentive Life 2000,
    Incentive Life  Plus,(SM),  IL  Protector,(SM),  IL COLI,  flexible  premium
    variable life insurance  policies,  Champion 2000, modified premium variable
    whole life insurance  policies,  Survivorship  2000,  flexible premium joint
    survivorship  variable life insurance policies,  and SP-Flex,  variable life
    insurance  policies  with  additional  premium  option,  collectively,   the
    "Policies."  The Incentive Life 2000,  Champion 2000 and  Survivorship  2000
    policies  are herein  referred to as the "Series 2000  Policies."  Incentive
    Life  Plus  (SM)  policies  offered  with a  prospectus  dated  on or  after
    September  15,  1995,  are  referred to as  Incentive  Life Plus (SM) Second
    Series.  Incentive  Life Plus policies  issued with a prior  prospectus  are
    referred to as Incentive Life Plus Original Series.  All Policies are issued
    by Equitable  Life.  The assets of the Account are the property of Equitable
    Life.  However,  the portion of the  Account's  assets  attributable  to the
    Policies will not be chargeable  with  liabilities  arising out of any other
    business Equitable Life may conduct.

    Policyowners may allocate amounts in their individual  accounts to the Funds
    of the  Account  and/or  (except  for SP-Flex  policies)  to the  guaranteed
    interest  account of Equitable  Life's  General  Account.  Net  transfers to
    (from) the  guaranteed  interest  account of the  General  Account and other
    Separate Accounts of $165,714,430, $(7,511,567) and $6,569,672 for the years
    ended 1997, 1996 and 1995, respectively, are included in Net Transfers among
    Funds.  The net assets of any Fund of the  Account  may not be less than the
    aggregate of the policyowners'  accounts allocated to that Fund.  Additional
    assets are set aside in Equitable  Life's General Account to provide for (1)
    the unearned  portion of the monthly  charges for mortality  costs,  and (2)
    other policy benefits, as required under the state insurance law.

2.  Significant Accounting Policies

    The  accompanying  financial  statements  are  prepared in  conformity  with
    generally  accepted   accounting   principles  (GAAP).  The  preparation  of
    financial  statements  in conformity  with GAAP requires  management to make
    estimates  and  assumptions  that affect the reported  amounts of assets and
    liabilities and disclosure of contingent  assets and liabilities at the date
    of the  financial  statements  and the  reported  amounts  of  revenues  and
    expenses during the reporting period. Actual results could differ from those
    estimates.

    Investments  are made in shares of the Trust and are valued at the net asset
    values  per  share of the  respective  Portfolios.  The net  asset  value is
    determined  by the Trust  using the market or fair  value of the  underlying
    assets of the Portfolio less liabilities.

    Investment  transactions  are  recorded  on the trade  date.  Dividends  are
    recorded by HR Trust as income at the end of each quarter on the ex-dividend
    date  and by EQ Trust in the  fourth  quarter.  Dividend  and  capital  gain
    distributions are automatically reinvested on the ex-dividend date. Realized
    gains and losses  include  gains and losses on  redemptions  of the  Trust's
    shares  (determined  on the identified  cost basis) and Trust  distributions
    representing  the net realized gains on Trust  investment  transactions  are
    distributed by the Trust at the end of each year.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-17

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997

2.  Significant Accounting Policies (Continued)

    The  operations  of the Account are  included  in the  consolidated  Federal
    income tax return of Equitable  Life.  Under the provisions of the Policies,
    Equitable  Life has the right to charge the Account  for Federal  income tax
    attributable  to the Account.  No charge is currently being made against the
    Account for such tax since,  under current tax law,  Equitable  Life pays no
    tax on  investment  income and capital  gains  reflected  in  variable  life
    insurance  policy  reserves.  However,  Equitable  Life retains the right to
    charge for any Federal  income tax  incurred  which is  attributable  to the
    Account if the law is changed.  Charges for state and local  taxes,  if any,
    attributable to the Account also may be made.

3.  Asset Charges

    Under the Policies,  Equitable Life assumes mortality and expense risks and,
    to cover these risks,  charges the daily net assets of the Account currently
    at annual rates of 0.60% of the net assets  attributable  to Incentive Life,
    Incentive  Life 2000,  Incentive  Life Plus Second  Series and Champion 2000
    policyowners,   0.90%  of  net  assets  attributable  to  Survivorship  2000
    policyowners,  0.80% for IL  Protector  policyowners,  and 0.85% for SP-Flex
    policyowners.  Incentive Life Plus Original Series,  and IL COLI deduct this
    charge of 0.85% from the Policy Account. Under SP-Flex,  Equitable Life also
    charges the daily net assets of the Account for mortality and administrative
    costs of 0.60%  and  0.35%,  respectively,  of net  assets  attributable  to
    SP-Flex policies.

    Under  Incentive  Life,  Incentive  Life Plus,  Series 2000 and IL Protector
    policies,  mortality and administrative  charges are assessed in a different
    manner than SP-Flex policies.

    Before  amounts are remitted to the Account for  Incentive  Life,  Incentive
    Life Plus, IL COLI, and the Series 2000  Policies,  Equitable Life deducts a
    charge  for taxes and either an initial  policy  fee  (Incentive  Life) or a
    premium sales charge  (Incentive  Life Plus,  and Series 2000 Policies) from
    premiums.  Under  SP-Flex,  the entire  initial  premium is allocated to the
    Account.  Before any additional  premiums under SP-Flex are allocated to the
    Account, however, an administrative charge is deducted.

    The  amounts  attributable  to  Incentive  Life,  Incentive  Life  Plus,  IL
    Protector,  IL COLI, and the Series 2000 policyowners' accounts are assessed
    monthly by Equitable Life for mortality and  administrative  charges.  These
    charges are withdrawn  from the Accounts  along with amounts for  additional
    benefits.   Under  the   Policies,   amounts  for   certain   policy-related
    transactions  (such as policy loans and  surrenders)  are transferred out of
    the Separate Account.

4.  Amounts Retained by Equitable Life in Separate Account FP

    The amount  retained by  Equitable  Life  (surplus)  in the  Account  arises
    principally  from (1)  contributions  from Equitable Life, (2) mortality and
    expense charges and administrative  charges accumulated in the account,  and
    (3) that portion,  determined ratably,  of the Account's  investment results
    applicable  to those  assets in the  Account in excess of the net assets for
    the Policies.  Amounts retained by Equitable Life are not subject to charges
    for mortality and expense charges and administrative charges.

    Amounts  retained by Equitable Life in the Account may be transferred at any
    time by Equitable Life to its General Account.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-18

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997

4.  Amounts Retained by Equitable Life in Separate Account FP (Continued)

The following table shows the surplus  contributions  (withdrawals) by Equitable
Life by investment fund:

<TABLE>
<CAPTION>

                                                                         YEARS ENDED DECEMBER 31,
                                                                -------------------------------------------
           INVESTMENT FUND                                          1997           1996           1995
           ---------------                                          ----           ----           ----
         <S>                                                     <C>             <C>           <C>
          Fixed Income Series:
               Alliance Money Market                                      --            --     $  (250,000)
               Alliance Intermediate Government Securities                --            --        (165,000)
               Alliance Quality Bond                                      --     $(125,000)     (4,800,000)
               Alliance High Yield                                        --            --        (100,000)
           Equity Series:
               T. Rowe Price Equity Income                       $ 1,300,000            --              --
               EQ/Putnam Growth & Income Value                     1,200,000            --              --
               Alliance Growth & Income                                   --       (75,000)       (685,000)
               Alliance Equity Index                                      --            --              --
               Merrill Lynch Basic Value Equity                    1,200,000            --              --
               Alliance Common Stock                                      --      (185,000)       (630,000)
               MFS Research                                        2,000,000            --              --
               Alliance Global                                            --            --        (130,000)
               Alliance International                                     --            --         200,000
               T. Rowe Price International Stock                   4,000,000            --              --
               Morgan Stanley Emerging Markets Equity              4,000,000            --              --
               Alliance Aggressive Stock                                  --      (125,000)       (350,000)
               Warburg Pincus Small Company Value                    600,000            --              --
               Alliance Small Cap Growth                           1,200,000            --              --
               MFS Emerging Growth Companies                       2,000,000            --              --
           Asset Allocation Series:
               Alliance Conservative Investors                            --       (80,000)             --
               EQ/Putnam Balanced                                  2,000,000            --              --
               Alliance Growth Investors                                  --      (175,000)             --
               Alliance Balanced                                          --       (90,000)             --
               Merrill Lynch World Strategy                        2,000,000            --              --
</TABLE>


5.  Distribution and Servicing Agreement

    Equitable Life has entered into a Distribution and Servicing  Agreement with
    EQ Financial  Consultants Inc.,  whereby  registered  representatives  of EQ
    Financial  Consultants  Inc.,  authorized as variable life insurance  agents
    under  applicable  state insurance  laws, sell the Policies.  The registered
    representatives are compensated on a commission basis by Equitable Life.

6.  Investment Returns

    The tables on the following pages show the gross and net investment  returns
    with  respect to the Funds for the  periods  shown.  The net return for each
    Fund is based upon  beginning  and ending net assets for a policy and is not
    based on the average net assets in the Fund during such period. Gross return
    is equal to the total return earned by the underlying Trust investment.

    The  Separate  Account  rates of  return  attributable  to  Incentive  Life,
    Incentive  Life 2000,  Incentive  Life Plus Second  Series and Champion 2000
    policyowners  are different than those  attributable to  Survivorship  2000,
    Incentive Life Plus Original Series,  IL Protector,  IL COLI, and to SP-Flex
    policyowners  because  asset  charges are deducted at different  rates under
    each policy (see Note 3).

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-19
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN:
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*

<TABLE>
<CAPTION>

FIXED INCOME SERIES:

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%    3.56%    6.18%    8.24%     9.18%    7.32%
Net return................      4.79%    4.70%    5.11%    3.39%     2.35%    2.94%    5.55%    7.59%     8.53%    6.68%

<CAPTION>

                                                                                      APRIL 1(A) TO
ALLIANCE INTERMEDIATE                        YEARS ENDED DECEMBER 31,                  DECEMBER 31,
                              ------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1997     1996     1995      1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----         ----
<S>                             <C>      <C>     <C>      <C>         <C>     <C>          <C>
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%    5.60%        12.26%
Net return................      6.65%    3.15%   12.65%   (4.95)%     9.88%   4.96%        11.60%

<CAPTION>
                                                                   OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,        DECEMBER 31,
                              -----------------------------------------------------
ALLIANCE QUALITY BOND FUND      1997     1996     1995      1994        1993
- --------------------------      ----     ----     ----      ----        ----
<S>                             <C>      <C>     <C>      <C>          <C>
Gross return..............      9.14%    5.36%   17.02%   (5.10)%      (0.51)%
Net return................      8.49%    4.73%   16.32%   (5.67)%      (0.66)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>        <C>      <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%   12.31%   24.46%   (1.12)%    5.13%    9.73%
Net return................     17.76%   22.14%   19.20%   (3.37)%   22.41%   11.64%   23.72%   (1.71)%    4.50%    9.08%
</TABLE>


EQUITY SERIES:
                                MAY 1(A) TO
T. ROWE PRICE EQUITY            DECEMBER 31,
                              -----------------
INCOME FUND                         1997
- -----------                         ----
Gross return..............          22.11%
Net return................          21.64%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
EQ/PUTNAM GROWTH                    1997        
& INCOME VALUE FUND                 ----        
Gross return..............          16.23%
Net return................          15.75%

                                                                OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,      DECEMBER 31,
                               -------------------------------------------------
ALLIANCE GROWTH & INCOME FUND   1997     1996     1995      1994      1993
- -----------------------------   ----     ----     ----      ----      ----
Gross return..............     26.90%   20.09%   24.07%   (0.58)%    (0.25)%
Net return................     25.99%   19.36%   23.33%   (1.17)%    (0.41)%

                                 SEPTEMBER 30(A)
                               YEARS ENDED DECEMBER 31,  TO DECEMBER 31,
                              --------------------------------------------
ALLIANCE EQUITY INDEX FUND      1997     1996     1995         1994
- --------------------------      ----     ----     ----         ----
Gross return..............     32.58%   22.39%   36.48%       1.08%
Net return................     31.77%   21.65%   35.66%       0.58%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-20

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+
NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997
RATES OF RETURN (CONTINUED)
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*


EQUITY SERIES (CONTINUED):
                                MAY 1(A) TO
MERRILL LYNCH BASIC             DECEMBER 31,
                              -----------------
VALUE EQUITY FUND                   1997
- -----------------                   ----
Gross return..............          16.99%
Net return................          16.55%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%    3.22%   37.88%   (8.12)%   25.59%   22.43%
Net return................     28.44%   23.53%   31.66%   (2.73)%   24.08%    2.60%   37.06%   (8.67)%   24.84%   21.70%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
MFS RESEARCH FUND                   1997
- -----------------                   ----
Gross return..............          16.07%
Net return................          15.59%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE GLOBAL FUND            1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%   (0.50)%  30.55%   (6.07)%   26.93%   10.88%
Net return................     10.88%   13.91%   18.11%    4.60%    31.33%   (1.10)%  29.77%   (6.63)%   26.17%   10.22%
</TABLE>

                                                               APRIL 3(A) TO
                                  YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              -------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............        (2.98)%           9.82%         11.29%
Net return................        (3.63)%           9.15%         10.79%

                                MAY 1(A) TO
T. ROWE PRICE                   DECEMBER 31,
                              -----------------
INTERNATIONAL STOCK FUND            1997
- ------------------------            ----
Gross return..............        (1.49)%
Net return................        (1.90)%

                              AUGUST 20(A) TO
MORGAN STANLEY EMERGING         DECEMBER 31,
                              -----------------
MARKETS EQUITY FUND                 1997
- -------------------                 ----
Gross return..............         (20.16)%
Net return................         (20.37)%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                                ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND    1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------------    ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                              <C>      <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>       <C>
Gross return..............       10.94%   22.20%   31.63%   (3.81)%   16.77%   (3.16)%  86.86%    8.17%    43.50%    1.17%
Net return................       10.14%   21.46%   30.85%   (4.39)%   16.05%   (3.74)%  85.75%    7.51%    42.64%    0.53%
</TABLE>

                                MAY 1(A) TO
WARBURG PINCUS SMALL            DECEMBER 31,
                              -----------------
COMPANY VALUE FUND                  1997
- ------------------                  ----
Gross return..............          19.15%
Net return................          18.65%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-21
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*



EQUITY SERIES (CONCLUDED):
                                MAY 1(A) TO
ALLIANCE SMALL CAP              DECEMBER 31,
                              -----------------
GROWTH FUND                         1997
- -----------                         ----
Gross return..............          26.74%
Net return................          26.18%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
MFS EMERGING GROWTH                 1997        
COMPANIES FUND                      ----        
Gross return..............          22.42%
Net return................          21.95%

<TABLE>
<CAPTION>

ASSET ALLOCATION SERIES:
                                                                                                       OCTOBER 2(A) TO
ALLIANCE CONSERVATIVE                                 YEARS ENDED DECEMBER 31,                           DECEMBER 31,
                              ------------------------------------------------------------------------------------------
INVESTORS FUND                  1997     1996     1995      1994     1993     1992     1991      1990        1989
- --------------                  ----     ----     ----      ----     ----     ----     ----      ----        ----
<S>                            <C>       <C>     <C>      <C>       <C>       <C>     <C>       <C>           <C>
Gross return..............     13.25%    5.21%   20.40%   (4.10)%   10.76%    5.72%   19.87%    6.37%         3.09%
Net return................     12.55%    4.57%   19.68%   (4.67)%   10.15%    5.09%   19.16%    5.73%         2.94%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
EQ/PUTNAM BALANCED FUND             1997
- -----------------------             ----
Gross return..............          14.38%
Net return................          14.02%

<TABLE>
<CAPTION>

                                                                                                        OCTOBER 2(A) TO
                                                       YEARS ENDED DECEMBER 31,                           DECEMBER 31,
                              -------------------------------------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND  1997     1996      1995     1994     1993     1992      1991     1990         1989
- ------------------------------  ----     ----      ----     ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>           <C>
Gross return..............     16.87%   12.61%    26.37%   (3.15)%  15.26%    4.90%    48.89%   10.66%        3.98%
Net return................     16.07%   11.93%    25.62%   (3.73)%  14.58%    4.27%    48.01%   10.00%        3.82%


<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............     15.06%   11.68%   19.75%   (8.02)%   12.28%   (2.84)%  41.26%    0.24 %   25.83%   13.27%
Net return................     14.30%   11.00%   19.03%   (8.57)%   11.64%   (3.42)%  40.42%   (0.36)%   25.08%   12.59%
</TABLE>

                                MAY 1(A) TO
MERRILL LYNCH                   DECEMBER 31,
                              -----------------
WORLD STRATEGY FUND                 1997
- -------------------                 ----
Gross return..............           4.70%
Net return................           4.29%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-22

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000

<TABLE>
<CAPTION>

FIXED INCOME SERIES:
                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993         1992
- --------------------------      ----     ----     ----      ----     ----         ----
<S>                             <C>      <C>      <C>      <C>       <C>          <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%        1.11%
Net return................      4.47%    4.38%    4.80%    3.08%     2.04%        0.77%

ALLIANCE INTERMEDIATE
GOVERNMENT SECURITIES FUND
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%        0.90%
Net return................      6.33%    2.84%   12.31%   (5.23)%     9.55%       0.56%

<CAPTION>

                                                                   OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,        DECEMBER 31,
                              -----------------------------------------------------
ALLIANCE QUALITY BOND FUND      1997     1996     1995      1994        1993
- --------------------------      ----     ----     ----      ----        ----
<S>                             <C>      <C>     <C>      <C>          <C>
Gross return..............      9.14%    5.36%   17.02%   (5.10)%      (0.51)%
Net return................      8.16%    4.41%   15.97%   (5.95)%      (0.73)%

<CAPTION>

                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993         1992
- ------------------------        ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>      <C>      <C>       <C>           <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%        1.84%
Net return................     17.40%   21.77%   18.84%   (3.66)%   22.04%        1.50%
</TABLE>


EQUITY SERIES:
                                MAY 1(A) TO
T. ROWE PRICE EQUITY            DECEMBER 31,
                              -----------------
INCOME FUND                         1997
- -----------                         ----
Gross return..............          22.11%
Net return................          21.40%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
EQ/PUTNAM GROWTH                    1997        
& INCOME VALUE FUND                 ----        
Gross return..............          16.23%
Net return................          15.52%

                                                                  OCTOBER 1(A)
                                    YEARS ENDED DECEMBER 31,     TO DECEMBER 31,
                                ------------------------------------------------
ALLIANCE GROWTH & INCOME FUND     1997    1996    1995     1994      1993
- -----------------------------     ----    ----    ----     ----      ----
Gross return..............       26.90%  20.09%  24.07%  (0.58)%    (0.25)%
Net return................       25.61%  19.00%  22.96%  (1.47)%    (0.48)%

                                                                   MARCH 1(A) TO
                                      YEARS ENDED DECEMBER 31,      DECEMBER 31,
                                ------------------------------------------------
ALLIANCE EQUITY INDEX FUND        1997         1996          1995      1994
- --------------------------        ----         ----          ----      ----
Gross return..............        32.58%       22.39%       36.48%     1.08%
Net return................        31.38%       21.28%       35.26%     0.33%

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-23


<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000



EQUITY SERIES (CONTINUED):
                                MAY 1(A) TO
MERRILL LYNCH BASIC             DECEMBER 31,
                              -----------------
VALUE EQUITY FUND                   1997
- -----------------                   ----
Gross return..............          16.99%
Net return................          16.32%

<TABLE>
<CAPTION>

                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993         1992
- --------------------------      ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>      <C>      <C>       <C>           <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%        5.28%
Net return................     28.06%   23.15%   31.26%   (3.02)%   23.70%        4.93%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
MFS RESEARCH FUND                   1997
- -----------------                   ----
Gross return..............          16.07%
Net return................          15.36%

<TABLE>
<CAPTION>

                                                                            AUGUST 17(A) TO
ALLIANCE GLOBAL FUND                     YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
<S>                            <C>      <C>      <C>       <C>      <C>           <C>
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%        4.87%
Net return................     10.54%   13.56%   17.75%    4.29%    30.93%        4.52%
</TABLE>

                                                               APRIL 3(A) TO
                                 YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              -------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............          (2.98)%         9.82%         11.29%
Net return................          (3.93)%         8.82%         10.55%

                                MAY 1(A) TO
T. ROWE PRICE                   DECEMBER 31,
                              -----------------
INTERNATIONAL STOCK FUND            1997
- ------------------------            ----
Gross return..............          (1.49)%
Net return................          (2.10)%

                              AUGUST 20(A) TO
MORGAN STANLEY EMERGING         DECEMBER 31,
                              -----------------
MARKETS EQUITY FUND                 1997
- -------------------                 ----
Gross return..............         (20.16)%
Net return................         (20.46)%

- -------------------------------  
(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The gross return and the net return for the periods  indicated are not
    annual  rates of  return. 
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.


                                     FSA-24

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONCLUDED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000



<TABLE>
<CAPTION>

EQUITY SERIES (CONCLUDED):
                                                                              MARCH 1(A) TO
                                         YEARS ENDED DECEMBER 31,              DECEMBER 31,
                                 ----------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND     1997     1996     1995      1994     1993         1992
- ------------------------------     ----     ----     ----      ----     ----         ----
<S>                                <C>     <C>      <C>      <C>       <C>           <C>
Gross return..............        10.94%   22.20%   31.63%   (3.81)%   16.77%        11.49%
Net return................         9.81%   21.09%   30.46%   (4.68)%   15.70%        11.11%
</TABLE>

                                MAY 1(A) TO
WARBURG PINCUS SMALL            DECEMBER 31,
                              -----------------
COMPANY VALUE FUND                  1997
- ------------------                  ----
Gross return..............          19.15%
Net return................          18.41%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
ALLIANCE SMALL CAP                  1997        
GROWTH FUND                         ----        
Gross return..............          26.74%
Net return................          25.92%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
MFS EMERGING GROWTH                 1997        
COMPANIES FUND                      ----        
Gross return..............          22.42%
Net return................          21.70%

<TABLE>
<CAPTION>

ASSET ALLOCATION SERIES:
                                                                            AUGUST 17(A) TO
ALLIANCE CONSERVATIVE                    YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
INVESTORS FUND                  1997     1996     1995      1994     1993         1992
- --------------                  ----     ----     ----      ----     ----         ----
<S>                            <C>       <C>     <C>      <C>         <C>         <C>
Gross return..............     13.25%    5.21%   20.40%   (4.10)%   10.76%        1.38%
Net return................     12.21%    4.26%   19.32%   (4.96)%     9.81%       1.04%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
EQ/PUTNAM BALANCED FUND             1997
- -----------------------             ----
Gross return..............         14.38%
Net return................         13.79%

<TABLE>
<CAPTION>

ALLIANCE GROWTH INVESTORS FUND
- ------------------------------                                              AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
<S>                            <C>      <C>      <C>      <C>       <C>          <C>
Gross return..............     16.87%   12.61%   26.37%   (3.15)%   15.26%       6.89%
Net return................     15.72%   11.59%   25.24%   (4.02)%   14.24%       6.53%

ALLIANCE BALANCED FUND
Gross return..............     15.06%   11.68%   19.75%   (8.02)%   12.28%       5.37%
Net return................     13.96%   10.67%   18.68%   (8.84)%   11.30%       5.02%
</TABLE>

                                MAY 1(A) TO
MERRILL LYNCH                   DECEMBER 31,
                              -----------------
WORLD STRATEGY FUND                 1997
- -------------------                 ----
Gross return..............         4.70%
Net return................         4.08%

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-25

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE PLUS ORIGINAL SERIES*(B)


FIXED INCOME SERIES:

                                                 YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                             1997          1996          1995
                                             ----          ----          ----
Alliance Money Market Fund............       5.42%         5.33%         5.69%
Alliance Intermediate Government
Securities Fund.......................       7.29%         3.78%        13.31%
Alliance Quality Bond Fund............       9.14%         5.36%        17.13%
Alliance High Yield Fund..............      18.47%        22.89%        19.95%

EQUITY SERIES:

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------

                                                  1997
T. Rowe Price Equity Income Fund......           22.13%
EQ/Putnam Growth & Income
Value Fund............................           14.48%

                                               YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                           1997          1996          1995
                                           ----          ----          ----
Alliance Growth & Income Fund.........    26.90%        20.09%        24.38%
Alliance Equity Index Fund............    32.57%        22.38%        36.53%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Merrill Lynch Basic Value
Equity Fund...........................            17.02%

                                                YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                           1997          1996          1995
                                           ----          ----          ----
Alliance Common Stock Fund............     29.40%       24.28%        33.07%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------

                                                  1997
MFS Research Fund.....................            16.05%

                                                  YEARS ENDED DECEMBER 31,
                                        ----------------------------------------
                                            1997           1996            1995
                                            ----           ----            ----
Alliance Global Fund..................     11.66%         14.60%          19.38%


                                            YEARS ENDED          APRIL 30 TO
                                            DECEMBER 31,       DECEMBER 31, (A)
                                        ---------------------------------------
                                          1997        1996           1995
                                          ----        ----           ----
Alliance International Fund...........   (3.05)%      9.81%         11.29%

- -----------------------------------------
*Sales of Incentive Life Plus Original Series commenced on January 6, 1995.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

(b) There are no Separate  Account  asset  charges for this policy and therefore
    the gross and net rates of return  are the same.  The rate of return for the
    year ended December 31, 1995 indicated is not an annual rate of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-26
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE PLUS ORIGINAL SERIES*(B)


EQUITY SERIES (CONCLUDED):

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
T. Rowe Price International
Stock Fund............................            (1.50)%

                                         AUGUST 20 TO DECEMBER
                                                31, (A)
                                        -------------------------
                                                  1997
Morgan Stanley Emerging Markets
Equity Fund...........................           (20.19)%

                                                 YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                            1997          1996           1995
                                            ----          ----           ----
Alliance Aggressive Stock Fund........      10.94%       22.20%         33.00%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Warburg Pincus Small Company                      19.13%
Value Fund............................
Alliance Small Cap Growth Fund........            26.69%
MFS Emerging Growth
Companies Fund........................            22.44%

ASSET ALLOCATION SERIES:

                                                YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                          1997          1996           1995
                                          ----          ----           ----
Alliance Conservative Investors Fund..    13.25%        5.21%         20.59%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
EQ/Putnam Balanced Fund...............           14.48%

                                              YEARS ENDED DECEMBER 31,
                                        -------------------------------------
                                          1997         1996          1995
                                          ----         ----          ----
Alliance Growth Investors Fund........    16.87%      12.61%        26.92%
Alliance Balanced Fund................    15.06%      11.68%        20.32%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Merrill Lynch World Strategy Fund.....            4.71%

- -----------------------------------------
*Sales of Incentive Life Plus Original Series commenced on January 6, 1995.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

(b) There are no Separate  Account  asset  charges for this policy and therefore
    the gross and net rates of return  are the same.  The rate of return for the
    year ended December 31, 1995 indicated is not an annual rate of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-27

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*

FIXED INCOME SERIES:

                                               YEAR ENDED    AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                          ------------------------------------
                                                   1997           1996
                                                   ----           ----
ALLIANCE MONEY MARKET FUND
Gross return .........................             5.42%          5.33%
Net return ...........................             4.57%          2.98%

ALLIANCE INTERMEDIATE GOVERNMENT
SECURITIES
Gross return .........................             7.29%          3.78%
Net return ...........................             6.43%          4.49%

ALLIANCE QUALITY BOND FUND
Gross return .........................             9.14%          5.36%
Net return ...........................             8.27%          7.86%

ALLIANCE HIGH YIELD FUND
Gross return .........................            18.47%         22.89%
Net return ...........................            17.52%         13.90%

EQUITY SERIES:

                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
T. ROWE PRICE EQUITY INCOME FUND
Gross return .........................            22.11%
Net return ...........................            21.48%

EQ/PUTNAM GROWTH & INCOME
VALUE FUND
Gross return .........................            16.23%
Net return ...........................            13.87%


                                               YEAR ENDED     AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER  31,
                                        ---------------------------------------
                                                   1997            1996
                                                   ----            ----
ALLIANCE GROWTH & INCOME FUND
Gross return .........................            26.90%          20.09%
Net return ...........................            25.74%          15.63%

ALLIANCE EQUITY INDEX FUND
Gross return .........................            32.58%          22.39%
Net return ...........................            31.51%          16.25%



- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-28
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*


EQUITY SERIES (CONTINUED):


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
MERRILL LYNCH BASIC VALUE
EQUITY FUND
Gross return .........................            16.99%
Net return ...........................            16.40%


                                               YEAR ENDED     AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                  1997              1996
                                                  ----              ----
ALLIANCE COMMON STOCK FUND
Gross return .........................           29.40%            24.28%
Net return ...........................           28.18%            17.44%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
MFS RESEARCH FUND
Gross return .........................            16.07%
Net return ...........................            15.43%


                                                 YEAR ENDED    AUGUST 5(A) TO
                                                DECEMBER 31,     DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE GLOBAL FUND
Gross return .........................            11.66%           14.60%
Net return ...........................            10.65%            6.78%

ALLIANCE INTERNATIONAL FUND
Gross return .........................            (2.98)%           9.82%
Net return ...........................            (3.83)%           2.11%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
T. ROWE PRICE INTERNATIONAL STOCK FUND
Gross return .........................
                                                  (1.49)%
Net return ...........................            (2.03)%


                                         AUGUST 20(A) TO DECEMBER
                                                   31,
                                        ---------------------------

                                                   1997
MORGAN STANLEY EMERGING MARKETS
EQUITY FUND
Gross return .........................
                                                 (20.16)%
Net return ...........................           (20.43)%

- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-29

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*


EQUITY SERIES (CONCLUDED):

                                                 YEAR ENDED    AUGUST 5(A) TO
                                                DECEMBER 31,     DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE AGGRESSIVE STOCK FUND
Gross return .........................            10.94%           22.20%
Net return ...........................             9.92%            6.22%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
WARBURG PINCUS SMALL COMPANY
VALUE FUND
Gross return .........................            19.15%
Net return ...........................            18.49%

ALLIANCE SMALL CAP GROWTH FUND
Gross return .........................            26.74%
Net return ...........................            26.01%

MFS EMERGING GROWTH COMPANIES FUND
Gross return .........................            22.42%
Net return ...........................            21.78%

ASSET ALLOCATION SERIES:

                                               YEAR ENDED    AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                   1997            1996
                                                   ----            ----
ALLIANCE CONSERVATIVE INVESTORS FUND
Gross return .........................            13.25%           5.21%
Net return ...........................            12.32%           7.94%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
EQ/PUTNAM BALANCED FUND
Gross return .........................            14.38%
Net return ...........................            13.87%


                                                 YEAR ENDED   AUGUST 5(A) TO
                                                DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE GROWTH INVESTORS FUND
Gross return .........................            16.87%           12.61%
Net return ...........................            15.84%            9.38%

ALLIANCE BALANCED FUND
Gross return .........................            15.06%           11.68%
Net return ...........................            14.07%            8.67%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
MERRILL LYNCH WORLD STRATEGY FUND
Gross return .........................             4.70%
Net return ...........................             4.15%

- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-30
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+


NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SP-FLEX

<TABLE>
<CAPTION>

FIXED INCOME SERIES:
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%    3.56%    6.17%    8.24%     9.18%    7.32%
Net return................      3.54%    3.44%    3.86%    2.17%     1.13%    1.71%    4.29%    6.30%     7.24%    5.41%

<CAPTION>

                                                                                      APRIL 1(A) TO
ALLIANCE INTERMEDIATE                        YEARS ENDED DECEMBER 31,                  DECEMBER 31,
                              ------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1997     1996     1995      1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----         ----
<S>                             <C>      <C>     <C>      <C>         <C>     <C>         <C>
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%    5.60%       12.10%
Net return................      5.38%    1.91%   11.31%   (6.08)%     8.57%   3.71%       10.59%

<CAPTION>
                                                                              SEPTEMBER 1(A)
                                                                                    TO
                                         YEARS ENDED DECEMBER 31,               DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE QUALITY BOND FUND          1997           1996            1995            1994
- --------------------------          ----           ----            ----            ----
<S>                                <C>             <C>            <C>            <C>    
Gross return..............         9.14%           5.36%          17.02%         (2.20)%
Net return................         7.19%           3.47%          14.94%         (2.35)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              --------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>        <C>      <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%   12.31%   24.46%   (1.12)%    5.13%    9.73%
Net return................     16.35%   20.68%   17.79%   (4.52)%   20.96%   10.30%   22.25%   (2.89)%    3.26%    7.78%
</TABLE>

EQUITY SERIES:
                                                                 SEPTEMBER 1(A)
                                                                      TO
                                   YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              --------------------------------------------------
ALLIANCE GROWTH & INCOME FUND    1997        1996         1995       1994
- -----------------------------    ----        ----         ----       ----
Gross return..............      26.90%      20.09%       24.07%    (3.40)%
Net return................      24.50%      17.93%       21.87%    (3.55)%

ALLIANCE EQUITY INDEX FUND       1997        1996         1995       1994
- --------------------------       ----        ----         ----       ----
Gross return..............      32.58%      22.39%       36.48%    (2.54)%
Net return................      30.21%      20.19%       34.06%    (2.69)%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%    3.23%   37.87%   (8.12)%   25.59%   22.43%
Net return................     26.91%   22.04%   30.10%   (3.88)%   22.60%    1.38%   35.43%   (9.76)%   23.36%   20.26%

ALLIANCE GLOBAL FUND            1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%   (0.50)%  30.55%   (6.07)%   26.93%   10.88%
Net return................      9.56%   12.54%   16.70%    3.36%    29.77%   (2.28)%  28.23%   (7.75)%   24.67%     8.90%
</TABLE>

                                        YEARS ENDED           APRIL 3(A) TO
                                       DECEMBER 31,            DECEMBER 31,
                              ------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............        (3.05)%          9.82%          11.29%
Net return................        (4.78)%          7.84%           9.82%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND  1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------------  ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>     <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>
Gross return..............     10.94%   22.20%   31.63%   (3.81)%   16.77%   (3.16)%  86.86%    8.17%    43.50%    1.17 %
Net return................      8.83%   20.00%   29.30%   (5.53)%   14.67%   (4.89)%  83.54%    6.23%    40.95%   (0.66)%
</TABLE>

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-31
<PAGE>




THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONCLUDED)

DECEMBER 31, 1997

RATES OF RETURN (CONCLUDED)
SP-FLEX


ASSET ALLOCATION SERIES:
<TABLE>
<CAPTION>
                                                                              SEPTEMBER 1(A)
ALLIANCE CONSERVATIVE                    YEARS ENDED DECEMBER 31,                   TO
                                                                               DECEMBER 31,
                              ----------------------------------------------------------------
INVESTORS FUND                      1997           1996            1995            1994
- --------------                      ----           ----            ----            ----
<S>                                <C>             <C>            <C>            <C>    
Gross return..................     13.25%          5.21%          20.40%         (1.83)%
Net return....................     11.21%          3.32%          18.26%         (1.98)%

<CAPTION>
                                                                              SEPTEMBER 1(A)
                                         YEARS ENDED DECEMBER 31,                   TO
                                                                               DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND      1997           1996            1995            1994
- ------------------------------      ----           ----            ----            ----
<S>                                <C>            <C>             <C>            <C>    
Gross return..................     16.87%         12.61%          26.37%         (3.16)%
Net return....................     14.69%         10.58%          24.12%         (3.31)%

<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return.................. 15.06%   11.68%   19.75%   (8.02)%   12.28%    (2.83)% 41.27%    0.24 %   25.83%   13.27%
Net return.................... 12.94%    9.67%   17.62%   (9.66)%   10.31%    (4.57)% 38.75%   (1.56)%   23.59%   11.25%
</TABLE>

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

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The gross return and the net return for the periods  indicated are not
    annual rates of return.

+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.


                                     FSA-32

<PAGE>

February 10, 1998





                        Report of Independent Accountants


To the Board of Directors and Shareholders of
The Equitable Life Assurance Society of the United States

In our opinion,  the  accompanying  consolidated  balance sheets and the related
consolidated  statements of earnings,  of shareholder's equity and of cash flows
present  fairly,  in  all  material  respects,  the  financial  position  of The
Equitable  Life  Assurance  Society  of the United  States and its  subsidiaries
("Equitable  Life") at  December  31,  1997 and 1996,  and the  results of their
operations  and their cash flows for each of the three years in the period ended
December 31, 1997, in conformity with generally accepted accounting  principles.
These  financial   statements  are  the   responsibility   of  Equitable  Life's
management;  our  responsibility  is to express  an  opinion on these  financial
statements  based on our audits.  We conducted our audits of these statements in
accordance with generally accepted auditing standards which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements,  assessing the accounting  principles used and significant estimates
made by management and evaluating the overall financial statement  presentation.
We believe that our audits provide a reasonable basis for the opinion  expressed
above.

As discussed in Note 2 to the consolidated financial statements,  Equitable Life
changed its methods of accounting for long-duration participating life insurance
contracts and long-lived assets in 1996 and for loan impairments in 1995.




/s/ Price Waterhouse, LLP
- ---------------------------
    Price Waterhouse LLP
    New York, New York
    February 10, 1998



                                      F-1

<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
<S>                                                                            <C>                  <C>
ASSETS
Investments:
  Fixed maturities:
    Available for sale, at estimated fair value.............................   $    19,630.9        $    18,077.0
  Mortgage loans on real estate.............................................         2,611.4              3,133.0
  Equity real estate........................................................         2,749.2              3,297.5
  Policy loans..............................................................         2,422.9              2,196.1
  Other equity investments..................................................           951.5                860.6
  Investment in and loans to affiliates.....................................           731.1                685.0
  Other invested assets.....................................................           624.7                 25.4
                                                                              -----------------    -----------------
      Total investments.....................................................        29,721.7             28,274.6
Cash and cash equivalents...................................................           300.5                538.8
Deferred policy acquisition costs...........................................         3,236.6              3,104.9
Amounts due from discontinued operations....................................           572.8                996.2
Other assets................................................................         2,685.2              2,552.2
Closed Block assets.........................................................         8,566.6              8,495.0
Separate Accounts assets....................................................        36,538.7             29,646.1
                                                                              -----------------    -----------------

Total Assets................................................................   $    81,622.1        $    73,607.8
                                                                              =================    =================

LIABILITIES
Policyholders' account balances.............................................   $    21,579.5        $    21,865.6
Future policy benefits and other policyholder's liabilities.................         4,553.8              4,416.6
Short-term and long-term debt...............................................         1,991.2              1,766.9
Other liabilities...........................................................         3,257.1              2,785.1
Closed Block liabilities....................................................         9,073.7              9,091.3
Separate Accounts liabilities...............................................        36,306.3             29,598.3
                                                                              -----------------    -----------------
      Total liabilities.....................................................        76,761.6             69,523.8
                                                                              -----------------    -----------------

Commitments and contingencies (Notes 10, 12, 13, 14 and 15)

SHAREHOLDER'S EQUITY
Common stock, $1.25 par value 2.0 million shares authorized, issued
  and outstanding...........................................................             2.5                  2.5
Capital in excess of par value..............................................         3,105.8              3,105.8
Retained earnings...........................................................         1,235.9                798.7
Net unrealized investment gains.............................................           533.6                189.9
Minimum pension liability...................................................           (17.3)               (12.9)
                                                                              -----------------    -----------------
      Total shareholder's equity............................................         4,860.5              4,084.0
                                                                              -----------------    -----------------

Total Liabilities and Shareholder's Equity..................................   $    81,622.1        $    73,607.8
                                                                              =================    =================
</TABLE>



                 See Notes to Consolidated Financial Statements.

                                      F-2
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                       CONSOLIDATED STATEMENTS OF EARNINGS
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>

                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                             <C>                 <C>                <C>
REVENUES
Universal life and investment-type product policy fee
  income......................................................   $      950.6       $       874.0      $       788.2
Premiums......................................................          601.5               597.6              606.8
Net investment income.........................................        2,282.8             2,203.6            2,088.2
Investment (losses) gains, net................................          (45.2)               (9.8)               5.3
Commissions, fees and other income............................        1,227.2             1,081.8              897.1
Contribution from the Closed Block............................          102.5               125.0              143.2
                                                                -----------------  -----------------  -----------------

      Total revenues..........................................        5,119.4             4,872.2            4,528.8
                                                                -----------------  -----------------  -----------------

BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances..........        1,266.2             1,270.2            1,248.3
Policyholders' benefits.......................................          978.6             1,317.7            1,008.6
Other operating costs and expenses............................        2,203.9             2,075.7            1,775.8
                                                                -----------------  -----------------  -----------------

      Total benefits and other deductions.....................        4,448.7             4,663.6            4,032.7
                                                                -----------------  -----------------  -----------------

Earnings from continuing operations before Federal
  income taxes, minority interest and cumulative
  effect of accounting change.................................          670.7               208.6              496.1
Federal income taxes..........................................           91.5                 9.7              120.5
Minority interest in net income of consolidated subsidiaries..           54.8                81.7               62.8
                                                                -----------------  -----------------  -----------------
Earnings from continuing operations before cumulative
  effect of accounting change.................................          524.4               117.2              312.8
Discontinued operations, net of Federal income taxes..........          (87.2)              (83.8)               -
Cumulative effect of accounting change, net of Federal
  income taxes................................................            -                 (23.1)               -
                                                                -----------------  -----------------  -----------------

Net Earnings..................................................   $      437.2       $        10.3      $       312.8
                                                                =================  =================  =================
</TABLE>




                 See Notes to Consolidated Financial Statements.

                                      F-3
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                 CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<TABLE>
<CAPTION>
                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>
Common stock, at par value, beginning and end of year.........   $        2.5       $         2.5      $         2.5
                                                                -----------------  -----------------  -----------------

Capital in excess of par value, beginning and end of year.....        3,105.8             3,105.8            3,105.8
                                                                -----------------  -----------------  -----------------

Retained earnings, beginning of year..........................          798.7               788.4              475.6
Net earnings..................................................          437.2                10.3              312.8
                                                                -----------------  -----------------  -----------------
Retained earnings, end of year................................        1,235.9               798.7              788.4
                                                                -----------------  -----------------  -----------------

Net unrealized investment gains (losses), beginning of year...          189.9               396.5             (220.5)
Change in unrealized investment gains (losses)................          343.7              (206.6)             617.0
                                                                -----------------  -----------------  -----------------
Net unrealized investment gains, end of year..................          533.6               189.9              396.5
                                                                -----------------  -----------------  -----------------

Minimum pension liability, beginning of year..................          (12.9)              (35.1)              (2.7)
Change in minimum pension liability...........................           (4.4)               22.2              (32.4)
                                                                                                      -----------------
                                                                -----------------  -----------------
Minimum pension liability, end of year........................          (17.3)              (12.9)             (35.1)
                                                                -----------------  -----------------  -----------------

Total Shareholder's Equity, End of Year.......................   $    4,860.5       $     4,084.0      $     4,258.1
                                                                =================  =================  =================
</TABLE>

                 See Notes to Consolidated Financial Statements.


                                      F-4
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>

                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>
Net earnings..................................................   $      437.2       $        10.3      $       312.8
Adjustments  to  reconcile  net  earnings  to net  cash  provided  by  operating
  activities:
  Interest credited to policyholders' account balances........        1,266.2             1,270.2            1,248.3
  Universal life and investment-type product
    policy fee income.........................................         (950.6)             (874.0)            (788.2)
  Investment losses (gains)...................................           45.2                 9.8               (5.3)
  Change in Federal income tax payable........................          (74.4)             (197.1)             221.6
  Other, net..................................................          169.4               330.2               80.5
                                                                -----------------  -----------------  -----------------

Net cash provided by operating activities.....................          893.0               549.4            1,069.7
                                                                -----------------  -----------------  -----------------

Cash flows from investing activities:
  Maturities and repayments...................................        2,702.9             2,275.1            1,897.4
  Sales.......................................................       10,385.9             8,964.3            8,867.1
  Purchases...................................................      (13,205.4)          (12,559.6)         (11,675.5)
  (Increase) decrease in short-term investments...............         (555.0)              450.3              (99.3)
  Decrease in loans to discontinued operations................          420.1             1,017.0            1,226.9
  Sale of subsidiaries........................................          261.0                 -                  -
  Other, net..................................................         (612.6)             (281.0)            (413.4)
                                                                -----------------  -----------------  -----------------

Net cash used by investing activities.........................         (603.1)             (133.9)            (196.8)
                                                                -----------------  -----------------  -----------------

Cash flows from financing activities: Policyholders' account balances:
    Deposits..................................................        1,281.7             1,925.4            2,586.5
    Withdrawals...............................................       (1,886.8)           (2,385.2)          (2,657.1)
  Net increase (decrease) in short-term financings............          419.9                 (.3)             (16.4)
  Additions to long-term debt.................................           32.0                 -                599.7
  Repayments of long-term debt................................         (196.4)             (124.8)             (40.7)
  Payment of obligation to fund accumulated deficit of
    discontinued operations...................................          (83.9)                -             (1,215.4)
  Other, net..................................................          (94.7)              (66.5)             (48.4)
                                                                -----------------  -----------------  -----------------

Net cash used by financing activities.........................         (528.2)             (651.4)            (791.8)
                                                                -----------------  -----------------  -----------------

Change in cash and cash equivalents...........................         (238.3)             (235.9)              81.1
Cash and cash equivalents, beginning of year..................          538.8               774.7              693.6
                                                                -----------------  -----------------  -----------------

Cash and Cash Equivalents, End of Year........................   $      300.5       $       538.8      $       774.7
                                                                =================  =================  =================

Supplemental cash flow information
  Interest Paid...............................................   $      217.1       $       109.9      $        89.6
                                                                =================  =================  =================
  Income Taxes Paid (Refunded)................................   $      170.0       $       (10.0)     $       (82.7)
                                                                =================  =================  =================
</TABLE>
                 See Notes to Consolidated Financial Statements.

                                      F-5
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


 1)     ORGANIZATION

        The Equitable  Life Assurance  Society of the United States  ("Equitable
        Life")  is  a  wholly  owned  subsidiary  of  The  Equitable   Companies
        Incorporated  (the  "Holding   Company").   Equitable  Life's  insurance
        business  is  conducted  principally  by  Equitable  Life and,  prior to
        December 31, 1996, its wholly owned life insurance subsidiary, Equitable
        Variable Life Insurance Company  ("EVLICO").  Effective January 1, 1997,
        EVLICO was merged into Equitable  Life,  which  continues to conduct the
        Company's  insurance  business.  Equitable Life's investment  management
        business,  which comprises the Investment Services segment, is conducted
        principally  by  Alliance  Capital  Management  L.P.   ("Alliance")  and
        Donaldson,  Lufkin & Jenrette,  Inc. ("DLJ"),  an investment banking and
        brokerage  affiliate.  AXA-UAP ("AXA"),  a French holding company for an
        international   group  of  insurance  and  related  financial   services
        companies,   is  the  Holding  Company's  largest  shareholder,   owning
        approximately  58.7% at  December  31,  1997  (54.3%  if all  securities
        convertible  into,  and options on, common stock were to be converted or
        exercised).

 2)     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Basis of Presentation and Principles of Consolidation

        The  accompanying  consolidated  financial  statements  are  prepared in
        conformity with generally accepted accounting  principles ("GAAP") which
        require  management to make  estimates and  assumptions  that affect the
        reported  amounts of assets and liabilities and disclosure of contingent
        assets and  liabilities at the date of the financial  statements and the
        reported  amounts of revenues and expenses during the reporting  period.
        Actual results could differ from those estimates.

        The accompanying  consolidated financial statements include the accounts
        of  Equitable  Life  and its  wholly  owned  life  insurance  subsidiary
        (collectively,   the  "Insurance  Group");  non-insurance  subsidiaries,
        principally  Alliance,  an investment advisory subsidiary,  and, through
        June  10,  1997,  Equitable  Real  Estate  Investment  Management,  Inc.
        ("EREIM"), a real estate investment management subsidiary which was sold
        (see  Note 5);  and  those  partnerships  and  joint  ventures  in which
        Equitable Life or its subsidiaries  has control and a majority  economic
        interest  (collectively,  including its consolidated  subsidiaries,  the
        "Company").  The  Company's  investment in DLJ is reported on the equity
        basis of accounting.  Closed Block assets and liabilities and results of
        operations  are presented in the  consolidated  financial  statements as
        single  line  items  (see  Note  6).  Unless  specifically  stated,  all
        disclosures  contained  herein  supporting  the  consolidated  financial
        statements exclude the Closed Block related amounts.

        All  significant  intercompany   transactions  and  balances  have  been
        eliminated in  consolidation  other than  intercompany  transactions and
        balances with the Closed Block and the discontinued operations (see Note
        7).

        The years  "1997,"  "1996" and "1995" refer to the years ended  December
        31, 1997, 1996 and 1995, respectively.

        Certain  reclassifications  have been made in the amounts  presented for
        prior periods to conform these periods with the 1997 presentation.

        Closed Block

        As of July 22, 1992, Equitable Life established the Closed Block for the
        benefit of certain  classes of  individual  participating  policies  for
        which Equitable Life had a dividend scale payable in 1991 and which were
        in force on that date.  Assets were  allocated to the Closed Block in an
        amount which,  together with anticipated revenues from policies included
        in the Closed Block, was reasonably expected to be sufficient to support
        such  business,  including  provision  for  payment of  claims,  certain
        expenses and taxes,  and for  continuation of dividend scales payable in
        1991, assuming the experience underlying such scales continues.


                                      F-6
<PAGE>

        Assets  allocated to the Closed Block inure solely to the benefit of the
        holders of policies  included in the Closed Block and will not revert to
        the benefit of the Holding Company. No reallocation, transfer, borrowing
        or  lending  of assets can be made  between  the Closed  Block and other
        portions  of  Equitable  Life's  General  Account,  any of its  Separate
        Accounts or any affiliate of Equitable  Life without the approval of the
        New York  Superintendent  of Insurance  (the  "Superintendent").  Closed
        Block  assets and  liabilities  are carried on the same basis as similar
        assets and liabilities held in the General Account. The excess of Closed
        Block  liabilities  over Closed  Block  assets  represents  the expected
        future  post-tax  contribution  from the  Closed  Block  which  would be
        recognized  in income over the period the policies and  contracts in the
        Closed Block remain in force.

        Discontinued Operations

        Discontinued operations consist of the business of the former Guaranteed
        Interest   Contract   ("GIC")   segment   which   includes   the   Group
        Non-Participating  Wind-Up Annuities  ("Wind-Up  Annuities") and the GIC
        lines  of  business.  An  allowance  was  established  for  the  premium
        deficiency  reserve for Wind-Up Annuities and estimated future losses of
        the  GIC  line of  business.  Management  reviews  the  adequacy  of the
        allowance  each  quarter  and,  during the 1997 and 1996 fourth  quarter
        reviews,  the  allowance  for future  losses was  increased.  Management
        believes  the  allowance  for  future  losses at  December  31,  1997 is
        adequate to provide for all future losses; however, the determination of
        the allowance  continues to involve  numerous  estimates and  subjective
        judgments regarding the expected performance of Discontinued  Operations
        Investment  Assets.  There can be no assurance  the losses  provided for
        will not  differ  from the  losses  ultimately  realized.  To the extent
        actual  results or future  projections  of the  discontinued  operations
        differ  from   management's   current  best  estimates  and  assumptions
        underlying  the allowance for future  losses,  the  difference  would be
        reflected in the  consolidated  statements  of earnings in  discontinued
        operations.  In  particular,  to the extent  income,  sales proceeds and
        holding periods for equity real estate differ from management's previous
        assumptions,  periodic adjustments to the allowance are likely to result
        (see Note 7).

        Accounting Changes

        In 1996, the Company changed its method of accounting for  long-duration
        participating  life  insurance  contracts,  primarily  within the Closed
        Block,  in accordance  with the  provisions  prescribed by SFAS No. 120,
        "Accounting  and Reporting by Mutual Life Insurance  Enterprises  and by
        Insurance   Enterprises   for   Certain   Long-Duration    Participating
        Contracts".  (See "Deferred Policy Acquisition  Costs,"  "Policyholders'
        Account Balances and Future Policy Benefits" and Note 6.)

        The Company implemented SFAS No. 121,  "Accounting for the Impairment of
        Long-Lived  Assets and for  Long-Lived  Assets to Be Disposed Of," as of
        January 1, 1996.  SFAS No. 121  requires  long-lived  assets and certain
        identifiable  intangibles be reviewed for impairment  whenever events or
        changes in circumstances  indicate the carrying value of such assets may
        not be  recoverable.  Effective with SFAS No. 121's  adoption,  impaired
        real estate is written down to fair value with the impairment loss being
        included in investment gains (losses), net. Before implementing SFAS No.
        121,  valuation  allowances  on real estate held for the  production  of
        income were computed using the  forecasted  cash flows of the respective
        properties  discounted at a rate equal to The Equitable's cost of funds.
        The  adoption of the  statement  resulted  in the  release of  valuation
        allowances of $152.4  million and  recognition  of impairment  losses of
        $144.0 million on real estate held for production of income. Real estate
        which management has committed to disposing of by sale or abandonment is
        classified  as real estate held for sale.  Valuation  allowances on real
        estate  held  for  sale  continue  to be  computed  using  the  lower of
        depreciated  cost or estimated  fair value,  net of  disposition  costs.
        Implementation of the SFAS No. 121 impairment  requirements  relative to
        other  assets to be disposed of resulted in a charge for the  cumulative
        effect of an accounting change of $23.1 million, net of a Federal income
        tax  benefit of $12.4  million,  due to the  writedown  to fair value of
        building improvements relating to facilities vacated in 1996.

        In the  first  quarter  of 1995,  the  Company  adopted  SFAS  No.  114,
        "Accounting  by Creditors  for  Impairment  of a Loan".  Impaired  loans
        within  SFAS No.  114's  scope are to be  measured  based on the present
        value of expected future cash flows  discounted at the loan's  effective
        interest rate, at the loan's  observable  market price or the fair value
        of the collateral if the loan is collateral  dependent.  The adoption of
        this  statement  did not  have a  material  effect  on the  level of the
        allowances  for  possible  losses  or  on  the  Company's   consolidated
        statements of earnings and shareholder's equity.

                                      F-7
<PAGE>

        New Accounting Pronouncements

        In January  1998,  the Financial  Accounting  Standards  Board  ("FASB")
        issued SFAS No. 132,  "Employers'  Disclosures  about  Pension and Other
        Postretirement   Benefits,"   which  revises   current  note  disclosure
        requirements for employers' pension and other retiree benefits. SFAS No.
        132 is effective for fiscal years beginning after December 15, 1997. The
        Company  will  adopt  the  provisions  of  SFAS  No.  132  in  the  1998
        consolidated financial statements.

        In December 1997, the American Institute of Certified Public Accountants
        ("AICPA")  issued  Statement of Position  ("SOP") 97-3,  "Accounting  by
        Insurance and Other Enterprises for Insurance-Related  Assessments". SOP
        97-3 provides guidance for assessments  related to insurance  activities
        and  requirements  for  disclosure of certain  information.  SOP 97-3 is
        effective for financial  statements  issued for periods  beginning after
        December 31, 1998. Restatement of previously issued financial statements
        is not required.  SOP 97-3 is not expected to have a material  impact on
        the Company's consolidated financial statements.

        In June 1997, the FASB issued SFAS No. 131,  "Disclosures about Segments
        of an  Enterprise  and Related  Information".  SFAS No. 131  establishes
        standards for the way public  business  enterprises  report  information
        about  operating  segments  in annual and interim  financial  statements
        issued  to  shareholders.  It also  establishes  standards  for  related
        disclosures  about  products and  services,  geographic  areas and major
        customers.  Generally,  financial  information  will be  required  to be
        reported  on  the  basis  used  by  management  for  evaluating  segment
        performance and for deciding how to allocate resources to segments. This
        statement is effective  for fiscal years  beginning  after  December 15,
        1997 and need not be applied to interim reporting in the initial year of
        adoption.  Restatement of comparative information for earlier periods is
        required.  Management is currently  reviewing its definition of business
        segments in light of the requirements of SFAS No. 131.

        In June 1997,  the FASB issued SFAS No.  130,  "Reporting  Comprehensive
        Income". SFAS No. 130 establishes standards for reporting and displaying
        comprehensive income and its components in a full set of general purpose
        financial  statements.  SFAS No. 130 requires an  enterprise to classify
        items of other  comprehensive  income  by their  nature  in a  financial
        statement  and display the  accumulated  balance of other  comprehensive
        income separately from retained earnings and additional  paid-in capital
        in the  equity  section  of a  statement  of  financial  position.  This
        statement is effective  for fiscal years  beginning  after  December 15,
        1997.  Reclassification  of  financial  statements  for earlier  periods
        provided for  comparative  purposes is required.  The Company will adopt
        the  provisions  of SFAS  No.  130 in its  1998  consolidated  financial
        statements.

        In June 1996,  the FASB issued SFAS No. 125,  "Accounting  for Transfers
        and Servicing of Financial Assets and  Extinguishments  of Liabilities".
        SFAS No. 125 specifies the  accounting  and reporting  requirements  for
        transfers  of financial  assets,  the  recognition  and  measurement  of
        servicing  assets and  liabilities and  extinguishments  of liabilities.
        SFAS No. 125 is effective for transactions  occurring after December 31,
        1996 and is to be applied  prospectively.  In  December  1996,  the FASB
        issued  SFAS  No.  127,  "Deferral  of the  Effective  Date  of  Certain
        Provisions  of FASB  Statement  No.  125," which defers for one year the
        effective  date  of  provisions   relating  to  secured  borrowings  and
        collateral and transfers of financial assets that are part of repurchase
        agreements,  dollar-roll,  securities lending and similar  transactions.
        Implementation of SFAS No. 125 did not have nor is SFAS No. 127 expected
        to  have a  material  impact  on the  Company's  consolidated  financial
        statements.

        Valuation of Investments

        Fixed  maturities  identified  as  available  for sale are  reported  at
        estimated fair value. The amortized cost of fixed maturities is adjusted
        for impairments in value deemed to be other than temporary.

        Valuation  allowances are netted  against the asset  categories to which
        they apply.


                                      F-8
<PAGE>

        Mortgage loans on real estate are stated at unpaid  principal  balances,
        net  of  unamortized  discounts  and  valuation  allowances.   Valuation
        allowances are based on the present value of expected  future cash flows
        discounted  at  the  loan's  original  effective  interest  rate  or the
        collateral  value  if the  loan is  collateral  dependent.  However,  if
        foreclosure  is or becomes  probable,  the  measurement  method  used is
        collateral value.

        Real estate,  including real estate acquired in satisfaction of debt, is
        stated at  depreciated  cost less valuation  allowances.  At the date of
        foreclosure (including in-substance  foreclosure),  real estate acquired
        in satisfaction of debt is valued at estimated fair value. Impaired real
        estate is  written  down to fair value  with the  impairment  loss being
        included in investment gains (losses), net. Valuation allowances on real
        estate held for sale are computed using the lower of depreciated cost or
        current estimated fair value, net of disposition costs.  Depreciation is
        discontinued on real estate held for sale. Prior to the adoption of SFAS
        No. 121,  valuation  allowances  on real estate held for  production  of
        income were computed using the  forecasted  cash flows of the respective
        properties discounted at a rate equal to the Company's cost of funds.

        Policy loans are stated at unpaid principal balances.

        Partnerships  and joint venture  interests in which the Company does not
        have control or a majority  economic interest are reported on the equity
        basis of accounting  and are included  either with equity real estate or
        other equity investments, as appropriate.

        Common  stocks are carried at  estimated  fair value and are included in
        other equity investments.

        Short-term  investments are stated at amortized cost which  approximates
        fair value and are included with other invested assets.

        Cash and cash equivalents  includes cash on hand, amounts due from banks
        and highly liquid debt instruments  purchased with an original  maturity
        of three months or less.

        All securities are recorded in the consolidated  financial statements on
        a trade date basis.

        Net Investment Income,  Investment Gains, Net and Unrealized  Investment
        Gains (Losses)

        Net   investment   income  and  realized   investment   gains   (losses)
        (collectively,  "investment  results") related to certain  participating
        group annuity contracts which are passed through to the  contractholders
        are reflected as interest credited to policyholders' account balances.

        Realized   investment   gains   (losses)  are   determined  by  specific
        identification  and are presented as a component of revenue.  Changes in
        valuation allowances are included in investment gains or losses.

        Unrealized investment gains and losses on fixed maturities available for
        sale and equity  securities  held by the Company are  accounted for as a
        separate  component of  shareholder's  equity,  net of related  deferred
        Federal income taxes, amounts  attributable to discontinued  operations,
        participating  group annuity  contracts and deferred policy  acquisition
        costs ("DAC") related to universal life and investment-type products and
        participating traditional life contracts.

        Recognition of Insurance Income and Related Expenses

        Premiums from universal life and investment-type  contracts are reported
        as deposits to  policyholders'  account  balances.  Revenues  from these
        contracts   consist  of  amounts  assessed  during  the  period  against
        policyholders'   account   balances  for   mortality   charges,   policy
        administration charges and surrender charges. Policy benefits and claims
        that are  charged to expense  include  benefit  claims  incurred  in the
        period in excess of related policyholders' account balances.


                                      F-9
<PAGE>

        Premiums from participating and  non-participating  traditional life and
        annuity  policies with life  contingencies  generally are  recognized as
        income when due.  Benefits  and expenses are matched with such income so
        as to  result  in the  recognition  of  profits  over  the  life  of the
        contracts.  This match is  accomplished  by means of the  provision  for
        liabilities  for future policy  benefits and the deferral and subsequent
        amortization of policy acquisition costs.

        For  contracts  with a single  premium  or a limited  number of  premium
        payments due over a  significantly  shorter period than the total period
        over which  benefits are provided,  premiums are recorded as income when
        due with any  excess  profit  deferred  and  recognized  in  income in a
        constant  relationship  to  insurance  in force or, for  annuities,  the
        amount of expected future benefit payments.

        Premiums from individual  health contracts are recognized as income over
        the period to which the premiums  relate in  proportion to the amount of
        insurance protection provided.

        Deferred Policy Acquisition Costs

        The  costs  of  acquiring   new   business,   principally   commissions,
        underwriting,  agency and policy issue expenses,  all of which vary with
        and  are  primarily  related  to the  production  of new  business,  are
        deferred. DAC is subject to recoverability testing at the time of policy
        issue and loss recognition testing at the end of each accounting period.

        For  universal  life  products  and  investment-type  products,  DAC  is
        amortized  over the expected  total life of the contract  group (periods
        ranging  from  15 to 35  years  and 5 to 17  years,  respectively)  as a
        constant  percentage of estimated gross profits arising principally from
        investment results,  mortality and expense margins and surrender charges
        based on historical and anticipated  future  experience,  updated at the
        end of each accounting  period. The effect on the amortization of DAC of
        revisions  to  estimated  gross  profits is reflected in earnings in the
        period such estimated  gross profits are revised.  The effect on the DAC
        asset that would result from realization of unrealized gains (losses) is
        recognized  with an offset to unrealized  gains (losses) in consolidated
        shareholder's equity as of the balance sheet date.

        For participating  traditional life policies (substantially all of which
        are in the Closed Block),  DAC is amortized over the expected total life
        of the contract group (40 years) as a constant  percentage  based on the
        present  value of the  estimated  gross  margin  amounts  expected to be
        realized  over the life of the contracts  using the expected  investment
        yield. At December 31, 1997, the expected  investment  yield,  excluding
        policy  loans,  generally  ranged from 7.53%  grading to 7.92% over a 20
        year period.  Estimated gross margin includes  anticipated  premiums and
        investment results less claims and administrative  expenses,  changes in
        the  net  level  premium  reserve  and  expected   annual   policyholder
        dividends.  The  effect  on the  amortization  of DAC  of  revisions  to
        estimated  gross  margins is  reflected  in  earnings in the period such
        estimated  gross  margins are revised.  The effect on the DAC asset that
        would result from realization of unrealized gains (losses) is recognized
        with  an  offset  to   unrealized   gains   (losses)   in   consolidated
        shareholder's equity as of the balance sheet date.

        For  non-participating  traditional  life and annuity policies with life
        contingencies,  DAC is amortized in proportion to anticipated  premiums.
        Assumptions  as to  anticipated  premiums  are  estimated at the date of
        policy  issue  and  are  consistently  applied  during  the  life of the
        contracts.   Deviations  from  estimated  experience  are  reflected  in
        earnings in the period such deviations  occur. For these contracts,  the
        amortization periods generally are for the total life of the policy.

        For  individual  health  benefit  insurance,  DAC is amortized  over the
        expected  average  life of the  contracts  (10 years  for major  medical
        policies  and  20  years  for  disability  income  ("DI")  products)  in
        proportion to anticipated premium revenue at time of issue.

        Policyholders' Account Balances and Future Policy Benefits

        Policyholders'  account balances for universal life and  investment-type
        contracts are equal to the policy  account  values.  The policy  account
        values  represents  an  accumulation  of  gross  premium  payments  plus
        credited interest less expense and mortality charges and withdrawals.


                                      F-10
<PAGE>

        For  participating  traditional  life  policies,  future policy  benefit
        liabilities are calculated using a net level premium method on the basis
        of actuarial assumptions equal to guaranteed mortality and dividend fund
        interest  rates.  The  liability  for annual  dividends  represents  the
        accrual of annual dividends  earned.  Terminal  dividends are accrued in
        proportion to gross margins over the life of the contract.

        For non-participating traditional life insurance policies, future policy
        benefit  liabilities  are estimated  using a net level premium method on
        the basis of actuarial  assumptions  as to  mortality,  persistency  and
        interest established at policy issue.  Assumptions established at policy
        issue as to mortality and persistency are based on the Insurance Group's
        experience  which,  together  with  interest  and  expense  assumptions,
        include a margin for adverse deviation.  When the liabilities for future
        policy benefits plus the present value of expected future gross premiums
        for a product are  insufficient  to provide for expected  future  policy
        benefits  and  expenses  for  that  product,  DAC  is  written  off  and
        thereafter,  if required, a premium deficiency reserve is established by
        a charge to earnings.  Benefit  liabilities  for  traditional  annuities
        during the accumulation period are equal to accumulated contractholders'
        fund balances and after  annuitization are equal to the present value of
        expected  future  payments.  Interest  rates used in  establishing  such
        liabilities range from 2.25% to 11.5% for life insurance liabilities and
        from 2.25% to 13.5% for annuity liabilities.

        During  the  fourth  quarter  of  1996,  a  loss  recognition  study  of
        participating group annuity contracts and conversion annuities ("Pension
        Par") was completed  which  included  management's  revised  estimate of
        assumptions,  such as expected mortality and future investment  returns.
        The  study's  results   prompted   management  to  establish  a  premium
        deficiency reserve which decreased  earnings from continuing  operations
        and net earnings by $47.5 million ($73.0 million pre-tax).

        Individual  health  benefit  liabilities  for active lives are estimated
        using  the  net  level  premium  method  and  assumptions  as to  future
        morbidity,  withdrawals and interest.  Benefit  liabilities for disabled
        lives are  estimated  using the  present  value of  benefits  method and
        experience assumptions as to claim terminations, expenses and interest.

        During  the  fourth  quarter  of  1996,  the  Company  completed  a loss
        recognition  study of the DI business  which  incorporated  management's
        revised  estimates  of  future  experience  with  regard  to  morbidity,
        investment  returns,   claims  and  administration  expenses  and  other
        factors.  The study  indicated DAC was not  recoverable and the reserves
        were  not  sufficient.  Earnings  from  continuing  operations  and  net
        earnings  decreased  by $208.0  million  ($320.0  million  pre-tax) as a
        result of  strengthening  DI reserves by $175.0  million and writing off
        unamortized DAC of $145.0 million related to DI products issued prior to
        July 1993. The determination of DI reserves requires making  assumptions
        and estimates relating to a variety of factors,  including morbidity and
        interest  rates,  claims  experience and lapse rates based on then known
        facts and circumstances. Such factors as claim incidence and termination
        rates can be affected by changes in the economic,  legal and  regulatory
        environments and work ethic.  While management  believes its DI reserves
        have been calculated on a reasonable  basis and are adequate,  there can
        be no  assurance  reserves  will be  sufficient  to  provide  for future
        liabilities.


                                      F-11
<PAGE>

        Claim  reserves and associated  liabilities  for individual DI and major
        medical  policies were $886.7 million and $869.4 million at December 31,
        1997 and  1996,  respectively.  Incurred  benefits  (benefits  paid plus
        changes in claim reserves) and benefits paid for individual DI and major
        medical  policies   (excluding   reserve   strengthening  in  1996)  are
        summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Incurred benefits related to current year..........  $       190.2       $      189.0       $      176.0
        Incurred benefits related to prior years...........            2.1               69.1               67.8
                                                            -----------------   ----------------   -----------------
        Total Incurred Benefits............................  $       192.3       $      258.1       $      243.8
                                                            =================   ================   =================

        Benefits paid related to current year..............  $        28.8       $       32.6       $       37.0
        Benefits paid related to prior years...............          146.2              153.3              137.8
                                                            -----------------   ----------------   -----------------
        Total Benefits Paid................................  $       175.0       $      185.9       $      174.8
                                                            =================   ================   =================
</TABLE>

        Policyholders' Dividends

        The amount of  policyholders'  dividends to be paid (including  those on
        policies  included  in the  Closed  Block)  is  determined  annually  by
        Equitable   Life's  board  of  directors.   The   aggregate   amount  of
        policyholders'  dividends  is  related  to actual  interest,  mortality,
        morbidity  and expense  experience  for the year and  judgment as to the
        appropriate level of statutory surplus to be retained by Equitable Life.

        At December 31, 1997,  participating  policies,  including  those in the
        Closed Block, represent  approximately 21.2% ($50.2 billion) of directly
        written life insurance in force, net of amounts ceded.

        Federal Income Taxes

        The  Company  files a  consolidated  Federal  income tax return with the
        Holding  Company  and its  consolidated  subsidiaries.  Current  Federal
        income  taxes are charged or credited to  operations  based upon amounts
        estimated to be payable or recoverable as a result of taxable operations
        for the current year.  Deferred  income tax assets and  liabilities  are
        recognized based on the difference between financial  statement carrying
        amounts  and income tax bases of assets and  liabilities  using  enacted
        income tax rates and laws.

        Separate Accounts

        Separate  Accounts are established in conformity with the New York State
        Insurance Law and generally are not  chargeable  with  liabilities  that
        arise from any other business of the Insurance Group.  Separate Accounts
        assets  are  subject to General  Account  claims  only to the extent the
        value of such assets exceeds Separate Accounts liabilities.

        Assets  and  liabilities  of the  Separate  Accounts,  representing  net
        deposits  and  accumulated  net  investment  earnings  less  fees,  held
        primarily  for  the  benefit  of  contractholders,  and  for  which  the
        Insurance Group does not bear the investment risk, are shown as separate
        captions in the consolidated  balance sheets.  The Insurance Group bears
        the investment risk on assets held in one Separate  Account,  therefore,
        such assets are carried on the same basis as similar  assets held in the
        General Account  portfolio.  Assets held in the other Separate  Accounts
        are carried at quoted  market  values or,  where  quoted  values are not
        available,  at  estimated  fair values as  determined  by the  Insurance
        Group.

        The investment results of Separate Accounts on which the Insurance Group
        does not bear the  investment  risk are  reflected  directly in Separate
        Accounts  liabilities.  For 1997, 1996 and 1995,  investment  results of
        such  Separate  Accounts  were $3,411.1  million,  $2,970.6  million and
        $1,963.2 million, respectively.

                                      F-12
<PAGE>

        Deposits to Separate  Accounts  are  reported as  increases  in Separate
        Accounts liabilities and are not reported in revenues. Mortality, policy
        administration  and  surrender  charges  on all  Separate  Accounts  are
        included in revenues.

        Employee Stock Option Plan

        The Company  accounts for stock  option  plans  sponsored by the Holding
        Company,   DLJ  and  Alliance  in  accordance  with  the  provisions  of
        Accounting  Principles  Board Opinion  ("APB") No. 25,  "Accounting  for
        Stock Issued to Employees," and related  interpretations.  In accordance
        with the opinion,  compensation expense is recorded on the date of grant
        only if the current  market price of the  underlying  stock  exceeds the
        exercise  price.  See  Note  21 for the pro  forma  disclosures  for the
        Holding Company,  DLJ and Alliance required by SFAS No. 123, "Accounting
        for Stock-Based Compensation".

 3)     INVESTMENTS

        The following tables provide  additional  information  relating to fixed
        maturities and equity securities:
<TABLE>
<CAPTION>

                                                                        Gross               Gross
                                                   Amortized          Unrealized         Unrealized          Estimated
                                                      Cost              Gains              Losses            Fair Value
                                                -----------------  -----------------   ----------------   -----------------
                                                                              (In Millions)
       <S>                                      <C>                <C>                 <C>                <C>
        December 31, 1997
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    14,230.3      $       785.0       $       74.5       $    14,940.8
            Mortgage-backed....................        1,702.8               23.5                1.3             1,725.0
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,583.2               83.9                 .6             1,666.5
            States and political subdivisions..          673.0                6.8                 .1               679.7
            Foreign governments................          442.4               44.8                2.0               485.2
            Redeemable preferred stock.........          128.0                6.7                1.0               133.7
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    18,759.7      $       950.7       $       79.5       $    19,630.9
                                                =================  =================   ================   =================
        Equity Securities:
          Common stock.........................  $       408.4      $        48.7       $       15.0       $       442.1
                                                =================  =================   ================   =================
        December 31, 1996
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    13,645.2      $       451.5       $      121.0       $    13,975.7
            Mortgage-backed....................        2,015.9               11.2               20.3             2,006.8
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,539.4               39.2               19.3             1,559.3
            States and political subdivisions..           77.0                4.5                -                  81.5
            Foreign governments................          302.6               18.0                2.2               318.4
            Redeemable preferred stock.........          139.1                3.3                7.1               135.3
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    17,719.2      $       527.7       $      169.9       $    18,077.0
                                                =================  =================   ================   =================
        Equity Securities:
          Common stock.........................  $       362.0      $        49.3       $       17.7       $       393.6
                                                =================  =================   ================   =================
</TABLE>

                                      F-13
<PAGE>

        For publicly traded fixed  maturities and equity  securities,  estimated
        fair  value  is  determined  using  quoted  market  prices.   For  fixed
        maturities without a readily ascertainable market value, the Company has
        determined  an  estimated  fair  value  using  a  discounted  cash  flow
        approach,  including  provisions for credit risk, generally based on the
        assumption  such  securities  will be held to maturity.  Estimated  fair
        values for equity  securities,  substantially all of which do not have a
        readily ascertainable market value, have been determined by the Company.
        Such estimated fair values do not  necessarily  represent the values for
        which  these  securities  could  have  been  sold  at the  dates  of the
        consolidated  balance sheets. At December 31, 1997 and 1996,  securities
        without a readily ascertainable market value having an amortized cost of
        $3,759.2 million and $3,915.7 million,  respectively, had estimated fair
        values of $3,903.9 million and $4,024.6 million, respectively.

        The contractual maturity of bonds at December 31, 1997 is shown below:
<TABLE>
<CAPTION>

                                                                                        Available for Sale
                                                                                ------------------------------------
                                                                                   Amortized          Estimated
                                                                                     Cost             Fair Value
                                                                                ----------------   -----------------
                                                                                           (In Millions)
       <S>                                                                       <C>                <C>
        Due in one year or less................................................  $      149.9       $      151.3
        Due in years two through five..........................................       2,962.8            3,025.2
        Due in years six through ten...........................................       6,863.9            7,093.0
        Due after ten years....................................................       6,952.3            7,502.7
        Mortgage-backed securities.............................................       1,702.8            1,725.0
                                                                                ----------------   -----------------
        Total..................................................................  $   18,631.7       $   19,497.2
                                                                                ================   =================
</TABLE>

        Bonds not due at a single  maturity date have been included in the above
        table in the year of final maturity.  Actual maturities will differ from
        contractual  maturities  because borrowers may have the right to call or
        prepay obligations with or without call or prepayment penalties.

        The  Insurance  Group's fixed  maturity  investment  portfolio  includes
        corporate high yield  securities  consisting of public high yield bonds,
        redeemable  preferred  stocks and directly  negotiated debt in leveraged
        buyout  transactions.  The Insurance  Group seeks to minimize the higher
        than normal credit risks  associated  with such securities by monitoring
        the total  investments  in any single  issuer or total  investment  in a
        particular  industry  group.  Certain  of  these  corporate  high  yield
        securities are classified as other than investment  grade by the various
        rating  agencies,  i.e., a rating below Baa or National  Association  of
        Insurance Commissioners ("NAIC") designation of 3 (medium grade), 4 or 5
        (below  investment  grade) or 6 (in or near  default).  At December  31,
        1997,  approximately 17.85% of the $18,610.6 million aggregate amortized
        cost of bonds held by the  Insurance  Group were  considered to be other
        than investment grade.

        In addition to its  holdings of  corporate  high yield  securities,  the
        Insurance Group is an equity investor in limited  partnership  interests
        which  primarily  invest  in  securities  considered  to be  other  than
        investment grade.

        Fixed maturity  investments with  restructured or modified terms are not
        material.

                                      F-14
<PAGE>

        Investment valuation allowances and changes thereto are shown below:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Balances, beginning of year........................  $       137.1       $      325.3       $      284.9
        SFAS No. 121 release...............................            -               (152.4)               -
        Additions charged to income........................          334.6              125.0              136.0
        Deductions for writedowns and
          asset dispositions...............................          (87.2)            (160.8)             (95.6)
                                                            -----------------   ----------------   -----------------
        Balances, End of Year..............................  $       384.5       $      137.1       $      325.3
                                                            =================   ================   =================

        Balances, end of year comprise:
          Mortgage loans on real estate....................  $        55.8       $       50.4       $       65.5
          Equity real estate...............................          328.7               86.7              259.8
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       384.5       $      137.1       $      325.3
                                                            =================   ================   =================
</TABLE>

        At December 31, 1997, the carrying  values of  investments  held for the
        production  of income  which were  non-income  producing  for the twelve
        months preceding the consolidated  balance sheet date were $12.6 million
        of fixed maturities and $.9 million of mortgage loans on real estate.

        At  December  31,  1997 and 1996,  mortgage  loans on real  estate  with
        scheduled payments 60 days (90 days for agricultural  mortgages) or more
        past due or in  foreclosure  (collectively,  "problem  mortgage loans on
        real  estate") had an  amortized  cost of $23.4  million  (0.9% of total
        mortgage loans on real estate) and $12.4 million (0.4% of total mortgage
        loans on real estate), respectively.

        The payment terms of mortgage loans on real estate may from time to time
        be  restructured or modified.  The investment in  restructured  mortgage
        loans on real  estate,  based on  amortized  cost,  amounted  to  $183.4
        million and $388.3 million at December 31, 1997 and 1996,  respectively.
        Gross interest income on restructured mortgage loans on real estate that
        would have been recorded in accordance  with the original  terms of such
        loans  amounted to $17.2  million,  $35.5  million and $52.1  million in
        1997, 1996 and 1995, respectively.  Gross interest income on these loans
        included  in net  investment  income  aggregated  $12.7  million,  $28.2
        million and $37.4 million in 1997, 1996 and 1995, respectively.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                         December 31,
                                                                            ----------------------------------------
                                                                                   1997                 1996
                                                                            -------------------  -------------------
                                                                                         (In Millions)
        <S>                                                                  <C>                 <C>
        Impaired mortgage loans with provision for losses..................  $        196.7       $        340.0
        Impaired mortgage loans without provision for losses...............             3.6                122.3
                                                                            -------------------  -------------------
        Recorded investment in impaired mortgage loans.....................           200.3                462.3
        Provision for losses...............................................           (51.8)               (46.4)
                                                                            -------------------  -------------------
        Net Impaired Mortgage Loans........................................  $        148.5       $        415.9
                                                                            ===================  ===================
</TABLE>
        Impaired mortgage loans without provision for losses are loans where the
        fair value of the  collateral  or the net present  value of the expected
        future cash flows  related to the loan  equals or exceeds  the  recorded
        investment.  Interest income earned on loans where the collateral  value
        is used to measure  impairment  is recorded  on a cash  basis.  Interest
        income  on loans  where the  present  value  method  is used to  measure
        impairment  is accrued on the net  carrying  value amount of the loan at
        the  interest  rate used to  discount  the cash  flows.  Changes  in the
        present  value  attributable  to  changes  in the  amount  or  timing of
        expected cash flows are reported as investment gains or losses.

                                      F-15
<PAGE>

        During 1997, 1996 and 1995, respectively, the Company's average recorded
        investment in impaired mortgage loans was $246.9 million, $552.1 million
        and  $429.0  million.  Interest  income  recognized  on  these  impaired
        mortgage  loans totaled $15.2  million,  $38.8 million and $27.9 million
        ($2.3  million,  $17.9  million and $13.4  million  recognized on a cash
        basis) for 1997, 1996 and 1995, respectively.

        The Insurance Group's investment in equity real estate is through direct
        ownership  and through  investments  in real estate joint  ventures.  At
        December  31, 1997 and 1996,  the  carrying  value of equity real estate
        held  for  sale  amounted  to  $1,023.5   million  and  $345.6  million,
        respectively.  For 1997,  1996 and 1995,  respectively,  real  estate of
        $152.0  million,  $58.7  million  and  $35.3  million  was  acquired  in
        satisfaction  of debt. At December 31, 1997 and 1996,  the Company owned
        $693.3 million and $771.7 million, respectively, of real estate acquired
        in satisfaction of debt.

        Depreciation of real estate is computed using the  straight-line  method
        over the estimated useful lives of the properties, which generally range
        from 40 to 50 years.  Accumulated depreciation on real estate was $541.1
        million and $587.5 million at December 31, 1997 and 1996,  respectively.
        Depreciation expense on real estate totaled $74.9 million, $91.8 million
        and $121.7 million for 1997, 1996 and 1995, respectively.

 4)     JOINT VENTURES AND PARTNERSHIPS

        Summarized combined financial information for real estate joint ventures
        (29 and 34  individual  ventures  as of  December  31,  1997  and  1996,
        respectively) and for limited partnership  interests accounted for under
        the equity  method,  in which the  Company  has an  investment  of $10.0
        million  or  greater  and an equity  interest  of 10% or  greater  is as
        follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)

        <S>                                                                      <C>                <C>
        BALANCE SHEETS
        Investments in real estate, at depreciated cost........................  $    1,700.9       $    1,883.7
        Investments in securities, generally at estimated fair value...........       1,374.8            2,430.6
        Cash and cash equivalents..............................................         105.4               98.0
        Other assets...........................................................         584.9              427.0
                                                                                ----------------   -----------------
        Total Assets...........................................................  $    3,766.0       $    4,839.3
                                                                                ================   =================

        Borrowed funds - third party...........................................  $      493.4       $    1,574.3
        Borrowed funds - the Company...........................................          31.2              137.9
        Other liabilities......................................................         284.0              415.8
                                                                                ----------------   -----------------
        Total liabilities......................................................         808.6            2,128.0
                                                                                ----------------   -----------------

        Partners' capital......................................................       2,957.4            2,711.3
                                                                                ----------------   -----------------

        Total Liabilities and Partners' Capital................................  $    3,766.0       $    4,839.3
                                                                                ================   =================

        Equity in partners' capital included above.............................  $      568.5       $      806.8
        Equity in limited partnership interests not included above.............         331.8              201.8
        Other..................................................................           4.3                9.8
                                                                                ----------------   -----------------
        Carrying Value.........................................................  $      904.6       $    1,018.4
                                                                                ================   =================
</TABLE>

                                      F-16
<PAGE>

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                <C>
        STATEMENTS OF EARNINGS
        Revenues of real estate joint ventures.............  $       310.5       $      348.9       $      463.5
        Revenues of other limited partnership interests....          506.3              386.1              242.3
        Interest expense - third party.....................          (91.8)            (111.0)            (135.3)
        Interest expense - the Company.....................           (7.2)             (30.0)             (41.0)
        Other expenses.....................................         (263.6)            (282.5)            (397.7)
                                                            -----------------   ----------------   -----------------
        Net Earnings.......................................  $       454.2       $      311.5       $      131.8
                                                            =================   ================   =================

        Equity in net earnings included above..............  $        76.7       $       73.9       $       49.1
        Equity in net earnings of limited partnerships
          interests not included above.....................           69.5               35.8               44.8
        Other..............................................            (.9)                .9                1.0
                                                                                                   -----------------
                                                            -----------------   ----------------   -----------------
        Total Equity in Net Earnings.......................  $       145.3       $      110.6       $       94.9
                                                            =================   ================   =================
</TABLE>

 5)     NET INVESTMENT INCOME AND INVESTMENT GAINS (LOSSES)

        The sources of net investment income are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Fixed maturities...................................  $     1,459.4       $    1,307.4       $    1,151.1
        Mortgage loans on real estate......................          260.8              303.0              329.0
        Equity real estate.................................          390.4              442.4              560.4
        Other equity investments...........................          156.9              122.0               76.9
        Policy loans.......................................          177.0              160.3              144.4
        Other investment income............................          181.7              217.4              273.0
                                                            -----------------   ----------------   -----------------

          Gross investment income..........................        2,626.2            2,552.5            2,534.8
                                                            -----------------   ----------------   -----------------

          Investment expenses..............................          343.4              348.9              446.6
                                                            -----------------   ----------------   -----------------

        Net Investment Income..............................  $     2,282.8       $    2,203.6       $    2,088.2
                                                            =================   ================   =================
</TABLE>

        Investment  gains  (losses),  net,  including  changes in the  valuation
        allowances, are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Fixed maturities...................................  $        88.1       $       60.5       $      119.9
        Mortgage loans on real estate......................          (11.2)             (27.3)             (40.2)
        Equity real estate.................................         (391.3)             (79.7)             (86.6)
        Other equity investments...........................           14.1               18.9               12.8
        Sale of subsidiaries...............................          252.1                -                  -
        Issuance and sales of Alliance Units...............            -                 20.6                -
        Other..............................................            3.0               (2.8)               (.6)
                                                            -----------------   ----------------   -----------------
        Investment (Losses) Gains, Net.....................  $       (45.2)      $       (9.8)      $        5.3
                                                            =================   ================   =================
</TABLE>

                                      F-17
<PAGE>

        Writedowns of fixed maturities amounted to $11.7 million,  $29.9 million
        and $46.7 million for 1997, 1996 and 1995, respectively,  and writedowns
        of  equity  real  estate  subsequent  to the  adoption  of SFAS No.  121
        amounted  to  $136.4  million  and  $23.7  million  for 1997  and  1996,
        respectively.  In the fourth quarter of 1997,  the Company  reclassified
        $1,095.4 million depreciated cost of equity real estate from real estate
        held  for the  production  of  income  to real  estate  held  for  sale.
        Additions to valuation  allowances of $227.6  million were recorded upon
        these transfers.  Additionally in the fourth quarter,  $132.3 million of
        writedowns on real estate held for production of income were recorded.

        For 1997,  1996 and 1995,  respectively,  proceeds  received on sales of
        fixed  maturities  classified as available for sale amounted to $9,789.7
        million,  $8,353.5 million and $8,206.0  million.  Gross gains of $166.0
        million,  $154.2  million and $211.4  million and gross losses of $108.8
        million, $92.7 million and $64.2 million, respectively, were realized on
        these sales. The change in unrealized  investment gains (losses) related
        to fixed maturities  classified as available for sale for 1997, 1996 and
        1995 amounted to $513.4 million,  $(258.0) million and $1,077.2 million,
        respectively.

        For 1997,  1996 and 1995,  investment  results passed through to certain
        participating   group   annuity   contracts  as  interest   credited  to
        policyholders'  account  balances  amounted  to $137.5  million,  $136.7
        million and $131.2 million, respectively.

        On June 10, 1997,  Equitable Life sold EREIM (other than its interest in
        Column Financial, Inc.) ("ERE") to Lend Lease Corporation Limited ("Lend
        Lease"),  a  publicly  traded,   international  property  and  financial
        services  company based in Sydney,  Australia.  The total purchase price
        was $400.0  million and consisted of $300.0 million in cash and a $100.0
        million note maturing in eight years and bearing interest at the rate of
        7.4%,  subject to certain  adjustments.  Equitable  Life  recognized  an
        investment  gain of $162.4  million,  net of Federal income tax of $87.4
        million as a result of this  transaction.  Equitable  Life  entered into
        long-term  advisory  agreements  whereby  ERE will  continue  to provide
        substantially  the same services to Equitable Life's General Account and
        Separate Accounts, for substantially the same fees, as provided prior to
        the sale.

        Through  June 10, 1997 and the years ended  December  31, 1996 and 1995,
        respectively,  the businesses sold reported  combined  revenues of $91.6
        million,  $226.1 million and $245.6 million and combined net earnings of
        $10.7 million,  $30.7 million and $27.9 million.  Total combined  assets
        and liabilities as reported at December 31, 1996 were $171.8 million and
        $130.1 million, respectively.

        In  1996,  Alliance  acquired  the  business  of  Cursitor-Eaton   Asset
        Management   Company  and  Cursitor   Holdings  Limited   (collectively,
        "Cursitor")  for  approximately   $159.0  million.  The  purchase  price
        consisted of $94.3 million in cash,  1.8 million of Alliance's  publicly
        traded units  ("Alliance  Units"),  6% notes  aggregating  $21.5 million
        payable   ratably   over  four   years,   and   substantial   additional
        consideration  to be  determined  at a later  date.  The  excess  of the
        purchase price, including acquisition costs and minority interest,  over
        the  fair  value of  Cursitor's  net  assets  acquired  resulted  in the
        recognition  of  intangible  assets  consisting  of  costs  assigned  to
        contracts  acquired and  goodwill of  approximately  $122.8  million and
        $38.3 million,  respectively.  The Company recognized an investment gain
        of $20.6  million as a result of the issuance of Alliance  Units in this
        transaction.  On June 30, 1997,  Alliance  reduced the recorded value of
        goodwill  and  contracts  associated  with  Alliance's   acquisition  of
        Cursitor by $120.9 million.  This charge reflected  Alliance's view that
        Cursitor's continuing decline in assets under management and its reduced
        profitability,  resulting from relative investment underperformance,  no
        longer supported the carrying value of its investment.  As a result, the
        Company's  earnings from continuing  operations before cumulative effect
        of accounting change for 1997 included a charge of $59.5 million, net of
        a Federal  income tax benefit of $10.0 million and minority  interest of
        $51.4  million.  The  remaining  balance of  intangible  assets is being
        amortized  over its estimated  useful life of 20 years.  At December 31,
        1997, the Company's ownership of Alliance Units was approximately 56.9%.

                                      F-18
<PAGE>

        Net unrealized  investment gains (losses),  included in the consolidated
        balance  sheets  as a  component  of  equity  and  the  changes  for the
        corresponding years, are summarized as follows:

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

       <S>                                                   <C>                 <C>                <C>
        Balance, beginning of year.........................  $       189.9       $      396.5       $     (220.5)
        Changes in unrealized investment gains (losses)....          543.3             (297.6)           1,198.9
        Changes in unrealized investment losses
          (gains) attributable to:
            Participating group annuity contracts..........           53.2                -                (78.1)
            DAC............................................          (89.0)              42.3             (216.8)
            Deferred Federal income taxes..................         (163.8)              48.7             (287.0)
                                                            -----------------   ----------------   -----------------
        Balance, End of Year...............................  $       533.6       $      189.9       $      396.5
                                                            =================   ================   =================

        Balance, end of year comprises:
          Unrealized investment gains on:
            Fixed maturities...............................  $       871.2       $      357.8       $      615.9
            Other equity investments.......................           33.7               31.6               31.1
            Other, principally Closed Block................           80.9               53.1               93.1
                                                            -----------------   ----------------   -----------------
              Total........................................          985.8              442.5              740.1
          Amounts of unrealized investment gains
            attributable to:
              Participating group annuity contracts........          (19.0)             (72.2)             (72.2)
              DAC..........................................         (141.0)             (52.0)             (94.3)
              Deferred Federal income taxes................         (292.2)            (128.4)            (177.1)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       533.6       $      189.9       $      396.5
                                                            =================   ================   =================
</TABLE>

6)      CLOSED BLOCK

        Summarized financial information for the Closed Block follows:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
       <S>                                                                    <C>                  <C>
        Assets
        Fixed Maturities:
          Available for sale, at estimated fair value (amortized cost,
            $4,059.4 and $3,820.7)...........................................  $    4,231.0         $    3,889.5
        Mortgage loans on real estate........................................       1,341.6              1,380.7
        Policy loans.........................................................       1,700.2              1,765.9
        Cash and other invested assets.......................................         282.7                336.1
        DAC..................................................................         775.2                876.5
        Other assets.........................................................         235.9                246.3
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    8,566.6         $    8,495.0
                                                                              =================    =================

        Liabilities
        Future policy benefits and policyholders' account balances...........  $    8,993.2         $    8,999.7
        Other liabilities....................................................          80.5                 91.6
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    9,073.7         $    9,091.3
                                                                              =================    =================
</TABLE>

                                      F-19
<PAGE>

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Revenues
        Premiums and other revenue.........................  $       687.1       $      724.8       $      753.4
        Investment income (net of investment
          expenses of $27.0, $27.3 and $26.7)..............          574.9              546.6              538.9
        Investment losses, net.............................          (42.4)              (5.5)             (20.2)
                                                            -----------------   ----------------   -----------------
              Total revenues...............................        1,219.6            1,265.9            1,272.1
                                                            -----------------   ----------------   -----------------

        Benefits and Other Deductions
        Policyholders' benefits and dividends..............        1,066.7            1,106.3            1,077.6
        Other operating costs and expenses.................           50.4               34.6               51.3
                                                            -----------------   ----------------   -----------------
              Total benefits and other deductions..........        1,117.1            1,140.9            1,128.9
                                                            -----------------   ----------------   -----------------

        Contribution from the Closed Block.................  $       102.5       $      125.0       $      143.2
                                                            =================   ================   =================
</TABLE>

        At December 31, 1997 and 1996, problem mortgage loans on real estate had
        an amortized  cost of $8.1 million and $4.3 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had an amortized cost of $70.5 million and $114.2 million,
        respectively.  At December 31, 1996, the restructured  mortgage loans on
        real estate  amount  included $.7 million of problem  mortgage  loans on
        real estate.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>
        Impaired mortgage loans with provision for losses......................  $       109.1      $       128.1
        Impaired mortgage loans without provision for losses...................             .6                 .6
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................          109.7              128.7
        Provision for losses...................................................          (17.4)             (12.9)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        92.3      $       115.8
                                                                                ================   =================
</TABLE>

        During  1997,  1996  and  1995,  the  Closed  Block's  average  recorded
        investment in impaired mortgage loans was $110.2 million, $153.8 million
        and $146.9 million,  respectively.  Interest income  recognized on these
        impaired  mortgage  loans totaled $9.4  million,  $10.9 million and $5.9
        million  ($4.1  million,  $4.7 million and $1.3 million  recognized on a
        cash basis) for 1997, 1996 and 1995, respectively.

        Valuation  allowances  amounted to $18.5  million  and $13.8  million on
        mortgage  loans on real  estate and $16.8  million  and $3.7  million on
        equity real estate at December  31, 1997 and 1996,  respectively.  As of
        January  1,  1996,  the  adoption  of  SFAS  No.  121  resulted  in  the
        recognition of impairment losses of $5.6 million on real estate held for
        production of income.  Writedowns of fixed  maturities  amounted to $3.5
        million,  $12.8  million  and $16.8  million  for  1997,  1996 and 1995,
        respectively  and  writedowns  of equity real estate  subsequent  to the
        adoption of SFAS No. 121 amounted to $28.8 million for 1997.

        In the fourth quarter of 1997, $72.9 million  depreciated cost of equity
        real estate held for  production  of income was  reclassified  to equity
        real estate held for sale.  Additions to valuation  allowances  of $15.4
        million were recorded upon these transfers.  Additionally, in the fourth
        quarter,  $28.8 million of writedowns on real estate held for production
        of income were recorded.

        Many  expenses  related  to  Closed  Block  operations  are  charged  to
        operations  outside of the Closed Block;  accordingly,  the contribution
        from the Closed Block does not represent the actual profitability of the
        Closed Block  operations.  Operating  costs and expenses  outside of the
        Closed Block are, therefore, disproportionate to the business outside of
        the Closed Block.

                                      F-20
<PAGE>

 7)     DISCONTINUED OPERATIONS

        Summarized financial information for discontinued operations follows:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)

        <S>                                                                   <C>                   <C>
        Assets
        Mortgage loans on real estate........................................  $      655.5         $    1,111.1
        Equity real estate...................................................         655.6                925.6
        Other equity investments.............................................         209.3                300.5
        Short-term investments...............................................         102.0                 63.2
        Other invested assets................................................          41.9                 50.9
                                                                              -----------------    -----------------
          Total investments..................................................       1,664.3              2,451.3
        Cash and cash equivalents............................................         106.8                 42.6
        Other assets.........................................................         253.9                242.9
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    2,025.0         $    2,736.8
                                                                              =================    =================

        Liabilities
        Policyholders' liabilities...........................................  $    1,048.3         $    1,335.9
        Allowance for future losses..........................................         259.2                262.0
        Amounts due to continuing operations.................................         572.8                996.2
        Other liabilities....................................................         144.7                142.7
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    2,025.0         $    2,736.8
                                                                              =================    =================
</TABLE>

<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Revenues
        Investment income (net of investment
          expenses of $97.3, $127.5 and $153.1)............  $       188.6       $      245.4       $      323.6
        Investment losses, net.............................         (173.7)             (18.9)             (22.9)
        Policy fees, premiums and other income.............             .2                 .2                 .7
                                                            -----------------   ----------------   -----------------
        Total revenues.....................................           15.1              226.7              301.4

        Benefits and other deductions......................          169.5              250.4              326.5
        Losses charged to allowance for future losses......         (154.4)             (23.7)             (25.1)
                                                            -----------------   ----------------   -----------------
        Pre-tax loss from operations.......................            -                  -                  -
        Pre-tax loss from strengthening of the
          allowance for future losses......................         (134.1)            (129.0)               -
        Federal income tax benefit.........................           46.9               45.2                -
                                                            -----------------   ----------------   -----------------
        Loss from Discontinued Operations..................  $       (87.2)      $      (83.8)      $        -
                                                            =================   ================   =================
</TABLE>

        The Company's  quarterly process for evaluating the allowance for future
        losses  applies  the  current   period's  results  of  the  discontinued
        operations  against  the  allowance,  re-estimates  future  losses,  and
        adjusts the  allowance,  if  appropriate.  Additionally,  as part of the
        Company's  annual  planning  process  which  takes  place in the  fourth
        quarter of each year,  investment and benefit cash flow  projections are
        prepared.  These updated  assumptions and estimates resulted in the need
        to strengthen the allowance in 1997 and 1996, respectively.

        In the fourth quarter of 1997, $329.9 million depreciated cost of equity
        real estate was reclassified from equity real estate held for production
        of  income  to  real  estate  held  for  sale.  Additions  to  valuation
        allowances  of $79.8  million  were  recognized  upon  these  transfers.
        Additionally,  in the fourth quarter, $92.5 million of writedown on real
        estate held for production of income were recognized.

        Benefits and other deductions includes $53.3 million, $114.3 million and
        $154.6  million of interest  expense  related to amounts  borrowed  from
        continuing operations in 1997, 1996 and 1995, respectively.

                                      F-21
<PAGE>

        Valuation  allowances  amounted  to $28.4  million  and $9.0  million on
        mortgage  loans on real estate and $88.4  million  and $20.4  million on
        equity real estate at December  31, 1997 and 1996,  respectively.  As of
        January 1, 1996,  the  adoption of SFAS No. 121 resulted in a release of
        existing valuation allowances of $71.9 million on equity real estate and
        recognition  of  impairment  losses of $69.8 million on real estate held
        for production of income. Writedowns of equity real estate subsequent to
        the adoption of SFAS No. 121 amounted to $95.7 million and $12.3 million
        for 1997 and 1996, respectively.

        At December 31, 1997 and 1996, problem mortgage loans on real estate had
        amortized  costs of $11.0  million and $7.9 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had amortized  costs of $109.4 million and $208.1 million,
        respectively.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)

        <S>                                                                      <C>                <C>
        Impaired mortgage loans with provision for losses......................  $       101.8      $        83.5
        Impaired mortgage loans without provision for losses...................             .2               15.0
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................          102.0               98.5
        Provision for losses...................................................          (27.3)              (8.8)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        74.7      $        89.7
                                                                                ================   =================
</TABLE>

        During  1997,  1996  and  1995,  the  discontinued  operations'  average
        recorded investment in impaired mortgage loans was $89.2 million, $134.8
        million and $177.4 million, respectively.  Interest income recognized on
        these impaired  mortgage  loans totaled $6.6 million,  $10.1 million and
        $4.5 million ($5.3 million, $7.5 million and $.4 million recognized on a
        cash basis) for 1997, 1996 and 1995, respectively.

        At December  31, 1997 and 1996,  discontinued  operations  had  carrying
        values of $156.2  million  and  $263.0  million,  respectively,  of real
        estate acquired in satisfaction of debt.

8)      SHORT-TERM AND LONG-TERM DEBT

        Short-term and long-term debt consists of the following:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
        <S>                                                                    <C>                  <C>
        Short-term debt......................................................  $      422.2         $      174.1
                                                                              -----------------    -----------------
        Long-term debt:
        Equitable Life:
          6.95% surplus notes scheduled to mature 2005.......................         399.4                399.4
          7.70% surplus notes scheduled to mature 2015.......................         199.7                199.6
          Other..............................................................            .3                   .5
                                                                              -----------------    -----------------
              Total Equitable Life...........................................         599.4                599.5
                                                                              -----------------    -----------------
        Wholly Owned and Joint Venture Real Estate:
          Mortgage notes, 5.87% - 12.00% due through 2006....................         951.1                968.6
                                                                              -----------------    -----------------
        Alliance:
          Other..............................................................          18.5                 24.7
                                                                              -----------------    -----------------
        Total long-term debt.................................................       1,569.0              1,592.8
                                                                              -----------------    -----------------

        Total Short-term and Long-term Debt..................................  $    1,991.2         $    1,766.9
                                                                              =================    =================
</TABLE>

                                      F-22
<PAGE>

        Short-term Debt

        Equitable  Life has a $350.0 million bank credit  facility  available to
        fund  short-term  working capital needs and to facilitate the securities
        settlement  process.  The  credit  facility  consists  of two  types  of
        borrowing  options with varying interest rates and expires in June 2000.
        The interest rates are based on external  indices  dependent on the type
        of borrowing  and at December 31, 1997 range from 5.88% to 8.50%.  There
        were no  borrowings  outstanding  under  this bank  credit  facility  at
        December 31, 1997.

        Equitable  Life has a  commercial  paper  program with an issue limit of
        $500.0 million. This program is available for general corporate purposes
        used to support  Equitable  Life's  liquidity  needs and is supported by
        Equitable  Life's  existing  $350.0  million  bank credit  facility.  At
        December 31, 1997, $50.0 million was outstanding under this program.

        During 1996,  Alliance entered into a $250.0 million five-year revolving
        credit facility with a group of banks. Under the facility,  the interest
        rate, at the option of Alliance, is a floating rate generally based upon
        a defined  prime rate,  a rate related to the London  Interbank  Offered
        Rate  ("LIBOR") or the Federal  funds rate. A facility fee is payable on
        the  total  facility.  The  revolving  credit  facility  will be used to
        provide back-up liquidity for Alliance's $250.0 million commercial paper
        program, to fund commission payments to financial intermediaries for the
        sale of Class B and C shares under Alliance's  mutual fund  distribution
        system, and for general working capital purposes.  At December 31, 1997,
        Alliance had $72.0 million in  commercial  paper  outstanding  and there
        were no borrowings under the revolving credit facility.

        Long-term Debt

        Several of the long-term  debt  agreements  have  restrictive  covenants
        related  to the total  amount of debt,  net  tangible  assets  and other
        matters. The Company is in compliance with all debt covenants.

        On December 18, 1995,  Equitable Life issued, in accordance with Section
        1307 of the New York  Insurance  Law,  $400.0  million of surplus  notes
        having an interest rate of 6.95%  scheduled to mature in 2005 and $200.0
        million of surplus notes having an interest  rate of 7.70%  scheduled to
        mature  in 2015  (together,  the  "Surplus  Notes").  Proceeds  from the
        issuance  of the  Surplus  Notes  were  $596.6  million,  net of related
        issuance  costs.  Payments of interest on, or principal  of, the Surplus
        Notes are subject to prior approval by the Superintendent.

        The Company has pledged real estate, mortgage loans, cash and securities
        amounting to $1,164.0  million and $1,406.4 million at December 31, 1997
        and 1996, respectively, as collateral for certain long-term debt.

        At December 31, 1997,  aggregate  maturities of the long-term debt based
        on required  principal  payments at maturity for 1998 and the succeeding
        four  years are $565.8  million,  $201.4  million,  $8.6  million,  $1.7
        million and $1.8 million, respectively, and $790.6 million thereafter.

 9)     FEDERAL INCOME TAXES

        A  summary  of the  Federal  income  tax  expense  in  the  consolidated
        statements of earnings is shown below:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
       <S>                                                   <C>                <C>                <C>
        Federal income tax expense (benefit):
          Current..........................................  $       186.5       $       97.9       $      (11.7)
          Deferred.........................................          (95.0)             (88.2)             132.2
                                                            -----------------   ----------------   -----------------
        Total..............................................  $        91.5       $        9.7       $      120.5
                                                            =================   ================   =================
</TABLE>

                                      F-23
<PAGE>

        The Federal income taxes  attributable  to  consolidated  operations are
        different from the amounts determined by multiplying the earnings before
        Federal  income  taxes and  minority  interest by the  expected  Federal
        income  tax  rate of 35%.  The  sources  of the  difference  and the tax
        effects of each are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                <C>
        Expected Federal income tax expense................  $       234.7       $       73.0       $      173.7
        Non-taxable minority interest......................          (38.0)             (28.6)             (22.0)
        Adjustment of tax audit reserves...................          (81.7)               6.9                4.1
        Equity in unconsolidated subsidiaries..............          (45.1)             (32.3)             (19.4)
        Other..............................................           21.6               (9.3)             (15.9)
                                                            -----------------   ----------------   -----------------
        Federal Income Tax Expense.........................  $        91.5       $        9.7       $      120.5
                                                            =================   ================   =================
</TABLE>

        The components of the net deferred Federal income taxes are as follows:
<TABLE>
<CAPTION>
                                                       December 31, 1997                  December 31, 1996
                                                ---------------------------------  ---------------------------------
                                                    Assets         Liabilities         Assets         Liabilities
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)

        <S>                                      <C>              <C>               <C>               <C>
        Compensation and related benefits......  $     257.9      $        -        $      259.2      $       -
        Other..................................         30.7               -                 -                1.8
        DAC, reserves and reinsurance..........          -               222.8               -              166.0
        Investments............................          -               405.7               -              328.6
                                                ---------------  ----------------  ---------------   ---------------
        Total..................................  $     288.6      $      628.5      $      259.2      $     496.4
                                                ===============  ================  ===============   ===============
</TABLE>

        The deferred Federal income taxes impacting  operations  reflect the net
        tax effects of temporary  differences  between the  carrying  amounts of
        assets and liabilities for financial  reporting purposes and the amounts
        used for income tax purposes. The sources of these temporary differences
        and the tax effects of each are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                  <C>                <C>
        DAC, reserves and reinsurance......................  $        46.2       $     (156.2)      $       63.3
        Investments........................................         (113.8)              78.6               13.0
        Compensation and related benefits..................            3.7               22.3               30.8
        Other..............................................          (31.1)             (32.9)              25.1
                                                            -----------------   ----------------   -----------------
        Deferred Federal Income Tax
          (Benefit) Expense................................  $       (95.0)      $      (88.2)      $      132.2
                                                            =================   ================   =================
</TABLE>

        The Internal  Revenue Service (the "IRS") is in the process of examining
        the Company's consolidated Federal income tax returns for the years 1989
        through  1991.  Management  believes  these audits will have no material
        adverse effect on the Company's results of operations.

                                      F-24
<PAGE>

10)     REINSURANCE AGREEMENTS

        The Insurance Group assumes and cedes  reinsurance  with other insurance
        companies.  The Insurance Group evaluates the financial condition of its
        reinsurers to minimize its exposure to significant losses from reinsurer
        insolvencies. Ceded reinsurance does not relieve the originating insurer
        of  liability.  The  effect of  reinsurance  (excluding  group  life and
        health) is summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
       <S>                                                   <C>                <C>                <C>
        Direct premiums....................................  $       448.6       $      461.4       $      474.2
        Reinsurance assumed................................          198.3              177.5              171.3
        Reinsurance ceded..................................          (45.4)             (41.3)             (38.7)
                                                            -----------------   ----------------   -----------------
        Premiums...........................................  $       601.5       $      597.6       $      606.8
                                                            =================   ================   =================

        Universal Life and Investment-type Product
          Policy Fee Income Ceded..........................  $        61.0       $       48.2       $       44.0
                                                            =================   ================   =================
        Policyholders' Benefits Ceded......................  $        70.6       $       54.1       $       48.9
                                                            =================   ================   =================
        Interest Credited to Policyholders' Account
          Balances Ceded...................................  $        36.4       $       32.3       $       28.5
                                                            =================   ================   =================
</TABLE>

        Effective  January 1, 1994, all in force business above $5.0 million was
        reinsured.   During  1996,  the  Company's   retention  limit  on  joint
        survivorship  policies was  increased to $15.0  million.  The  Insurance
        Group also reinsures the entire risk on certain substandard underwriting
        risks as well as in certain other cases.

        The Insurance  Group cedes 100% of its group life and health business to
        a third party  insurance  company.  Premiums ceded totaled $1.6 million,
        $2.4 million and $260.6 million for 1997,  1996 and 1995,  respectively.
        Ceded death and disability benefits totaled $4.3 million,  $21.2 million
        and $188.1  million  for 1997,  1996 and 1995,  respectively.  Insurance
        liabilities  ceded totaled $593.8 million and $652.4 million at December
        31, 1997 and 1996, respectively.

11)     EMPLOYEE BENEFIT PLANS

        The Company sponsors  qualified and non-qualified  defined benefit plans
        covering   substantially  all  employees  (including  certain  qualified
        part-time employees), managers and certain agents. The pension plans are
        non-contributory.  Equitable Life's benefits are based on a cash balance
        formula or years of service  and final  average  earnings,  if  greater,
        under certain grandfathering rules in the plans. Alliance's benefits are
        based on years of  credited  service,  average  final  base  salary  and
        primary social  security  benefits.  The Company's  funding policy is to
        make the minimum contribution required by the Employee Retirement Income
        Security Act of 1974 ("ERISA").

        Components  of net periodic  pension cost (credit) for the qualified and
        non-qualified plans are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Service cost.......................................  $        32.5       $       33.8       $       30.0
        Interest cost on projected benefit obligations.....          128.2              120.8              122.0
        Actual return on assets............................         (307.6)            (181.4)            (309.2)
        Net amortization and deferrals.....................          166.6               43.4              155.6
                                                            -----------------   ----------------   -----------------
        Net Periodic Pension Cost (Credit).................  $        19.7       $       16.6       $       (1.6)
                                                            =================   ================   =================
</TABLE>

                                      F-25
<PAGE>

        The funded status of the qualified and non-qualified pension plans is as
        follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>
        Actuarial present value of obligations:
          Vested...............................................................  $    1,702.6       $    1,672.2
          Non-vested...........................................................           3.9               10.1
                                                                                ----------------   -----------------
        Accumulated Benefit Obligation.........................................  $    1,706.5       $    1,682.3
                                                                                ================   =================

        Plan assets at fair value..............................................  $    1,867.4       $    1,626.0
        Projected benefit obligations..........................................       1,801.3            1,765.5
                                                                                ----------------   -----------------
        Projected benefit obligations (in excess of) or less than plan assets..          66.1             (139.5)
        Unrecognized prior service cost........................................          (9.9)             (17.9)
        Unrecognized net loss from past experience different
          from that assumed....................................................          95.0              280.0
        Unrecognized net asset at transition...................................           3.1                4.7
        Additional minimum liability...........................................           -                (19.3)
                                                                                ----------------   -----------------
        Prepaid  Pension Cost..................................................  $      154.3       $      108.0
                                                                                ================   =================
</TABLE>

        The  discount  rate and rate of increase in future  compensation  levels
        used in  determining  the actuarial  present value of projected  benefit
        obligations were 7.25% and 4.07%, respectively, at December 31, 1997 and
        7.5% and 4.25%,  respectively,  at December 31,  1996.  As of January 1,
        1997 and 1996,  the expected  long-term rate of return on assets for the
        retirement plan was 10.25%.

        The  Company  recorded,  as a  reduction  of  shareholders'  equity,  an
        additional minimum pension liability of $17.3 million and $12.9 million,
        net  of  Federal   income   taxes,   at  December  31,  1997  and  1996,
        respectively,  primarily  representing  the  excess  of the  accumulated
        benefit  obligation  of the  qualified  pension  plan  over the  accrued
        liability.

        The  pension  plan's  assets  include   corporate  and  government  debt
        securities,  equity  securities,  equity real estate and shares of group
        trusts managed by Alliance.

        Prior to 1987, the qualified plan funded participants'  benefits through
        the purchase of non-participating annuity contracts from Equitable Life.
        Benefit payments under these contracts were approximately $33.2 million,
        $34.7 million and $36.4 million for 1997, 1996 and 1995, respectively.

        The  Company  provides  certain  medical  and  life  insurance  benefits
        (collectively,  "postretirement  benefits")  for  qualifying  employees,
        managers and agents  retiring from the Company (i) on or after attaining
        age 55 who  have at  least  10  years  of  service  or (ii) on or  after
        attaining  age 65 or (iii) whose jobs have been  abolished  and who have
        attained age 50 with 20 years of service.  The life  insurance  benefits
        are related to age and salary at retirement. The costs of postretirement
        benefits are  recognized in accordance  with the  provisions of SFAS No.
        106. The Company  continues to fund  postretirement  benefits costs on a
        pay-as-you-go  basis and,  for 1997,  1996 and 1995,  the  Company  made
        estimated  postretirement  benefits  payments  of $18.7  million,  $18.9
        million and $31.1 million, respectively.

                                      F-26
<PAGE>

        The  following  table  sets  forth the  postretirement  benefits  plan's
        status,  reconciled to amounts recognized in the Company's  consolidated
        financial statements:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                 <C>
        Service cost.......................................  $         4.5       $        5.3       $        4.0
        Interest cost on accumulated postretirement
          benefits obligation..............................           34.7               34.6               34.7
        Net amortization and deferrals.....................            1.9                2.4               (2.3)
                                                            -----------------   ----------------   -----------------
        Net Periodic Postretirement Benefits Costs.........  $        41.1       $       42.3       $       36.4
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>
                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Accumulated postretirement benefits obligation:
          Retirees.............................................................  $      388.5       $      381.8
          Fully eligible active plan participants..............................          45.7               50.7
          Other active plan participants.......................................          56.6               60.7
                                                                                ----------------   -----------------
                                                                                        490.8              493.2
        Unrecognized prior service cost........................................          40.3               50.5
        Unrecognized net loss from past experience different
          from that assumed and from changes in assumptions....................        (140.6)            (150.5)
                                                                                ----------------   -----------------
        Accrued Postretirement Benefits Cost...................................  $      390.5       $      393.2
                                                                                ================   =================
</TABLE>

        Since January 1, 1994,  costs to the Company for providing these medical
        benefits  available  to  retirees  under  age 65 are the  same as  those
        offered to active  employees and costs to the Company of providing these
        medical  benefits  will  be  limited  to  200%  of  1993  costs  for all
        participants.

        The  assumed   health  care  cost  trend  rate  used  in  measuring  the
        accumulated  postretirement  benefits  obligation  was  8.75%  in  1997,
        gradually  declining  to 2.75% in the  year  2009 and in 1996 was  9.5%,
        gradually  declining to 3.5% in the year 2009. The discount rate used in
        determining the accumulated postretirement benefits obligation was 7.25%
        and 7.50% at December 31, 1997 and 1996, respectively.

        If the health care cost trend rate assumptions were increased by 1%, the
        accumulated  postretirement  benefits obligation as of December 31, 1997
        would be  increased  7%.  The  effect  of this  change on the sum of the
        service cost and interest cost would be an increase of 8%.

12)     DERIVATIVES AND FAIR VALUE OF FINANCIAL INSTRUMENTS

        Derivatives

        The Insurance Group primarily uses derivatives for asset/liability  risk
        management and for hedging individual securities. Derivatives mainly are
        utilized to reduce the  Insurance  Group's  exposure  to  interest  rate
        fluctuations.  Accounting for interest rate swap  transactions  is on an
        accrual   basis.   Gains  and  losses  related  to  interest  rate  swap
        transactions are amortized as yield  adjustments over the remaining life
        of the underlying  hedged  security.  Income and expense  resulting from
        interest rate swap  activities are reflected in net  investment  income.
        The  notional  amount of  matched  interest  rate swaps  outstanding  at
        December  31,  1997 and 1996,  respectively,  was  $1,353.4  million and
        $649.9 million.  The average unexpired terms at December 31, 1997 ranged
        from 1.5 to 3.8 years.  At December  31, 1997,  the cost of  terminating
        outstanding  matched  swaps in a loss position was $10.9 million and the
        unrealized  gain on  outstanding  matched  swaps in a gain  position was
        $38.9  million.  The  Company  has no  intention  of  terminating  these
        contracts  prior to  maturity.  During  1996 and 1995,  net gains of $.2
        million and $1.4 million, respectively, were recorded in connection with
        interest rate swap activity.  Equitable Life has implemented an interest
        rate cap program designed to hedge crediting rates on interest-sensitive
        individual annuities contracts. The outstanding notional  amounts at

                                      F-27
<PAGE>

        December 31, 1997 of contracts  purchased and sold were $7,250.0 million
        and $875.0 million, respectively. The net premium paid by Equitable Life
        on these contracts was $48.5 million and is being amortized ratably over
        the  contract  periods  ranging  from 1 to 5 years.  Income and  expense
        resulting  from this program are  reflected as an adjustment to interest
        credited to policyholders' account balances.

        Substantially  all of DLJ's  activities  related to derivatives  are, by
        their nature trading  activities  which are primarily for the purpose of
        customer accommodations.  DLJ enters into certain contractual agreements
        referred to as derivatives or  off-balance-sheet  financial  instruments
        involving  futures,  forwards and options.  DLJ's derivative  activities
        consist of writing  over-the-counter  ("OTC") options to accommodate its
        customer  needs,  trading in forward  contracts in U.S.  government  and
        agency  issued or  guaranteed  securities  and in futures  contracts  on
        equity-based  indices,  interest rate  instruments  and  currencies  and
        issuing   structured   products  based  on  emerging  market   financial
        instruments  and  indices.  DLJ's  involvement  in  swap  contracts  and
        commodity derivative instruments is not significant.

        Fair Value of Financial Instruments

        The Company  defines  fair value as the quoted  market  prices for those
        instruments  that are  actively  traded in financial  markets.  In cases
        where quoted market prices are not available,  fair values are estimated
        using  present  value  or other  valuation  techniques.  The fair  value
        estimates  are made at a  specific  point in  time,  based on  available
        market  information  and  judgments  about  the  financial   instrument,
        including  estimates  of the timing and amount of  expected  future cash
        flows and the credit standing of  counterparties.  Such estimates do not
        reflect any premium or discount that could result from offering for sale
        at one time the  Company's  entire  holdings of a  particular  financial
        instrument,  nor do they consider the tax impact of the  realization  of
        unrealized  gains or losses.  In many  cases,  the fair value  estimates
        cannot be  substantiated by comparison to independent  markets,  nor can
        the  disclosed  value  be  realized  in  immediate   settlement  of  the
        instrument.

        Certain  financial  instruments  are  excluded,  particularly  insurance
        liabilities  other than financial  guarantees and investment  contracts.
        Fair market  value of  off-balance-sheet  financial  instruments  of the
        Insurance Group was not material at December 31, 1997 and 1996.

        Fair  values  for  mortgage  loans  on  real  estate  are  estimated  by
        discounting  future contractual cash flows using interest rates at which
        loans with similar  characteristics  and credit  quality  would be made.
        Fair values for foreclosed mortgage loans and problem mortgage loans are
        limited to the  estimated  fair value of the  underlying  collateral  if
        lower.

        Fair values of policy loans are estimated by discounting  the face value
        of the  loans  from the time of the next  interest  rate  review  to the
        present,  at a rate equal to the excess of the current  estimated market
        rates over the current interest rate charged on the loan.

        The estimated fair values for the Company's  association plan contracts,
        supplementary contracts not involving life contingencies  ("SCNILC") and
        annuities  certain,   which  are  included  in  policyholders'   account
        balances,   and  guaranteed   interest  contracts  are  estimated  using
        projected cash flows  discounted at rates  reflecting  expected  current
        offering rates.

        The  estimated  fair values for variable  deferred  annuities and single
        premium   deferred   annuities   ("SPDA"),   which   are   included   in
        policyholders'  account  balances,  are  estimated  by  discounting  the
        account  value back from the time of the next  crediting  rate review to
        the present,  at a rate equal to the excess of current  estimated market
        rates offered on new policies over the current crediting rates.

                                      F-28
<PAGE>

        Fair values for long-term  debt is  determined  using  published  market
        values, where available,  or contractual cash flows discounted at market
        interest rates. The estimated fair values for non-recourse mortgage debt
        are  determined by  discounting  contractual  cash flows at a rate which
        takes  into  account  the level of  current  market  interest  rates and
        collateral  risk. The estimated  fair values for recourse  mortgage debt
        are  determined by  discounting  contractual  cash flows at a rate based
        upon  current  interest  rates of other  companies  with credit  ratings
        similar to the  Company.  The  Company's  carrying  value of  short-term
        borrowings approximates their estimated fair value.

        The following  table  discloses  carrying value and estimated fair value
        for financial instruments not otherwise disclosed in Notes 3, 6 and 7:
<TABLE>
<CAPTION>
                                                                           December 31,
                                                --------------------------------------------------------------------
                                                              1997                               1996
                                                ---------------------------------  ---------------------------------
                                                   Carrying         Estimated         Carrying         Estimated
                                                    Value          Fair Value          Value           Fair Value
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)

        <S>                                      <C>              <C>              <C>                <C>
        Consolidated Financial Instruments:
        Mortgage loans on real estate..........  $    2,611.4     $     2,822.8     $     3,133.0     $    3,394.6
        Other limited partnership interests....         509.4             509.4             467.0            467.0
        Policy loans...........................       2,422.9           2,493.9           2,196.1          2,221.6
        Policyholders' account balances -
          investment contracts.................      12,611.0          12,714.0          12,908.7         12,992.2
        Long-term debt.........................       1,569.0           1,531.5           1,592.8          1,557.7

        Closed Block Financial Instruments:
        Mortgage loans on real estate..........       1,341.6           1,420.7           1,380.7          1,425.6
        Other equity investments...............          86.3              86.3             105.0            105.0
        Policy loans...........................       1,700.2           1,784.2           1,765.9          1,798.0
        SCNILC liability.......................          27.6              30.3              30.6             34.9

        Discontinued Operations Financial
        Instruments:
        Mortgage loans on real estate..........         655.5             779.9           1,111.1          1,220.3
        Fixed maturities.......................          38.7              38.7              42.5             42.5
        Other equity investments...............         209.3             209.3             300.5            300.5
        Guaranteed interest contracts..........          37.0              34.0             290.7            300.5
        Long-term debt.........................         102.0             102.1             102.1            102.2
</TABLE>

13)     COMMITMENTS AND CONTINGENT LIABILITIES

        The Company  has  provided,  from time to time,  certain  guarantees  or
        commitments  to  affiliates,  investors and others.  These  arrangements
        include commitments by the Company,  under certain  conditions:  to make
        capital  contributions of up to $202.6 million to affiliated real estate
        joint  ventures;  and to provide  equity  financing  to certain  limited
        partnerships of $362.1 million at December 31, 1997, under existing loan
        or loan commitment agreements.

        Equitable  Life  is the  obligor  under  certain  structured  settlement
        agreements  which  it  had  entered  into  with  unaffiliated  insurance
        companies  and  beneficiaries.  To satisfy its  obligations  under these
        agreements,  Equitable  Life owns  single  premium  annuities  issued by
        previously wholly owned life insurance subsidiaries.  Equitable Life has
        directed  payment  under  these  annuities  to be made  directly  to the
        beneficiaries under the structured settlement  agreements.  A contingent
        liability exists with respect to these agreements  should the previously
        wholly  owned   subsidiaries  be  unable  to  meet  their   obligations.
        Management  believes the satisfaction of those  obligations by Equitable
        Life is remote.

        The Insurance  Group had $47.4 million of letters of credit  outstanding
        at December 31, 1997.

                                      F-29
<PAGE>

14)     LITIGATION

        Equitable  Life recently  agreed to settle,  subject to court  approval,
        previously  disclosed  cases brought by persons  insured under  Lifetime
        Guaranteed   Renewable  Major  Medical  Insurance   Policies  issued  by
        Equitable  Life  (the  "Policies")  in New York  (Golomb  et al.  v. The
        Equitable Life  Assurance  Society of the United  States),  Pennsylvania
        (Malvin et al. v. The  Equitable  Life  Assurance  Society of the United
        States), Texas (Bowler et al. v. The Equitable Life Assurance Society of
        the United  States),  Florida  (Bachman v. The Equitable  Life Assurance
        Society of the United States) and California  (Fletcher v. The Equitable
        Life Assurance Society of the United States).  Plaintiffs in these cases
        claimed that Equitable Life's method for determining  premium  increases
        breached   the  terms  of  certain   forms  of  the   Policies  and  was
        misrepresented.  Plaintiffs  in Bowler and  Fletcher  also  claimed that
        Equitable Life  misrepresented to policyholders in Texas and California,
        respectively,  that  premium  increases  had been  approved by insurance
        departments  in those states and  determined  annual rate increases in a
        manner  that  discriminated  against  policyholders  in those  states in
        violation of the terms of the Policies, representations to policyholders
        and/or state law. The New York trial court  dismissed  the Golomb action
        with  prejudice  and  plaintiffs  appealed.   In  Bowler  and  Fletcher,
        Equitable  Life denied the material  allegations  of the  complaints and
        filed motions for summary  judgment which have been fully  briefed.  The
        Malvin action was stayed indefinitely pending the outcome of proceedings
        in Golomb and in Fletcher the magistrate  concluded that the case should
        be remanded to California  state court and Equitable  Life appealed that
        determination  to the district  judge.  On December 23, 1997,  Equitable
        Life  entered into a settlement  agreement,  subject to court  approval,
        which would result in the dismissal  with  prejudice of each of the five
        pending actions and the resolution of all similar claims on a nationwide
        basis.

        The settlement agreement provides for the creation of a nationwide class
        consisting of all persons holding,  and paying premiums on, the Policies
        at any time since January 1, 1988. An amended complaint will be filed in
        the federal  district court in Tampa,  Florida (where the Florida action
        is pending), that would assert claims of the kind previously made in the
        cases described above on a nationwide  basis, on behalf of policyholders
        in the nationwide class, which consists of approximately  127,000 former
        and current policyholders. If the settlement is approved, Equitable Life
        would pay  $14,166,000  in  exchange  for release of all claims for past
        damages on claims of the type described in the five pending  actions and
        the amended  complaint.  Costs of  administering  the settlement and any
        attorneys'  fees awarded by the court to  plaintiffs'  counsel  would be
        deducted from this fund before distribution of the balance to the class.
        In addition to this payment,  Equitable  Life will provide future relief
        to current  holders of certain  forms of the  Policies in the form of an
        agreement  to be  embodied  in the  court's  judgment,  restricting  the
        premium  increases  Equitable  Life can seek on  these  Policies  in the
        future.  The parties estimate the present value of these restrictions at
        $23,333,000, before deduction of any attorneys' fees that may be awarded
        by the court.  The estimate is based on assumptions  about future events
        that cannot be predicted with certainty and accordingly the actual value
        of the future relief may differ.  The parties to the settlement  shortly
        will be asking the court to approve  preliminarily  the  settlement  and
        settlement class and to permit  distribution of notice of the settlement
        to policyholders, establish procedures for objections, an opportunity to
        opt out of the  settlements  as it  affects  past  damages,  and a court
        hearing on whether the settlement should be finally approved.  Equitable
        Life cannot predict whether the settlement will be approved or, if it is
        not  approved,  the  outcome  of  the  pending  litigations.  As  noted,
        proceedings in Malvin were stayed indefinitely; proceedings in the other
        actions  have been  stayed or  deferred to  accommodate  the  settlement
        approval process.

        A number of lawsuits have been filed against life and health insurers in
        the  jurisdictions  in  which  Equitable  Life and its  subsidiaries  do
        business involving insurers' sales practices,  alleged agent misconduct,
        alleged failure to properly supervise agents, and other matters. Some of
        the lawsuits have resulted in the award of substantial judgments against
        other insurers,  including  material amounts of punitive damages,  or in
        substantial  settlements.   In  some  states,  juries  have  substantial
        discretion  in awarding  punitive  damages.  Equitable  Life,  Equitable
        Variable  Life  Insurance  Company  ("EVLICO,"  which  was  merged  into
        Equitable Life effective January 1, 1997, but whose existence  continues
        for certain limited  purposes,  including the defense of litigation) and
        The  Equitable of  Colorado,  Inc.  ("EOC"),  like other life and health
        insurers,  from  time to time are  involved  in such  litigation.  Among
        litigations  pending against  Equitable Life, EVLICO and EOC of the type
        referred  to in this  paragraph  are the  litigations  described  in the
        following seven paragraphs.

                                      F-30
<PAGE>

        An action was instituted on April 6, 1995 against Equitable Life and its
        wholly owned subsidiary,  EOC, in New York state court,  entitled Sidney
        C. Cole, et al. v. The Equitable  Life  Assurance  Society of the United
        States and The Equitable of Colorado,  Inc. The action is brought by the
        holders of a joint  survivorship  whole life policy  issued by EOC.  The
        action purports to be on behalf of a class consisting of all persons who
        from January 1, 1984 purchased life insurance policies sold by Equitable
        Life and EOC based upon allegedly uniform sales presentations and policy
        illustrations.  The  complaint  puts  in  issue  various  alleged  sales
        practices that plaintiffs assert, among other things, misrepresented the
        stated  number of years that the annual  premium  would need to be paid.
        Plaintiffs  seek  damages  in an  unspecified  amount,  imposition  of a
        constructive  trust,  and  seek to  enjoin  Equitable  Life and EOC from
        engaging in the  challenged  sales  practices.  In June 1996,  the Court
        issued a decision and order dismissing with prejudice plaintiffs' causes
        of action for  fraud,  constructive  fraud,  breach of  fiduciary  duty,
        negligence,  and unjust  enrichment,  and dismissing  without  prejudice
        plaintiffs' cause of action under the New York State consumer protection
        statute.  The only remaining causes of action are for breach of contract
        and negligent  misrepresentation.  In April 1997,  plaintiffs noticed an
        appeal from the court's June 1996 order.  Subsequently,  Equitable  Life
        and EOC noticed a cross-appeal  from so much of the June 1996 order that
        denied their motion to dismiss.  Briefing on the appeals is scheduled to
        begin on  February  23,  1998.  In June  1997,  plaintiffs  filed  their
        memorandum  of law and  affidavits  in support of their motion for class
        certification.  That memorandum states that plaintiffs seek to certify a
        class  solely  on their  breach  of  contract  claims,  and not on their
        negligent   misrepresentation  claim.  Plaintiffs'  class  certification
        motion  has been fully  briefed by the  parties  and is sub  judice.  In
        August  1997,   Equitable  Life  and  EOC  moved  for  summary  judgment
        dismissing  plaintiffs'  remaining  claims  of breach  of  contract  and
        negligent  misrepresentation.  Defendants'  summary  judgment motion has
        been fully briefed by the parties. On January 5, 1998,  plaintiffs filed
        a note of issue (placing the case on the trial calendar).

        On May 21,  1996,  an  action  entitled  Elton  F.  Duncan,  III v.  The
        Equitable  Life  Assurance  Society of the United  States was  commenced
        against  Equitable  Life in the Civil  District  Court for the Parish of
        Orleans,  State of Louisiana.  The action  originally  was brought by an
        individual  who  purchased a whole life policy  from  Equitable  Life in
        1989.  In September  1997,  with leave of the court,  plaintiff  filed a
        second amended  petition naming six additional  policyholder  plaintiffs
        and  three  new  sales  agent  defendants.  The  sole  named  individual
        defendant in the  original  petition is also named as a defendant in the
        second  amended  petition.  Plaintiffs  purport  to  represent  a  class
        consisting  of all persons who  purchased  whole life or universal  life
        insurance policies from Equitable Life from January 1, 1981 through July
        22,  1992.   Plaintiffs   allege   improper  sales  practices  based  on
        allegations  of  misrepresentations   concerning  one  or  more  of  the
        following:  the number of years that  premiums  would need to be paid; a
        policy's suitability as an investment vehicle; and the extent to which a
        policy  was  a  proper  replacement  policy.  Plaintiffs  seek  damages,
        including punitive damages,  in an unspecified  amount. In October 1997,
        Equitable  Life filed (i)  exceptions  to the second  amended  petition,
        asserting  deficiencies  in pleading of venue and vagueness;  and (ii) a
        motion to strike  certain  allegations.  On January 23, 1998,  the court
        heard  argument on  Equitable  Life's  exceptions  and motion to strike.
        Those  motions  are sub  judice.  Motion  practice  regarding  discovery
        continues.

        On July 26,  1996,  an action  entitled  Michael  Bradley  v.  Equitable
        Variable Life  Insurance  Company was commenced in New York state court,
        Kings  County.  The action is  brought by the holder of a variable  life
        insurance policy issued by EVLICO. The plaintiff purports to represent a
        class  consisting  of all persons or entities who  purchased one or more
        life  insurance  policies  issued by EVLICO  from  January 1, 1980.  The
        complaint  puts at issue  various  alleged  sales  practices and alleges
        misrepresentations  concerning  the  extent  to which the  policy  was a
        proper  replacement  policy  and the  number  of years  that the  annual
        premium  would  need to be  paid.  Plaintiff  seeks  damages,  including
        punitive  damages,  in an unspecified  amount and also seeks  injunctive
        relief  prohibiting  EVLICO from canceling  policies for failure to make
        premium  payments  beyond the  alleged  stated  number of years that the
        annual  premium would need to be paid.  EVLICO  answered the  complaint,
        denying the material  allegations.  In September  1996,  Equitable Life,
        EVLICO  and EOC made a motion to have this  proceeding  moved from Kings
        County Supreme Court to New York County for joint trial or consolidation
        with the Cole  action.  The  motion  was  denied by the Court in Cole in
        January 1997.  Plaintiff  then moved for  certification  of a nationwide
        class  consisting of all persons or entities who, since January 1, 1980,
        were   sold   one   or   more   life   insurance   products   based   on
        misrepresentations  as to the number of years  that the  annual  premium
        would need to be paid,  and/or who were  allegedly  induced to  purchase
        additional  policies  from EVLICO  using the cash value  accumulated  in
        existing  policies.  Defendants have opposed this motion.  Discovery and
        briefing  regarding  plaintiff's  motion  for  class  certification  are
        ongoing.

                                      F-31
<PAGE>

        On  December  12,  1996,  an action  entitled  Robert  E.  Dillon v. The
        Equitable Life Assurance  Society of the United States and The Equitable
        of Colorado,  was commenced in the United States  District Court for the
        Southern District of Florida. The action is brought by an individual who
        purchased a joint whole life policy from EOC in 1988. The complaint puts
        in issue various alleged sales practices and alleges  misrepresentations
        concerning the alleged  impropriety of  replacement  policies  issued by
        Equitable  Life and EOC and  alleged  misrepresentations  regarding  the
        number  of  years  premiums  would  have to be  paid on the  defendants'
        policies.  Plaintiff  alleges  claims  for  breach of  contract,  fraud,
        negligent  misrepresentation,  money had and received, unjust enrichment
        and imposition of a constructive trust.  Plaintiff purports to represent
        two classes of persons.  The first is a "contract class,"  consisting of
        all persons who purchased  whole or universal  life  insurance  policies
        from  Equitable  Life and EOC and from whom  Equitable Life and EOC have
        sought additional payments beyond the number of years allegedly promised
        by Equitable Life and EOC. The second is a "fraud class,"  consisting of
        all persons with an interest in policies  issued by  Equitable  Life and
        EOC at any time since  October 1, 1986.  Plaintiff  seeks  damages in an
        unspecified amount, and also seeks injunctive relief attaching Equitable
        Life's and EOC's  profits from their  alleged  sales  practices.  In May
        1997, plaintiff served a motion for class  certification.  In July 1997,
        the parties  submitted  to the Court a joint  scheduling  report,  joint
        scheduling order and a confidentiality  stipulation and order. The Court
        signed the latter stipulation, and the others remain sub judice. Further
        briefing on plaintiff's class certification motion will await entry of a
        scheduling order and further class  certification  discovery,  which has
        commenced and is on-going.  In January 1998,  the judge  assigned to the
        case recused  himself,  and the case was  reassigned.  Defendants are to
        serve their answer in February 1998.

        On January 3, 1996, an amended complaint was filed in an action entitled
        Frank Franze Jr. and George  Busher,  individually  and on behalf of all
        others similarly situated v. The Equitable Life Assurance Society of the
        United  States,  and Equitable  Variable  Life  Insurance  Company,  No.
        94-2036 in the United States District Court for the Southern District of
        Florida.  The  action  was  brought  by two  individuals  who  purchased
        variable life insurance policies.  The plaintiffs purport to represent a
        nationwide class  consisting of all persons who purchased  variable life
        insurance  policies from Equitable  Life and EVLICO since  September 30,
        1991. The amended  complaint  alleges that Equitable Life's and EVLICO's
        agents were  trained not to disclose  fully that the product  being sold
        was  life  insurance.   Plaintiffs  allege  violations  of  the  Federal
        securities  laws and seek  rescission of the  contracts or  compensatory
        damages and attorneys' fees and expenses. Equitable Life and EVLICO have
        answered the amended  complaint,  denying the material  allegations  and
        asserting  certain  affirmative  defenses.   Motion  practice  regarding
        discovery continues.

        On January 9, 1997, an action entitled Rosemarie Chaviano,  individually
        and on behalf of all others  similarly  situated v. The  Equitable  Life
        Assurance  Society of the United  States,  and  Equitable  Variable Life
        Insurance Company,  was filed in Massachusetts state court making claims
        similar to those in the Franze  action and  alleging  violations  of the
        Massachusetts  securities laws. The plaintiff  purports to represent all
        persons in Massachusetts who purchased variable life insurance contracts
        from Equitable Life and EVLICO from January 9, 1993 to the present.  The
        Massachusetts  action seeks  rescission of the contracts or compensatory
        damages,  attorneys'  fees,  expenses and injunctive  relief.  Plaintiff
        filed an amended  complaint in April 1997. In July 1997,  Equitable Life
        served a motion to dismiss the amended complaint or, in the alternative,
        for summary judgment.  On September 12, 1997,  plaintiff moved for class
        certification.  This motion is  scheduled  for  hearing on February  18,
        1998.

        On September 11, 1997, an action entitled Pamela L. and James A. Luther,
        individually and as  representatives of all people similarly situated v.
        The Equitable Life Assurance Society of the United States, The Equitable
        Companies Incorporated, and Casey Cammack, individually and as agent for
        The  Equitable  Life  Assurance  Society  of the  United  States and The
        Equitable  Companies  Incorporated,  was filed in Texas state court. The
        action was brought by holders of a whole life policy and the beneficiary
        under that policy. Plaintiffs purport to represent a nationwide class of
        persons  having  an  ownership  or  beneficial  interest  in  whole  and
        universal  life policies  issued by Equitable  Life from January 1, 1982
        through  December 31, 1996.  Also  included in the  purported  class are
        persons  having an ownership  interest in variable  annuities  purchased
        from Equitable  Life from January 1, 1992 to the present.  The complaint
        puts  in  issue  the  allegations  that  uniform  sales   presentations,
        illustrations,   and   materials   that   Equitable   Life  agents  used
        misrepresented the stated number of years that premiums would need to be
        paid and misrepresented the extent to which the policies at issue were

                                      F-32
<PAGE>

        
        proper  replacement  policies.  Plaintiffs  seek  compensatory  damages,
        attorneys' fees and expenses.  In October 1997,  Equitable Life served a
        general denial of the allegations  against it. The same day, the Holding
        Company entered a special appearance contesting the court's jurisdiction
        over it. In November  1997,  Equitable  Life filed a plea in  abatement,
        which,  under Texas law, stayed further  proceedings in the case because
        plaintiffs  had not served a demand letter.  Plaintiffs  served a demand
        letter upon  Equitable  Life and the Holding  Company,  the  response to
        which is due 60 days  thereafter.  Although  the  outcome of  litigation
        cannot be predicted with certainty,  particularly in the early stages of
        an  action,  the  Company's   management   believes  that  the  ultimate
        resolution of the Cole, Duncan,  Bradley,  Dillon, Franze,  Chaviano and
        Luther  litigations  should  not have a material  adverse  effect on the
        financial position of the Company.  The Company's management cannot make
        an  estimate  of  loss,  if any,  or  predict  whether  or not any  such
        litigation will have a material adverse effect on the Company's  results
        of operations in any particular period.

        On September 12, 1997, the United States District Court for the Northern
        District  of Alabama,  Southern  Division,  entered an order  certifying
        James  Brown  as the  representative  of a class  consisting  of  "[a]ll
        African-Americans  who applied but were not hired for, were  discouraged
        from applying for, or would have applied for the position of Sales Agent
        in the absence of the discriminatory practices, and/or procedures in the
        [former]  Southern  Region  of The  Equitable  from May 16,  1987 to the
        present." The second amended  complaint in James W. Brown,  on behalf of
        others similarly situated v. The Equitable Life Assurance Society of the
        United  States,   alleges,  among  other  things,  that  Equitable  Life
        discriminated on the basis of race against  African-American  applicants
        and  potential   applicants  in  hiring  individuals  as  sales  agents.
        Plaintiffs  seek a  declaratory  judgment and  affirmative  and negative
        injunctive relief, including the payment of back-pay,  pension and other
        compensation. Although the outcome of any litigation cannot be predicted
        with  certainty,  the  Company's  management  believes that the ultimate
        resolution of this matter should not have a material  adverse  effect on
        the financial position of the Company.  The Company's  management cannot
        make an estimate of loss, if any, or predict  whether or not such matter
        will  have a  material  adverse  effect  on  the  Company's  results  of
        operations in any particular period.

        The U.S.  Department of Labor ("DOL") is conducting an  investigation of
        Equitable Life's  management of the Prime Property Fund ("PPF").  PPF is
        an open-end,  commingled real estate separate  account of Equitable Life
        for pension clients.  Equitable Life serves as investment manager in PPF
        and retains  EREIM as advisor.  Equitable  Life agreed to indemnify  the
        purchaser of EREIM (which Equitable Life sold in June 1997) with respect
        to any fines,  penalties and rebates to clients in connection  with this
        investigation. In early 1995, the DOL commenced a national investigation
        of commingled real estate funds with pension  investors,  including PPF.
        The  investigation  appears to be focused  principally  on appraisal and
        valuation  procedures  in respect of fund  properties.  The most  recent
        request from the DOL seems to reflect,  at least in part, an interest in
        the relationship  between the valuations for those properties  reflected
        in  appraisals  prepared  for local  property  tax  proceedings  and the
        valuations used by PPF for other  purposes.  At no time has the DOL made
        any  specific   allegation  that  Equitable  Life  or  EREIM  has  acted
        improperly and Equitable Life and EREIM believe that any such allegation
        would be without  foundation.  While the  outcome of this  investigation
        cannot be predicted with certainty,  the Company's  management  believes
        that the ultimate  resolution  of this matter should not have a material
        adverse effect on the financial  position of the Company.  The Company's
        management  cannot make an estimate of loss, if any, or predict  whether
        or not this  investigation  will have a material  adverse  effect on the
        Company's results of operations in any particular period.

        On July 25, 1995, a Consolidated and Supplemental Class Action Complaint
        ("Complaint")  was filed  against  Alliance  North  American  Government
        Income Trust,  Inc. (the "Fund"),  Alliance and certain other defendants
        affiliated  with  Alliance,  including  the  Holding  Company,  alleging
        violations  of Federal  securities  laws,  fraud and breach of fiduciary
        duty in connection with the Fund's  investments in Mexican and Argentine
        securities.  The Complaint,  which sought  certification  of a plaintiff
        class of persons  who  purchased  or owned Class A, B or C shares of the
        Fund  from  March  27,  1992  through  December  23,  1994,   sought  an
        unspecified  amount of  damages,  costs,  attorneys'  fees and  punitive
        damages.  The principal  allegations  are that the Fund  purchased  debt
        securities  issued by the Mexican and Argentine  governments  in amounts
        that were not  permitted by the Fund's  investment  objective,  and that
        there was no  shareholder  vote to change the  investment  objective  to
        permit purchases in such amounts. The Complaint further alleged that the
        decline in the value of the Mexican and Argentine securities held by the
        Fund  caused the Fund's net asset value to decline to the  detriment  of
        the Fund's  shareholders.  On  September  26,  1996,  the United  States
        District Court for the Southern District of

                                      F-33
<PAGE>

        New York  granted  the  defendants'  motion to dismiss all counts of the
        Complaint ("First  Decision").  On October 11, 1996,  plaintiffs filed a
        motion for reconsideration of the First Decision.  On November 25, 1996,
        the court denied  plaintiffs'  motion for  reconsideration  of the First
        Decision.  On October 29, 1997,  the United  States Court of Appeals for
        the Second Circuit issued an order granting defendants' motion to strike
        and dismissing  plaintiffs' appeal of the First Decision. On October 29,
        1996,  plaintiffs filed a motion for leave to file an amended complaint.
        The principal allegations of the proposed amended complaint are that (i)
        the Fund  failed to hedge  against  the risks of  investing  in  foreign
        securities  despite  representations  that it would do so, (ii) the Fund
        did not properly  disclose that it planned to invest in  mortgage-backed
        derivative  securities  and  (iii) two  advertisements  used by the Fund
        misrepresented the risks of investing in the Fund. On July 15, 1997, the
        District  Court denied  plaintiffs'  motion for leave to file an amended
        complaint  and ordered that the case be dismissed  ("Second  Decision").
        The  plaintiffs  have appealed the Second  Decision to the United States
        Court of Appeals for the Second Circuit.  While the ultimate  outcome of
        this matter cannot be  determined  at this time,  management of Alliance
        does  not  expect  that  it  will  have a  material  adverse  effect  on
        Alliance's results of operations or financial condition.

        On January 26, 1996, a purported purchaser of certain notes and warrants
        to  purchase  shares  of  common  stock of  Rickel  Home  Centers,  Inc.
        ("Rickel") filed a class action complaint  against  Donaldson,  Lufkin &
        Jenrette Securities  Corporation  ("DLJSC") and certain other defendants
        for unspecified  compensatory and punitive damages in the U. S. District
        Court for the  Southern  District  of New York.  The suit was brought on
        behalf of the  purchasers  of 126,457 units  consisting of  $126,457,000
        aggregate  principal amount of 13 1/2% senior notes due 2001 and 126,457
        warrants to purchase  shares of common stock of Rickel  issued by Rickel
        in October 1994. The complaint alleges  violations of federal securities
        laws and common law fraud against DLJSC, as the underwriter of the units
        and as an owner of 7.3% of the  common  stock of Rickel,  Eos  Partners,
        L.P., and General Electric Capital Corporation,  each as owners of 44.2%
        of the common stock of Rickel,  and members of the board of directors of
        Rickel, including a DLJSC managing director. The complaint seeks to hold
        DLJSC liable for alleged  misstatements  and omissions  contained in the
        prospectus  and  registration  statement  filed in  connection  with the
        offering of the units,  alleging that the  defendants  knew of financial
        losses  and a  decline  in value of Rickel  in the  months  prior to the
        offering and did not  disclose  such  information.  The  complaint  also
        alleges that Rickel failed to pay its semi-annual  interest  payment due
        on the units on December  15,  1995,  and that Rickel  filed a voluntary
        petition  for  reorganization  pursuant to Chapter 11 of the  Bankruptcy
        Code on January 10,  1996.  DLJSC  intends to defend  itself  vigorously
        against all of the  allegations  contained  in the  complaint.  Although
        there can be no assurance, DLJ does not believe that the outcome of this
        litigation  will  have  a  material  adverse  effect  on  its  financial
        condition.  Due to the  early  stage  of this  litigation,  based on the
        information  currently  available to it, DLJ's management cannot make an
        estimate of loss, if any, or predict whether or not such litigation will
        have a material  adverse  effect on DLJ's  results of  operations in any
        particular period.

        In October  1995,  DLJSC was named as a defendant  in a purported  class
        action  filed in a Texas  State Court on behalf of the holders of $550.0
        million principal amount of subordinated  redeemable discount debentures
        of National  Gypsum  Corporation  ("NGC")  canceled in connection with a
        Chapter 11 plan of reorganization  for NGC consummated in July 1993. The
        named  plaintiff  in the State  Court  action  also  filed an  adversary
        proceeding  in the U.S.  Bankruptcy  Court for the Northern  District of
        Texas  seeking a  declaratory  judgment  that the  confirmed NGC plan of
        reorganization  does not bar the class action claims.  Subsequent to the
        consummation  of NGC's plan of  reorganization,  NGC's shares traded for
        values  substantially  in excess of, and in 1995 NGC was  acquired for a
        value  substantially  in excess of, the values  upon which NGC's plan of
        reorganization   was  based.  The  two  actions  arise  out  of  DLJSC's
        activities as financial advisor to NGC in the course of NGC's Chapter 11
        reorganization proceedings.  The class action complaint alleges that the
        plan of  reorganization  submitted by NGC was based upon  projections by
        NGC and DLJSC which intentionally  understated  forecasts,  and provided
        misleading  and incorrect  information in order to hide NGC's true value
        and that  defendants  breached  their  fiduciary  duties by, among other
        things,   providing  false,  misleading  or  incomplete  information  to
        deliberately  understate  the value of NGC. The class  action  complaint
        seeks  compensatory  and punitive damages  purportedly  sustained by the
        class. On October 10, 1997, DLJSC and
  
                                      F-34
<PAGE>

        others were named as  defendants  in a new  adversary  proceeding in the
        Bankruptcy Court brought by the NGC Settlement  Trust, an entity created
        by the NGC plan of reorganization to deal with asbestos-related  claims.
        The Trust's  allegations are substantially  similar to the claims in the
        State Court action.  In court papers dated  October 16, 1997,  the State
        Court  plaintiff  indicated  that  he  would  intervene  in the  Trust's
        adversary  proceeding.  On January 21, 1998, the Bankruptcy  Court ruled
        that the State Court plaintiff's  claims were not barred by the NGC plan
        of reorganization  insofar as they alleged nondisclosure of certain cost
        reductions  announced  by NGC in October  1993.  The Texas  State  Court
        action,  which  had  been  removed  to the  Bankruptcy  Court,  has been
        remanded  back to the state  court,  which  remand is being  opposed  by
        DLJSC.  DLJSC  intends to defend  itself  vigorously  against all of the
        allegations  contained  in  the  complaints.  Although  there  can be no
        assurance,  DLJ  does not  believe  that the  ultimate  outcome  of this
        litigation  will  have  a  material  adverse  effect  on  its  financial
        condition.  Due to the early  stage of such  litigation,  based upon the
        information  currently  available to it, DLJ's management cannot make an
        estimate of loss, if any, or predict whether or not such litigation will
        have a material  adverse  effect on DLJ's  results of  operations in any
        particular period.

        In November and December 1995, DLJSC,  along with various other parties,
        was named as a defendant in a number of purported class actions filed in
        the U.S.  District  Court for the  Eastern  District of  Louisiana.  The
        complaints allege violations of the federal  securities laws arising out
        of a public  offering in 1994 of $435.0  million of first mortgage notes
        of Harrah's Jazz Company and Harrah's Jazz Finance Corp.  The complaints
        seek  to  hold  DLJSC  liable  for  various  alleged  misstatements  and
        omissions  contained  in the  prospectus  dated  November  9,  1994.  On
        February 26, 1997,  the parties agreed to a settlement of these actions,
        subject to the District Court's approval,  which was granted on July 31,
        1997. The settlement is also subject to approval by the U.S.  Bankruptcy
        Court for the Eastern District of Louisiana of proposed modifications to
        a  confirmed  plan of  reorganization  for  Harrah's  Jazz  Company  and
        Harrah's  Jazz  Finance  Corp.,  and the  satisfaction  or waiver of all
        conditions  to the  effectiveness  of the plan, as provided in the plan.
        There can be no  assurance  of the  Bankruptcy  Court's  approval of the
        modifications to the plan of  reorganization,  or that the conditions to
        the  effectiveness  of the plan  will be  satisfied  or  waived.  In the
        opinion of DLJ's management,  the settlement, if approved, will not have
        a  material  adverse  effect on DLJ's  results of  operations  or on its
        consolidated financial condition.

        In addition  to the  matters  described  above,  Equitable  Life and its
        subsidiaries  and DLJ and its subsidiaries are involved in various legal
        actions and proceedings in connection with their businesses. Some of the
        actions and  proceedings  have been brought on behalf of various alleged
        classes of  claimants  and certain of these  claimants  seek  damages of
        unspecified  amounts.  While the ultimate outcome of such matters cannot
        be predicted with certainty, in the opinion of management no such matter
        is  likely  to  have  a  material   adverse   effect  on  the  Company's
        consolidated financial position or results of operations.

15)     LEASES

        The Company  has  entered  into  operating  leases for office  space and
        certain other assets,  principally data processing  equipment and office
        furniture and  equipment.  Future minimum  payments under  noncancelable
        leases for 1998 and the succeeding  four years are $93.5 million,  $84.4
        million,  $70.2 million, $56.4 million, $47.0 million and $489.3 million
        thereafter.   Minimum   future   sub-lease   rental   income   on  these
        noncancelable  leases  for 1998 and the  succeeding  four years are $7.3
        million,  $5.9 million, $3.8 million, $2.4 million, $.8 million and $2.9
        million thereafter.

        At December 31, 1997, the minimum future rental income on  noncancelable
        operating  leases for wholly owned  investments  in real estate for 1997
        and the succeeding four years are $247.0 million, $238.1 million, $218.7
        million, $197.9 million, $169.1 million and $813.0 million thereafter.

                                      F-35
<PAGE>

16)     OTHER OPERATING COSTS AND EXPENSES

        Other operating costs and expenses consisted of the following:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Compensation costs.................................  $       721.5       $      704.8       $      628.4
        Commissions........................................          409.6              329.5              314.3
        Short-term debt interest expense...................           31.7                8.0               11.4
        Long-term debt interest expense....................          121.2              137.3              108.1
        Amortization of policy acquisition costs...........          287.3              405.2              317.8
        Capitalization of policy acquisition costs.........         (508.0)            (391.9)            (391.0)
        Rent expense, net of sub-lease income..............          101.8              113.7              109.3
        Cursitor intangible assets writedown...............          120.9                -                  -
        Other..............................................          917.9              769.1              677.5
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     2,203.9       $    2,075.7       $    1,775.8
                                                            =================   ================   =================
</TABLE>

        During 1997, 1996 and 1995, the Company  restructured certain operations
        in  connection  with  cost  reduction   programs  and  recorded  pre-tax
        provisions  of  $42.4   million,   $24.4  million  and  $32.0   million,
        respectively.  The  amounts  paid  during  1997,  associated  with  cost
        reduction  programs,  totaled $22.8  million.  At December 31, 1997, the
        liabilities  associated with cost reduction  programs  amounted to $62.0
        million.  The 1997 cost  reduction  program  include  costs  related  to
        employee  termination  and exit costs.  The 1996 cost reduction  program
        included  restructuring  costs related to the consolidation of insurance
        operations'  service centers.  The 1995 cost reduction  program included
        relocation expenses,  including the accelerated amortization of building
        improvements   associated  with  the  relocation  of  the  home  office.
        Amortization  of DAC in 1996 included a $145.0  million  writeoff of DAC
        related to DI contracts.

17)     INSURANCE GROUP STATUTORY FINANCIAL INFORMATION

        Equitable  Life is  restricted as to the amounts it may pay as dividends
        to  the  Holding  Company.   Under  the  New  York  Insurance  Law,  the
        Superintendent  has broad discretion to determine  whether the financial
        condition of a stock life insurance company would support the payment of
        dividends to its  shareholders.  For 1997, 1996 and 1995,  statutory net
        loss  totaled  $351.7  million,   $351.1  million  and  $352.4  million,
        respectively. No amounts are expected to be available for dividends from
        Equitable Life to the Holding Company in 1998.

        At December 31, 1997, the Insurance  Group,  in accordance  with various
        government  and state  regulations,  had  $19.7  million  of  securities
        deposited with such government or state agencies.

                                      F-36
<PAGE>

        Accounting  practices used to prepare statutory financial statements for
        regulatory  filings of stock life insurance  companies differ in certain
        instances  from GAAP.  The following  reconciles  the Insurance  Group's
        statutory change in surplus and capital stock and statutory  surplus and
        capital  stock  determined  in  accordance  with  accounting   practices
        prescribed by the New York  Insurance  Department  with net earnings and
        equity on a GAAP basis.
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>
        Net change in statutory surplus and
          capital stock....................................  $       203.6       $       56.0       $       78.1
        Change in asset valuation reserves.................          147.1              (48.4)             365.7
                                                            -----------------   ----------------   -----------------
        Net change in statutory surplus, capital stock
          and asset valuation reserves.....................          350.7                7.6              443.8
        Adjustments:
          Future policy benefits and policyholders'
            account balances...............................          (31.1)            (298.5)             (66.0)
          DAC..............................................          220.7              (13.3)              73.2
          Deferred Federal income taxes....................          103.1              108.0             (158.1)
          Valuation of investments.........................           46.8              289.8              189.1
          Valuation of investment subsidiary...............         (555.8)            (117.7)            (188.6)
          Limited risk reinsurance.........................           82.3               92.5              416.9
          Issuance of surplus notes........................            -                  -               (538.9)
          Postretirement benefits..........................           (3.1)              28.9              (26.7)
          Other, net.......................................           30.3               12.4              115.1
          GAAP adjustments of Closed Block.................            3.6               (9.8)              15.7
          GAAP adjustments of discontinued operations......          189.7              (89.6)              37.3
                                                            -----------------   ----------------   -----------------
        Net Earnings of the Insurance Group................  $       437.2       $       10.3       $      312.8
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                 December 31,
                                                            --------------------------------------------------------
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Statutory surplus and capital stock................  $     2,462.5       $    2,258.9       $    2,202.9
        Asset valuation reserves...........................        1,444.6            1,297.5            1,345.9
                                                            -----------------   ----------------   -----------------
        Statutory surplus, capital stock and asset
          valuation reserves...............................        3,907.1            3,556.4            3,548.8
        Adjustments:
          Future policy benefits and policyholders'
            account balances...............................       (1,336.1)          (1,305.0)          (1,006.5)
          DAC..............................................        3,236.6            3,104.9            3,075.8
          Deferred Federal income taxes....................         (370.8)            (306.1)            (452.0)
          Valuation of investments.........................          783.5              286.8              417.7
          Valuation of investment subsidiary...............       (1,338.6)            (782.8)            (665.1)
          Limited risk reinsurance.........................         (254.2)            (336.5)            (429.0)
          Issuance of surplus notes........................         (539.0)            (539.0)            (538.9)
          Postretirement benefits..........................         (317.5)            (314.4)            (343.3)
          Other, net.......................................          203.7              126.3                4.4
          GAAP adjustments of Closed Block.................          814.3              783.7              830.8
          GAAP adjustments of discontinued operations......           71.5             (190.3)            (184.6)
                                                            -----------------   ----------------   -----------------
        Equity of the Insurance Group......................  $     4,860.5       $    4,084.0       $    4,258.1
                                                            =================   ================   =================
</TABLE>

                                      F-37
<PAGE>

18)     BUSINESS SEGMENT INFORMATION

        The Company has two major business  segments:  Insurance  Operations and
        Investment  Services.  Interest  expense related to debt not specific to
        either  business  segment is presented as  Corporate  interest  expense.
        Information for all periods is presented on a comparable basis.

        Insurance  Operations  offers a variety  of  traditional,  variable  and
        interest-sensitive  life insurance products,  disability income, annuity
        products,  mutual fund and other investment  products to individuals and
        small groups and  administers  traditional  participating  group annuity
        contracts with conversion  features,  generally for corporate  qualified
        pension  plans,  and  association   plans  which  provide  full  service
        retirement  programs for individuals  affiliated with  professional  and
        trade   associations.   This  segment  includes  Separate  Accounts  for
        individual insurance and annuity products.

        Investment  Services provides  investment fund management,  primarily to
        institutional  clients.  This  segment  includes  the  Company's  equity
        interest in DLJ and Separate  Accounts which provide various  investment
        options for group clients through pooled or single group accounts.

        Intersegment  investment  advisory and other fees of approximately $81.9
        million,  $127.5  million and $124.1  million  for 1997,  1996 and 1995,
        respectively,  are included in total revenues of the Investment Services
        segment.  These fees,  excluding  amounts  related to the GIC Segment of
        $5.1 million,  $15.7 million and $14.7 million for 1997,  1996 and 1995,
        respectively, are eliminated in consolidation.
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                 <C>                 <C>                 <C>
        Revenues
        Insurance operations...............................  $     3,684.2       $    3,770.6       $    3,614.6
        Investment services................................        1,455.1            1,126.1              949.1
        Consolidation/elimination..........................          (19.9)             (24.5)             (34.9)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     5,119.4       $    4,872.2       $    4,528.8
                                                            =================   ================   =================

        Earnings (loss) from continuing  operations before Federal income taxes,
          minority interest and cumulative effect of accounting change
        Insurance operations...............................  $       250.3       $      (36.6)      $      303.1
        Investment services................................          485.7              311.9              224.0
        Consolidation/elimination..........................            -                   .2               (3.1)
                                                            -----------------   ----------------   -----------------
              Subtotal.....................................          736.0              275.5              524.0
        Corporate interest expense.........................          (65.3)             (66.9)             (27.9)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       670.7       $      208.6       $      496.1
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                 <C>
        Assets
        Insurance operations...................................................  $    68,305.9      $    60,464.9
        Investment services....................................................       13,719.8           13,542.5
        Consolidation/elimination..............................................         (403.6)            (399.6)
                                                                                ----------------   -----------------
        Total..................................................................  $    81,622.1      $    73,607.8
                                                                                ================   =================
</TABLE>

                                      F-38
<PAGE>

19)     QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

        The quarterly  results of operations  for 1997 and 1996,  are summarized
        below:
<TABLE>
<CAPTION>

                                                                    Three Months Ended
                                       ------------------------------------------------------------------------------
                                           March 31           June 30           September 30          December 31
                                       -----------------  -----------------   ------------------   ------------------
                                                                       (In Millions)
        <S>                             <C>                <C>                 <C>                  <C>         
        1997
        Total Revenues................  $     1,266.0      $     1,552.8       $    1,279.0         $    1,021.6
                                       =================  =================   ==================   ==================

        Earnings from Continuing
          Operations before
          Cumulative Effect
          of Accounting Change........  $       117.4      $       222.5       $      145.1         $       39.4
                                       =================  =================   ==================   ==================

        Net Earnings (Loss)...........  $       114.1      $       223.1       $      144.9         $      (44.9)
                                       =================  =================   ==================   ==================

        1996
        Total Revenues................  $     1,176.5      $     1,199.4       $    1,198.4         $    1,297.9
                                       =================  =================   ==================   ==================

        Earnings (Loss) from
          Continuing Operations
          before Cumulative Effect
          of Accounting Change........  $        94.8      $        87.1       $       93.2         $     (157.9)
                                       =================  =================   ==================   ==================

        Net Earnings (Loss)...........  $        71.7      $        87.1       $       93.2         $     (241.7)
                                       =================  =================   ==================   ==================
</TABLE>

        Net earnings for the three  months  ended  December 31, 1997  includes a
        charge of $212.0 million related to additions to valuation allowances on
        and   writeoffs   of  real  estate  of  $225.2   million,   and  reserve
        strengthening  on  discontinued  operations of $84.3 million offset by a
        reversal of prior years tax reserves of $97.5 million.  Net earnings for
        the three  months ended  December  31, 1996  includes a charge of $339.3
        million related to writeoffs of DAC on DI contracts of $94.3 million and
        reserve strengthenings on DI business of $113.7 million,  Pension Par of
        $47.5 million and Discontinued Operations of $83.8 million.

20)     INVESTMENT IN DLJ

        At December  31,  1997,  the  Company's  ownership  of DLJ  interest was
        approximately  34.4%. The Company's  ownership  interest will be further
        reduced  upon  the  issuance  of  common  stock  after  the  vesting  of
        forfeitable  restricted  stock units  acquired by and/or the exercise of
        options  granted to certain DLJ employees.  DLJ  restricted  stock units
        represents  forfeitable  rights to  receive  approximately  5.2  million
        shares of DLJ common stock through February 2000.

        The results of  operations  of DLJ are accounted for on the equity basis
        and  are  included  in  commissions,   fees  and  other  income  in  the
        consolidated statements of earnings. The Company's carrying value of DLJ
        is included in investment in and loans to affiliates in the consolidated
        balance sheets.

                                      F-39
<PAGE>

        Summarized  balance  sheets  information  for  DLJ,  reconciled  to  the
        Company's carrying value of DLJ, are as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Assets:
        Trading account securities, at market value............................  $   16,535.7       $   15,728.1
        Securities purchased under resale agreements...........................      22,628.8           20,598.7
        Broker-dealer related receivables......................................      28,159.3           16,858.8
        Other assets...........................................................       3,182.0            2,318.1
                                                                                ----------------   -----------------
        Total Assets...........................................................  $   70,505.8       $   55,503.7
                                                                                ================   =================

        Liabilities:
        Securities sold under repurchase agreements............................  $   36,006.7       $   29,378.3
        Broker-dealer related payables.........................................      25,706.1           19,409.7
        Short-term and long-term debt..........................................       3,670.6            2,704.5
        Other liabilities......................................................       2,860.9            2,164.0
                                                                                ----------------   -----------------
        Total liabilities......................................................      68,244.3           53,656.5
        DLJ's company-obligated mandatorily redeemed preferred
          securities of subsidiary trust holding solely debentures of DLJ......         200.0              200.0
        Total shareholders' equity.............................................       2,061.5            1,647.2
                                                                                ----------------   -----------------
        Total Liabilities, Cumulative Exchangeable Preferred Stock and
          Shareholders' Equity.................................................  $   70,505.8       $   55,503.7
                                                                                ================   =================

        DLJ's equity as reported...............................................  $    2,061.5       $    1,647.2
        Unamortized cost in excess of net assets acquired in 1985
          and other adjustments................................................          23.5               23.9
        The Holding Company's equity ownership in DLJ..........................        (740.2)            (590.2)
        Minority interest in DLJ...............................................        (729.3)            (588.6)
                                                                                ----------------   -----------------
        The Company's Carrying Value of DLJ....................................  $      615.5       $      492.3
                                                                                ================   =================
</TABLE>

        Summarized  statements of earnings information for DLJ reconciled to the
        Company's equity in earnings of DLJ is as follows:
<TABLE>
<CAPTION>

                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Commission, fees and other income......................................  $    2,356.8       $    1,818.2
        Net investment income..................................................       1,652.1            1,074.2
        Dealer, trading and investment gains, net..............................         631.6              598.4
                                                                                ----------------   -----------------
        Total revenues.........................................................       4,640.5            3,490.8
        Total expenses including income taxes..................................       4,232.3            3,199.5
                                                                                ----------------   -----------------
        Net earnings...........................................................         408.2              291.3
        Dividends on preferred stock...........................................          12.1               18.7
                                                                                ----------------   -----------------
        Earnings Applicable to Common Shares...................................  $      396.1       $      272.6
                                                                                ================   =================

        DLJ's earnings applicable to common shares as reported.................  $      396.1       $      272.6
        Amortization of cost in excess of net assets acquired in 1985..........          (1.3)              (3.1)
        The Holding Company's equity in DLJ's earnings.........................        (156.8)            (107.8)
        Minority interest in DLJ...............................................        (109.1)             (73.4)
                                                                                ----------------   -----------------
        The Company's Equity in DLJ's Earnings.................................  $      128.9       $       88.3
                                                                                ================   =================
</TABLE>

                                      F-40
<PAGE>

21)     ACCOUNTING FOR STOCK-BASED COMPENSATION

        The  Holding  Company  sponsors a stock  option  plan for  employees  of
        Equitable  Life.  DLJ and Alliance  each sponsor  their own stock option
        plans for  certain  employees.  The  Company  has elected to continue to
        account for  stock-based  compensation  using the intrinsic value method
        prescribed  in APB No.  25. Had  compensation  expense  for the  Holding
        Company,  DLJ and  Alliance  Stock  Option  Incentive  Plan options been
        determined  based  on SFAS  No.  123's  fair  value  based  method,  the
        Company's  pro forma net  earnings  for 1997,  1996 and 1995  would have
        been:
<TABLE>
<CAPTION>

                                                                        1997              1996             1995
                                                                   ---------------   ---------------  ---------------
                                                                                     (In Millions)
        <S>                                                         <C>               <C>              <C>
        Net Earnings:
          As Reported.............................................  $      437.2      $      10.3      $      312.8
          Pro Forma...............................................  $      426.3      $       3.3      $      311.3
</TABLE>

        The fair value of options  granted  after  December 31, 1994,  used as a
        basis for the above pro forma disclosures,  was estimated as of the date
        of grants  using the  Black-Scholes  option  pricing  model.  The option
        pricing assumptions for 1997, 1996 and 1995 are as follows:
<TABLE>
<CAPTION>

                                  Holding Company                      DLJ                            Alliance
                           ------------------------------ ------------------------------- ----------------------------------
                             1997      1996       1995      1997       1996       1995      1997        1996        1995
                           -------------------- --------- ---------- ---------- --------- ---------- ----------- -----------
        <S>                 <C>       <C>        <C>        <C>        <C>       <C>        <C>        <C>        <C>
        Dividend yield....    0.48%     0.80%      0.96%      0.86%      1.54%     1.85%      8.00%      8.00%      8.00%

        Expected volatility  20.00%    20.00%     20.00%     33.00%     25.00%    25.00%     26.00%     23.00%     23.00%

        Risk-free interest
          rate............    5.99%     5.92%      6.83%      5.96%      6.07%     5.86%      5.70%      5.80%      6.00%

        Expected life.....  5 years   5 years    5 years   5 years    5 years   5 years   7.6 years  7.43 years  7.43 years

        Weighted average
          grant-date fair
          value per option   $12.25     $6.94      $5.90    $22.45      $9.35     $7.36      $4.36      $2.69      $2.24

</TABLE>

                                      F-41
<PAGE>

        A summary of the Holding Company,  DLJ and Alliance's option plans is as
        follows:
<TABLE>
<CAPTION>

                                        Holding Company                     DLJ                         Alliance
                                  ----------------------------- ----------------------------- -----------------------------
                                                    Options                       Options                       Options
                                                  Outstanding                   Outstanding                   Outstanding
                                                    Weighted                      Weighted                     Weighted
                                                    Average                       Average                       Average
                                      Shares        Exercise        Shares        Exercise        Units        Exercise
                                  (In Millions)      Price      (In Millions)      Price      (In Millions)      Price
                                  --------------- ------------- --------------- ------------- -----------------------------
       <S>                            <C>          <C>             <C>         <C>               <C>          <C>
        Balance as of
          January 1, 1995........       6.8           $20.31          -                             3.8          $15.46
          Granted................        .4           $20.27          9.2         $27.00            1.8          $20.54
          Exercised..............       (.1)          $20.00          -                             (.5)         $11.20
          Expired................       (.1)          $20.00          -                             -
          Forfeited..............       (.3)          $22.24          -                             (.3)         $16.64
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1995......       6.7           $20.27          9.2         $27.00            4.8          $17.72
          Granted................        .7           $24.94          2.1         $32.54             .7          $25.12
          Exercised..............       (.1)          $19.91          -                             (.4)         $13.64
          Expired................       -                             -                             -
          Forfeited..............       (.6)          $20.21          (.2)        $27.00            (.1)         $19.32
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1996......       6.7           $20.79         11.1         $28.06            5.0          $19.07
          Granted................       3.2           $41.85          3.2         $61.07            1.1          $36.56
          Exercised..............      (1.6)          $20.26          (.1)        $32.03            (.6)         $16.11
          Forfeited..............       (.4)          $23.43          (.1)        $27.51            (.2)         $21.28
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1997......       7.9           $29.05         14.1         $35.56            5.3          $22.82
                                  ===============               =============                 ===============
</TABLE>

                                      F-42
<PAGE>

        Information  about options  outstanding  and exercisable at December 31,
        1997 is as follows:
<TABLE>
<CAPTION>

                                             Options Outstanding                           Options Exercisable
                             ----------------------------------------------------  ------------------------------------
                                                    Weighted
                                                    Average         Weighted                              Weighted
              Range of             Number          Remaining         Average             Number           Average
              Exercise          Outstanding       Contractual       Exercise          Exercisable         Exercise
               Prices          (In Millions)      Life (Years)        Price          (In Millions)         Price
        --------------------- ----------------- ----------------- ---------------  ------------------- ----------------

               Holding
               Company
        ----------------------
       <S>                         <C>                <C>            <C>                 <C>              <C>
        $18.125   -$27.75            4.8               5.84           $20.94              3.0              $20.41
        $28.50    -$45.25            3.1               9.57           $41.84              -                  -
                              -----------------                                    -------------------
        $18.125   -$45.25            7.9               7.29           $29.05              3.0              $20.41
                              ================= ================= ===============  =================== ================

                 DLJ
        ----------------------
        $27.00    -$35.99           10.9               8.0            $28.05              4.9              $27.58
        $36.00    -$50.99             .8               9.3            $40.04              -                  -
        $51.00    -$76.00            2.4               9.8            $67.77              -                  -
                              -----------------                                    -------------------
        $27.00    -$76.00           14.1               8.4            $35.56              4.9              $27.58
                              ================= ================= ================  =================== =================

              Alliance
        ----------------------
        $ 6.0625   -$17.75           1.1               3.86           $13.20              1.0              $13.04
        $19.375    -$19.75            .8               7.34           $19.39               .3              $19.39
        $19.875    -$21.375          1.1               8.28           $20.13               .6              $20.19
        $22.25     -$27.50           1.3               9.81           $23.81               .4              $23.29
        $36.9375   -$37.5625         1.0               9.95           $36.95              -                  -
                              -----------------                                    -------------------
        $  6.0625  -$37.5625         5.3               7.58           $22.82              2.3              $17.43
                              ================= ================== ==============  ====================== =============
</TABLE>

                                      F-43

<PAGE>

                                                                     APPENDIX A

COMMUNICATING PERFORMANCE DATA

In reports or other  communications to policyowners or in advertising  material,
we may describe  general economic and market  conditions  affecting the Separate
Account  and the  Trusts  and may  compare  the  performance  or  ranking of the
Separate  Account  Funds  and the  Trusts'  portfolios  with  (1)  that of other
insurance  company  separate  accounts or mutual funds  included in the rankings
prepared  by Lipper  Analytical  Services,  Inc.,  Morningstar,  Inc. or similar
investment  services that monitor the performance of insurance  company separate
accounts or mutual funds, (2) other appropriate indices of investment securities
and averages for peer  universes of funds,  or (3) data  developed by us derived
from such indices or averages.  Advertisements or other communications furnished
to  present  or  prospective  policyowners  may also  include  evaluations  of a
Separate  Account Fund or Trust  portfolio by  financial  publications  that are
nationally recognized such as Barron's, Morningstar's Variable Annuities / Life,
Business Week,  Forbes,  Fortune,  Institutional  Investor,  Money,  Kiplinger's
Personal Finance, Financial Planning,  Investment Adviser, Investment Management
Weekly,   Money  Management   Letter,   Investment   Dealers  Digest,   National
Underwriter,  Pension & Investments,  USA Today,  Investor's Daily, The New York
Times, The Wall Street Journal, the Los Angeles Times and the Chicago Tribune.

Performance data for peer universes of funds with similar investment  objectives
are compiled by Lipper Analytical Services, Inc. (Lipper) in its Lipper Variable
Insurance Products Performance Analysis Service (Lipper Survey) and Morningstar,
Inc. in the Morningstar Variable Annuity / Life Report (Morningstar Report).

The Lipper Survey records  performance  data as reported to it by over 800 funds
underlying  variable  annuity and life  insurance  products.  The Lipper  Survey
divides these actively managed funds into 25 categories by portfolio objectives.
The Lipper Survey contains two different universes, which differ in terms of the
types of fees reflected in performance  data.  The "Separate  Account"  universe
reports  performance data net of investment  management  fees,  direct operating
expenses and asset-based charges applicable under variable insurance and annuity
contracts. The "Mutual Fund" universe reports performance net only of investment
management  fees  and  direct  operating   expenses,   and  therefore   reflects
asset-based charges that relate only to the underlying mutual fund.

The Morningstar Report consists of over 700 variable life and annuity funds, all
of which report their data net of investment  management fees,  direct operating
expenses and separate account level charges.

LONG-TERM MARKET TRENDS

As a tool for  understanding  how  different  investment  strategies  may affect
long-term  results,  it may be useful to  consider  the  historical  returns  on
different types of assets. The following chart presents historical return trends
for various types of securities.  The information presented,  while not directly
related to the  performance of the Funds of the Separate  Account or the Trusts'
portfolios,  may help to  provide a  perspective  on the  potential  returns  of
different  asset  classes over  different  periods of time.  By  combining  this
information  with your knowledge of your own financial needs, you may be able to
better determine how you wish to allocate your Survivorship 2000 premiums.

Historically, the investment performance of common stocks over the long term has
generally been superior to that of long or short-term debt securities,  although
common  stocks have been  subject to more  dramatic  changes in value over short
periods of time.  The Alliance  Common  Stock Fund of the Separate  Account may,
therefore,  be a desirable  selection for policyowners who are willing to accept
such risks.  Policyowners  who have a need to limit short-term risk, may find it
preferable to allocate a smaller percentage of their net premiums to those funds
that invest  primarily in common stock.  Any investment in  securities,  whether
equity or debt,  involves  varying  degrees of  potential  risk,  in addition to
offering varying degrees of potential reward.

   
The chart on page A-2  illustrates  the average annual  compound rates of return
over selected time periods  between  December 31, 1926 and December 31, 1997 for
common  stocks,   long-term   government  bonds,   long-term   corporate  bonds,
intermediate-term  government bonds and Treasury Bills. The Consumer Price Index
is shown as a measure of inflation for comparison  purposes.  The average annual
returns assume the reinvestment of dividends, capital gains and interest.
    

The  information  presented  is an  historical  record  of  unmanaged  groups of
securities  and is neither an estimate  nor a guarantee  of future  results.  In
addition,  investment management fees and expenses and charges associated with a
variable life insurance policy, are not reflected.

The rates of return illustrated do not represent returns of the Separate Account
or the Trusts and do not constitute a representation that the performance of the
Separate  Account Funds or the Trusts'  portfolios  will  correspond to rates of
return such as those illustrated in the chart. For a comparative illustration of
performance results of The Hudson River Trust plus performance of other Alliance
funds with investment  policies and objectives  similar to those of the Alliance
Small  Cap  Growth  portfolio,  see  page  B-1  of  the  HRT  prospectus.  For a
comparative  illustration of performance  results of certain public mutual funds
which are similar to EQAT  portfolios  and are managed by EQAT's  Advisers,  see
page A-1 of the EQAT prospectus.

                                      A-1

<PAGE>

   
<TABLE>
<CAPTION>
                         AVERAGE ANNUAL RATES OF RETURN
- ---------------------------------------------------------------------------------------------------------
FOR THE
FOLLOWING                             LONG-TERM    LONG-TERM   INTERMEDIATE-     U.S.        CONSUMER
PERIODS ENDING            COMMON     GOVERNMENT    CORPORATE    TERM GOV'T     TREASURY       PRICE
12/31/97:                 STOCKS        BONDS        BONDS         BONDS        BILLS         INDEX
- ---------------------------------------------------------------------------------------------------------
<S>                       <C>           <C>          <C>            <C>          <C>           <C>  
 1 year.............      33.36%        15.85%       12.95%         8.38%        5.26%         1.92%
 3 years............      31.15         14.76        13.36          8.93         5.35          2.59
 5 years............      20.24         10.51         9.22          6.40         4.57          2.64
10 years............      18.05         11.32        10.85          8.33         5.44          3.43
20 years............      16.65         10.39        10.29          9.51         7.29          4.90
30 years............      12.12          8.63         8.86          8.52         6.77          5.34
40 years............      12.30          6.71         7.09          7.10         5.85          4.44
50 years............      13.12          5.70         6.07          6.04         4.99          3.94
60 years............      12.53          5.31         5.54          5.44         4.18          4.11
Since 1926..........      10.99          5.19         5.71          5.25         3.77          3.17
Inflation Adjusted         7.58          1.96         2.46          2.02         0.58
Since 1926..........

</TABLE>


Source:  Ibbotson,  Roger G. and Rex A. Sinquefield,  STOCKS,  BONDS, BILLS, AND
INFLATION  (SBBI),  1982,  updated in STOCKS,  BONDS,  BILLS, AND INFLATION 1998
YEARBOOK,(TM) Ibbotson Associates, Inc., Chicago. All rights reserved.
    

Common  Stocks (S&P 500) -- Standard and Poor's  Composite  Index,  an unmanaged
weighted  index of the  stock  performance  of 500  industrial,  transportation,
utility and financial companies.

Long-Term  Government Bonds -- Measured using a one-bond  portfolio  constructed
each year  containing a bond with  approximately  a  twenty-year  maturity and a
reasonably current coupon.

   
Long-Term  Corporate  Bonds -- For the period  1969 - 1997,  represented  by the
Salomon Brothers Long-Term, High-Grade Corporate Bond Index; for the period 1946
- - 1968,  the Salomon  Brothers'  Index was  backdated  using  Salomon  Brothers'
monthly yield data and a methodology  similar to that used by Salomon for 1969 -
1997;  for the period 1926 - 1945,  the Standard and Poor's  monthly  High-Grade
Corporate  Composite  yield  data were used,  assuming a 4 percent  coupon and a
twenty-year maturity.
    

Intermediate-Term   Government  Bonds  --  Measured  by  a  one-bond   portfolio
constructed each year containing a bond with approximately a five-year maturity.

U.S. Treasury Bills -- Measured by rolling over each month a one-bill  portfolio
containing,  at the  beginning  of each  month,  the bill  having  the  shortest
maturity not less than one month.

Inflation  --  Measured  by the  Consumer  Price  Index for all Urban  Consumers
(CPI-U), not seasonally adjusted.


                                      A-2

<PAGE>
   
                                  SURVIVORSHIP
                                      2000

                          Prospectus Dated May 1, 1998

Survivorship 2000 is a flexible premium joint survivorship  variable life policy
issued by The Equitable Life Assurance Society of the United States (Equitable).

You may decide the amount of premiums to invest and when,  within limits.  Other
than the initial premium, there are no required premiums (however, under certain
conditions, additional premiums may be needed to keep the policy in effect). Net
premiums are deposited in a Policy Account.

Policy  Account  values  increase or decrease  with  investment  experience  and
reflect  certain  deductions  and charges.  You may allocate your Policy Account
value to a guaranteed  interest  option and the following  seventeen  investment
portfolios:

<TABLE>
<CAPTION>

                                         INVESTMENT PORTFOLIOS
                                         ---------------------
<S>                                      <C>                                                <C>
o  Alliance Money Market                 o  BT Equity 500 Index                             o  MFS Research
o  Alliance High Yield                   o  BT Small Company Index                          o  MFS Emerging Growth Companies
o  Alliance Common Stock                 o  BT International Equity Index                   o  Morgan Stanley Emerging Markets
o  Alliance Aggressive Stock             o  JPM Core Bond                                       Equity
o  Alliance Small Cap Growth             o  Lazard Large Cap Value                          o  EQ/Putnam Growth & Income Value 
                                         o  Lazard Small Cap Value                          o  EQ/Putnam Investors Growth      
                                                                                            o  EQ/Putnam International Equity
</TABLE>

We do not guarantee the investment  performance of these investment  portfolios,
which involve varying degrees of risk.

Survivorship 2000 provides life insurance coverage on two insureds, with a death
benefit payable when the last surviving  insured person dies while the policy is
in effect. You may choose either a fixed benefit equal to the Face Amount of the
policy or a variable  benefit equal to the Face Amount plus the Policy  Account.
You can reduce the Face  Amount and  change  the death  benefit  option,  within
limits.

The policy may go into default if the Net Cash Surrender  Value (Policy  Account
value  less any loan and  accrued  loan  interest)  is  insufficient  to pay the
policy's monthly  deductions.  When this condition exists, we guarantee that the
policy will  remain in force under the death  benefit  guarantee  provision  (if
available) as long as the accumulated  premiums  you've paid, less  withdrawals,
are at least equal to a guaranteed  minimum death  benefit  premium fund and any
policy loan does not exceed the Cash  Surrender  Value (Policy  Account  value).
Otherwise,  your  policy  will end  without  value  unless  you make a  required
payment.

Ask your Equitable  agent to determine if changing,  or adding to, your existing
insurance  coverage with Survivorship  2000 would be to your advantage.  You may
examine the policy for a limited  period after your  initial  payment and if you
are not satisfied for any reason, you may return the policy for a full refund of
premiums paid.

PLEASE READ THIS  PROSPECTUS  CAREFULLY AND KEEP IT FOR FUTURE  REFERENCE.  THIS
PROSPECTUS  CONTAINS  INFORMATION  THAT  SHOULD  BE KNOWN  BEFORE  INVESTING  IN
SURVIVORSHIP 2000. THIS PROSPECTUS IS NOT VALID UNLESS IT IS ATTACHED TO CURRENT
PROSPECTUSES FOR BOTH THE HUDSON RIVER TRUST AND THE EQ ADVISORS TRUST.

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.


              Copyright 1998 The Equitable Life Assurance Society
                   of the United States. All rights reserved.

EVM-125 (EDI)  Pros-6A (5/98)

<PAGE>


                                TABLE OF CONTENTS

                                                                            PAGE

SUMMARY OF SURVIVORSHIP 2000 FEATURES........................................1

PART 1 --   DETAILED INFORMATION ABOUT EQUITABLE AND
            SURVIVORSHIP 2000 INVESTMENT CHOICES.............................7
            THE COMPANY THAT ISSUES SURVIVORSHIP 2000........................7
                Equitable....................................................7
            THE SEPARATE ACCOUNT AND THE TRUSTS..............................7
                The Separate Account.........................................7
                The Trusts...................................................7
                HRT's Manager And Investment Adviser.........................8
                EQAT's Manager...............................................8
                EQAT's Investment Advisers ..................................8
                Investment Policies and Objectives Of The
                    Trusts' Portfolios.......................................9
            THE GUARANTEED INTEREST ACCOUNT.................................11
                Amounts In The Guaranteed Interest Account..................11
                Adding Interest In The Guaranteed Interest Account..........11
                Transfers Out Of The Guaranteed Interest Account............12

PART 2 --   DETAILED INFORMATION ABOUT SURVIVORSHIP 2000....................12
            FLEXIBLE PREMIUMS...............................................12
            DEATH BENEFITS..................................................13
            CHANGES IN INSURANCE PROTECTION.................................14
                Reducing The Face Amount....................................14
                Changing The Death Benefit Option...........................14
                When Policy Changes Go Into Effect..........................14
            MATURITY BENEFITS...............................................14
            LIVING BENEFIT OPTION...........................................14
            ADDITIONAL BENEFITS MAY BE AVAILABLE............................15
            YOUR POLICY ACCOUNT VALUE.......................................15
                Amounts In The Separate Account.............................15
                How We Determine The Unit Value.............................15
                Transfers Of Policy Account Value...........................15
                Automatic Transfer Service..................................16
                Telephone Transfers.........................................16
                Charge For Transfers........................................16
            BORROWING FROM YOUR POLICY ACCOUNT..............................16
                How To Request A Loan.......................................17
                Policy Loan Interest........................................17
                When Interest Is Due........................................17
                Repaying The Loan...........................................17
                The Effects Of A Policy Loan................................17
            PARTIAL WITHDRAWALS AND SURRENDER...............................18
                Partial Withdrawals.........................................18
                Allocation Of Partial Withdrawals And Charges...............18
                The Effects Of A Partial Withdrawal.........................18
                Surrender For Net Cash Surrender Value......................18
            DEDUCTIONS AND CHARGES..........................................18
                Deductions From Your Premiums...............................18
                Deductions From Your Policy Account.........................19
                How Policy Account Charges Are Allocated....................20
                Charge Against The Separate Account.........................20
                Charges Of The Trusts.......................................20
                Purpose of Policy Charges...................................20

            ADDITIONAL INFORMATION ABOUT SURVIVORSHIP 2000..................21
                Your Policy Can Terminate...................................21
                You May Restore A Policy After It Terminates................21
                Policy Periods, Anniversaries, Dates And Ages...............21
            TAX EFFECTS.....................................................22
                Policy Proceeds.............................................22
                Policy Terminations.........................................24
                Living Benefits.............................................24
                Diversification.............................................24
                Riders......................................................24
                Policy Changes..............................................24
                Tax Changes.................................................24
                Estate And Generation Skipping Taxes........................24
                Trade or Business Entity Owns Or Is Directly
                    Or Indirectly A Beneficiary Of The Policy...............25
                Our Taxes...................................................25
                When We Withhold Income Taxes...............................25

PART 3 --   ADDITIONAL INFORMATION..........................................25
            YOUR VOTING PRIVILEGES..........................................25
                Trust Voting Privileges.....................................25
                How We Determine Your Voting Shares.........................25
                Separate Account Voting Rights..............................26
            OUR RIGHT TO CHANGE HOW WE OPERATE..............................26
            OUR REPORTS TO POLICYOWNERS.....................................26
            LIMITS ON OUR RIGHT TO CHALLENGE THE POLICY.....................26
            YOUR PAYMENT OPTIONS............................................27
            YOUR BENEFICIARY................................................27
            ASSIGNING YOUR POLICY...........................................27
            WHEN WE PAY POLICY PROCEEDS.....................................27
            DIVIDENDS.......................................................27
            REGULATION......................................................28
            SPECIAL CIRCUMSTANCES...........................................28
            DISTRIBUTION....................................................28
            LEGAL PROCEEDINGS...............................................28
            ACCOUNTING AND ACTUARIAL EXPERTS................................28
            ADDITIONAL INFORMATION..........................................28
            YEAR 2000 PROGRESS..............................................29
            MANAGEMENT......................................................29

PART 4 --   ILLUSTRATIONS OF POLICY BENEFITS................................33
            INDIVIDUAL ILLUSTRATIONS........................................33

SEPARATE ACCOUNT FP FINANCIAL STATEMENTS.................................FSA-1

EQUITABLE FINANCIAL STATEMENTS.............................................F-1

APPENDIX A -- COMMUNICATING PERFORMANCE DATA...............................A-1
                   LONG-TERM MARKET TRENDS.................................A-1
                   AVERAGE ANNUAL RATES OF RETURN..........................A-2


In this prospectus  "we," "our" and "us" mean  Equitable,  a New York stock life
insurance  company.  "You" and "your" mean the owner(s) of the policy.  The term
"Equitable agent" or "agent," as used herein, means a Registered  Representative
authorized to sell the policies on Equitable's  behalf.  We refer to the persons
who are  covered by the policy as the  "insured  persons"  because  the  insured
persons and the policyowner(s) may not be the same. Unless indicated  otherwise,
the  discussion  in  this  prospectus  assumes  that  there  is no  policy  loan
outstanding and that the policy is not in a grace period.

THE POLICY IS NOT  AVAILABLE  IN ALL  JURISDICTIONS.  THIS  PROSPECTUS  DOES NOT
CONSTITUTE  AN  OFFERING  IN ANY  JURISDICTION  IN WHICH SUCH  OFFERING  MAY NOT
LAWFULLY  BE  MADE.   EQUITABLE   DOES  NOT   AUTHORIZE   ANY   INFORMATION   OR
REPRESENTATIONS  REGARDING THE OFFERING  DESCRIBED IN THIS PROSPECTUS OTHER THAN
AS CONTAINED IN THIS  PROSPECTUS  OR ANY ATTACHED  SUPPLEMENT  THERETO OR IN ANY
SUPPLEMENTAL SALES MATERIAL AUTHORIZED BY EQUITABLE.

<PAGE>

                      SUMMARY OF SURVIVORSHIP 2000 FEATURES

THE  FOLLOWING  SUMMARY IS  QUALIFIED IN ITS ENTIRETY BY THE TERMS OF THE POLICY
WHEN  ISSUED  AND THE MORE  DETAILED  INFORMATION  APPEARING  ELSEWHERE  IN THIS
PROSPECTUS (SEE TABLE OF CONTENTS ON OPPOSITE PAGE).

INVESTMENT FEATURES

FLEXIBLE PREMIUMS

o   Premiums  may be invested  whenever  and in whatever  amount you  determine,
    within  limits.  Other than the initial  premium,  there are no scheduled or
    required premium payments  (however,  under certain  conditions,  additional
    premiums may be needed to keep a policy in effect). See FLEXIBLE PREMIUMS in
    Part 2 of this prospectus.

POLICY ACCOUNT

o   After certain charges are deducted from your premium  payment,  the balance,
    called your net premium, is put in your Policy Account.  Net premiums can be
    allocated  to a  Guaranteed  Interest  Account  and to one or more  funds of
    Equitable's Separate Account FP (each a Fund, and together, the Funds or the
    Separate  Account).  The Funds  invest in  corresponding  portfolios  of The
    Hudson River Trust (HRT), or the EQ Advisors Trust (EQAT),  each of which is
    a mutual fund. Subject to certain conditions,  you have access to the Policy
    Account value through  loans,  partial  withdrawals or by  surrendering  the
    policy.  You may also  adjust  your  allocation  to the  various  investment
    options by changing your allocation percentages or by making transfers among
    the Funds and the Guaranteed Interest Account. If the policy is owned by two
    or more persons, we will require authorization from each owner before taking
    any action under the policy.

o   REQUESTS FOR TRANSFERS OUT OF THE  GUARANTEED  INTEREST  ACCOUNT CAN ONLY BE
    MADE ON OR WITHIN 30 DAYS OF A POLICY  ANNIVERSARY.  SUCH  TRANSFERS WILL BE
    EFFECTIVE  AS OF THE DATE WE RECEIVE YOUR  REQUEST,  BUT NO EARLIER THAN THE
    POLICY ANNIVERSARY. TRANSFERS INTO THE GUARANTEED INTEREST ACCOUNT AND AMONG
    THE FUNDS MAY BE REQUESTED AT ANY TIME.  Transfers  are subject to the rules
    discussed under TRANSFERS OUT OF THE GUARANTEED  INTEREST  ACCOUNT in Part 1
    of this  prospectus  and TRANSFERS OF POLICY ACCOUNT VALUE in Part 2 of this
    prospectus.

o   There is no minimum  guaranteed  cash  value for  amounts  allocated  to the
    Funds.  The value of amounts  allocated to the Guaranteed  Interest  Account
    will  depend on  deductions  from that  Account  and on the  interest  rates
    declared each year by Equitable (4% minimum, before deductions).

REDEMPTION

o   Loans may be taken against 90% of a policy's Cash Surrender  Value (equal to
    the Policy  Account  value)  subject to certain  conditions.  Loan  interest
    accrues daily at a rate determined annually. Currently, amounts set aside to
    secure the loan earn  interest at a rate 1% lower than the rate  charged for
    policy loan  interest.  See BORROWING  FROM YOUR POLICY ACCOUNT in Part 2 of
    this prospectus.

o   Partial withdrawals of Net Cash Surrender Value may be taken after the first
    policy year,  subject to our approval  and certain  conditions.  See PARTIAL
    WITHDRAWALS AND SURRENDER in Part 2 of this prospectus.

o   The policy  may be  surrendered  for its Net Cash  Surrender  Value  (Policy
    Account  value  less any  loan and  accrued  loan  interest),  less any lien
    securing a Living Benefit  payment,  at which time  insurance  coverage will
    end.

INSURANCE PROTECTION FEATURES

DEATH BENEFITS

o   Option A, a fixed benefit equal to the policy's Face Amount.

o   Option B, a variable  benefit  that  equals the Face  Amount plus the Policy
    Account.

o   In some  cases a higher  death  benefit  may apply in order to meet  Federal
    income  tax  law  requirements.  See  DEATH  BENEFITS  in  Part  2  of  this
    prospectus.

o   After the first  year,  you may reduce  the Face  Amount or change the death
    benefit  option,  within  limits.  The minimum Face Amount is $200,000.  See
    CHANGES IN INSURANCE PROTECTION in Part 2 of this prospectus.

o   The death  benefit is payable when the last  surviving  insured  person dies
    while the policy is in effect.

DEATH BENEFIT GUARANTEE

o   The death  benefit is  guaranteed  if the amount of  premiums  you've  paid,
    accumulated  at  4%  interest,  less  withdrawals,  also  accumulated  at 4%
    interest,  is at least equal to a guaranteed  minimum death benefit  premium
    fund and any policy loan does not exceed the Cash  Surrender  Value  (Policy
    Account  value).  The  death  benefit  guarantee  is not  available  in some
    jurisdictions,  including New York, New Jersey and Massachusetts. You should
    check with your Equitable agent to determine whether the guaranteed  minimum
    death  benefit is available in your state.  See DEATH  BENEFITS in Part 2 of
    this prospectus.

                                        1
<PAGE>

MATURITY BENEFITS

o   A maturity  benefit  equal to the Net Cash  Surrender  Value,  less any lien
    securing a Living Benefit  payment and accrued  interest,  is payable on the
    policy anniversary  nearest the younger insured person's 100th birthday,  if
    either or both of the  insured  persons are still  living on that date.  See
    MATURITY BENEFITS in Part 2 of this prospectus.

LIVING BENEFIT

o   The Living Benefit rider enables the policyowner to receive a portion of the
    policy's  death  benefit  (excluding  death  benefits  payable under certain
    riders) if the sole  surviving  insured has a terminal  illness.  The Living
    Benefit  rider  will be added to most  policies  at issue for no  additional
    cost. See LIVING BENEFIT OPTION in Part 2 of this prospectus.

ADDITIONAL BENEFITS

o   Estate  Protector,  Option to Split  Upon  Divorce  and Option to Split Upon
    Federal Tax Law Change riders are available.  See ADDITIONAL BENEFITS MAY BE
    AVAILABLE in Part 2 of this prospectus.

DEDUCTIONS AND CHARGES

FROM PREMIUMS (See DEDUCTIONS FROM YOUR PREMIUMS in Part 2 of this prospectus.)

o   Charge for taxes  imposed by states and other  jurisdictions.  Such  charges
    currently range between .70% and 5% (Virgin Islands).

o   Premium  Sales Charge in the first policy year equal to 30% of premiums paid
    up to one "target premium," plus 3% of premiums paid in excess of the target
    premium in that year.  If you paid at least one target  premium in the first
    policy year,  the Premium Sales Charge in each  subsequent  year is equal to
    7.5% (6% for certain age  combinations of insured  persons) of premiums paid
    up to one target  premium,  plus 3% of premiums paid in excess of the target
    premium in each year.  However,  if you paid less than one target premium in
    the first policy  year,  the Premium  Sales Charge in the second,  third and
    fourth policy years is equal to 7.5% (6% for certain combinations of insured
    persons)  of  premiums  paid up to the lesser of one  target  premium or the
    highest amount of premiums paid in any prior year, plus 30% on premiums paid
    in excess of this amount until  premiums  paid in that year equal the target
    premium,  plus 3% of premiums  paid in excess of the target  premium in that
    year.  The Premium  Sales  Charge in policy years five and later is equal to
    7.5% (6% for certain age  combinations of insured  persons) of premiums paid
    up to one target  premium,  plus 3% of premiums paid in excess of the target
    premium in each year.  Equitable  currently  intends to stop  deducting  the
    Premium Sales Charge at the end of the twentieth policy year. See DEDUCTIONS
    FROM YOUR PREMIUMS in Part 2 of this  prospectus for a detailed  discussion,
    including an explanation of "target premium."

FROM THE POLICY  ACCOUNT (See  DEDUCTIONS  FROM YOUR POLICY ACCOUNT in Part 2 of
this prospectus.)

o   Monthly  administrative charge of $0.07 per $1,000 of Face Amount during the
    first policy year, plus a current monthly administrative charge of $6 during
    each policy year. We may increase this latter charge,  but we guarantee that
    it will never exceed $8 per month.

o   Current  monthly cost of insurance  rates for standard risk  insurers  range
    from less than $0.01 per thousand of net amount at risk at the youngest ages
    to $83.33 per  thousand  of net amount at risk at the oldest ages (age 99 of
    each insured).  The net amount at risk is the difference  between the Policy
    Account value and the current death  benefit.  Guaranteed  cost of insurance
    rates for standard risk insureds range from less than $0.01  (youngest ages)
    to $83.33 (oldest ages).

o   Monthly charge for any additional insurance benefits.

o   Certain policy transactions will result in the following charges:

o   Transfers-- Currently, we charge $25 per transfer after the twelfth transfer
    in a policy year. We reserve the right to charge $25 per transfer.

o   Partial  Withdrawals--  An  expense  charge  of  $25  or  2% of  the  amount
    requested, whichever is less, is made for each partial withdrawal.

o   Monthly guaranteed minimum death benefit charge equal to $0.01 per $1,000 of
    Face Amount for policies with a guaranteed minimum death benefit provision.

FROM THE SEPARATE  ACCOUNT (See CHARGE AGAINST THE SEPARATE ACCOUNT in Part 2 of
this prospectus.)

o   Charge for certain  mortality and expense risks of .90% per annum of average
    net assets in the Separate Account.

FROM THE TRUSTS

o   The  Separate  Account  Funds  purchase  Class IB  shares  of  corresponding
    portfolios  of the HRT or EQAT  at net  asset  value.  That  price  reflects
    investment management fees, Rule 12b-1 distribution fees, indirect expenses,
    such as brokerage commissions, and certain other operating expenses.

                                       2
<PAGE>

    The Hudson River Trust.  Effective  May 1, 1997, a new  investment  advisory
    agreement  relating to each of the HRT  portfolios  was entered into between
    HRT and Alliance,  HRT's Investment Adviser. The table below, reflecting the
    HRT's  estimated  expenses,  is based on information for Class IB shares for
    the year ended  December  31, 1997 and has been  restated to reflect (i) the
    fees that would have been paid to Alliance if the present advisory agreement
    had been in  effect as of  January  1,  1997 and (ii)  estimated  accounting
    expenses for the year ended December 31, 1997.  Investment  management  fees
    may increase or decrease  based on the level of portfolio net assets.  These
    fees are  subject  to  maximum  rates,  as  described  in the  attached  HRT
    prospectus.  Other  expenses are also likely to fluctuate from year to year.
    Both  investment  management  fees and other  expenses are  expressed in the
    table below as an annual  percentage of each  portfolio's  daily average net
    assets:

<TABLE>
<CAPTION>

                                                                             1997 RESTATED FEES AND EXPENSES
                                                     -------------------------------------------------------------------------------
                                                            MANAGEMENT         12B-1            OTHER            TOTAL ANNUAL
HRT PORTFOLIO                                                  FEE              FEE            EXPENSES            EXPENSES
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                           <C>              <C>              <C>                 <C>  
Alliance Money Market..................................       0.35%            0.25%            0.04%               0.64%
Alliance High Yield....................................       0.60%            0.25%            0.04%               0.89%
Alliance Common Stock..................................       0.37%            0.25%            0.03%               0.65%
Alliance Aggressive Stock..............................       0.54%            0.25%            0.03%               0.82%
Alliance Small Cap Growth*.............................       0.90%            0.25%            0.05%               1.20%

- -------------------------
<FN>
* Estimated expenses. The portfolio commenced operations on May 1, 1997.
</FN>
</TABLE>


    EQ Advisors  Trust.  The EQ Advisors  Trust  commenced  operations on May 1,
    1997.  The table below shows the annual rates payable for  management  fees,
    Rule 12b-1  distribution  fees, and other estimated  expenses to be deducted
    from EQAT assets in 1998.  Other  expenses are likely to fluctuate from year
    to year. The management  fees are not subject to any reduction  based on the
    level of portfolio net assets.  The management fees, Rule 12b-1 distribution
    fees and  other  expenses  are  expressed  in the  table  below as an annual
    percentage of each portfolio's daily average net assets:


<TABLE>
<CAPTION>

                                                                                ESTIMATED 1998 FEES AND EXPENSES
                                                        ----------------------------------------------------------------------------
                                                            MANAGEMENT       12B-1              OTHER         TOTAL ANNUAL
EQAT PORTFOLIO*                                                FEE            FEES             EXPENSES         EXPENSES
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                           <C>             <C>               <C>               <C>  
BT Equity 500 Index....................................       0.25%           0.25%             0.05%             0.55%
BT Small Company Index.................................       0.25%           0.25%             0.10%             0.60%
BT International Equity Index..........................       0.35%           0.25%             0.20%             0.80%
JPM Core Bond..........................................       0.45%           0.25%             0.10%             0.80%
Lazard Large Cap Value.................................       0.55%           0.25%             0.10%             0.90%
Lazard Small Cap Value.................................       0.80%           0.25%             0.15%             1.20%
MFS Research...........................................       0.55%           0.25%             0.05%             0.85%
MFS Emerging Growth Companies..........................       0.55%           0.25%             0.05%             0.85%
Morgan Stanley Emerging Markets Equity.................       1.15%           0.25%             0.35%             1.75%
EQ/Putnam Growth & Income Value........................       0.55%           0.25%             0.05%             0.85%
EQ/Putnam Investors Growth.............................       0.55%           0.25%             0.05%             0.85%
EQ/Putnam International Equity.........................       0.70%           0.25%             0.25%             1.20%

- -------------------------
<FN>
*   The EQAT had no  operations  prior to May 1,  1997.  The MFS  Research,  MFS
    Emerging  Growth  Companies,  EQ/Putnam  Growth  & Income  Value,  EQ/Putnam
    Investors  Growth,  and EQ/Putnam  International  Equity  Portfolios of EQAT
    commenced  operations on May 1, 1997.  The Morgan Stanley  Emerging  Markets
    Equity Portfolio commenced  operations on August 20, 1997. The BT Equity 500
    Index, BT Small Company Index, BT International Equity Index, JPM Core Bond,
    Lazard  Large Cap  Value and  Lazard  Small Cap Value  Portfolios  commenced
    operations on December 31, 1997. The amounts shown as "Other  Expenses" will
    fluctuate  from year to year depending on actual  expenses,  but pursuant to
    agreement,  cannot  together  with other fees exceed  total  annual  expense
    limitations. See the attached EQAT prospectus.
</FN>
</TABLE>

VARIATIONS

o   Equitable  is  subject  to the  insurance  laws  and  regulations  in  every
    jurisdiction in which  Survivorship 2000 is sold. As a result,  the terms of
    Survivorship 2000 may vary from  jurisdiction to jurisdiction.  The terms of
    Survivorship  2000 may also vary  where  special  circumstances  result in a
    reduction in our costs.

                                       3
<PAGE>

ADDITIONAL INFORMATION

CANCELLATION RIGHT

o   You have the right to  examine  the  policy.  If for any  reason you are not
    satisfied with it, you may cancel the policy within the time limit described
    below. You may cancel the policy by sending it to our Administrative  Office
    with a written request to cancel. Insurance coverage ends when you send your
    request.

o   Your request to cancel the policy must be  postmarked  no later than 10 days
    after you receive the policy.

o   If you cancel the policy,  we will refund the premiums you paid.  In certain
    cases  where the  policy  was  purchased  as a result of an  exchange  of an
    existing life  insurance  policy,  we may  reinstate  the prior policy.  The
    cancellation  right may vary in certain states.  There may be income tax and
    withholding implications associated with cancellation.

DEFAULT AND TERMINATION

o   If the Net Cash Surrender Value is insufficient to pay the policy's  monthly
    deductions  the policy  will go into  default  unless the  operation  of the
    policy's  guaranteed  minimum death benefit provision results in a waiver of
    the monthly  deductions.  In order to benefit  from the  guaranteed  minimum
    death benefit  provision,  accumulated  premiums you've paid at 4% interest,
    less  withdrawals  at 4%  interest,  must be at least equal to a  guaranteed
    minimum death  benefit  premium fund and any policy loan must not exceed the
    Cash  Surrender  Value.  The  guaranteed  death  benefit  provision  is  not
    available  in  some  jurisdictions,  including  New  York,  New  Jersey  and
    Massachusetts.  If the policy goes into default,  it will terminate  without
    value unless you make a required  payment.  See YOUR POLICY CAN TERMINATE in
    Part 2 of this prospectus.

o   You will be  notified  if a default  occurs  and given  the  opportunity  to
    maintain  the policy in force by paying the amount  specified in the notice.
    You may be able to restore a terminated policy within a limited time period,
    but this will  require  additional  evidence  of  insurability.  See YOU MAY
    RESTORE A POLICY AFTER IT TERMINATES in Part 2 of this prospectus.

TAX EFFECTS

o   Generally,  under current  Federal  income tax law,  death  benefits are not
    subject to income tax and Policy Account  earnings are not subject to income
    tax  so  long  as  they  remain  in  the  Policy  Account.   Loans,  partial
    withdrawals,  surrender,  maturity  or  policy  termination  may  result  in
    recognition  of income for tax  purposes.  See TAX EFFECTS in Part 2 of this
    prospectus.

                    RATES OF RETURN AND YIELDS OF THE TRUSTS

The rates of return shown in the table below are based on the actual  investment
performance  of The Hudson River Trust and EQ Advisors Trust  portfolios,  after
deduction for investment  management fees and direct  operating  expenses of the
Trusts (including Rule 12b-1 distribution fees), for periods ending December 31,
1997. The historical performance of the Alliance Common Stock and Alliance Money
Market  Portfolios  for periods  prior to March 22, 1985,  when these funds were
managed  separate  accounts and subject to a different fee  structure,  has been
restated  to  reflect  the  investment  management  fees  and  estimated  direct
operating  expenses  that  commenced  on that date.  The  Alliance  Common Stock
Portfolio and its predecessors have been in existence since 1976.

The  yields  shown  below  are  derived  from the  actual  rate of return of the
portfolio for the period,  which is then adjusted to omit capital changes in the
portfolio during the period.  We show the SEC  standardized  7-day yield for the
Alliance  Money Market  Portfolio  and 30-day yield for the Alliance  High Yield
Portfolios.

These rates of return and yields are not  illustrative of how actual  investment
performance would affect the benefits under your policy.  Moreover,  these rates
of return and yields are not an estimate or guarantee of future performance.

THESE  RATES OF RETURN AND YIELDS ARE FOR THE TRUSTS ONLY AND DO NOT REFLECT THE
ADMINISTRATIVE AND COST OF INSURANCE CHARGES, SALES CHARGES, TAX CHARGES AND THE
MORTALITY AND EXPENSE RISK CHARGE  APPLICABLE UNDER A SURVIVORSHIP  2000 POLICY.
SUCH CHARGES WOULD REDUCE THE RETURNS AND YIELDS  SHOWN.  SEE  ILLUSTRATIONS  OF
SURVIVORSHIP  2000 POLICY ACCOUNT AND CASH SURRENDER  VALUES BASED ON HISTORICAL
INVESTMENT RESULTS ON NEXT PAGE.

                                       4
<PAGE>
<TABLE>
<CAPTION>

                                                           RATES OF RETURN FOR PERIODS ENDING DECEMBER 31, 1997
                                          -----------------------------------------------------------------------------------------
                                             SEC                                                                    SINCE
PORTFOLIO                                  YIELDS  1 YEAR  3 YEARS   5 YEARS   10 YEARS   15 YEARS    20 YEARS   INCEPTION(+)
- -----------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>     <C>      <C>        <C>       <C>       <C>         <C>         <C>  
Alliance Money Market....................   5.10%   5.16%    5.24%      4.44%     5.52%      6.34%         --        6.92%
Alliance High Yield......................  10.07   18.19    20.15      15.63     12.54         --          --       11.78
Alliance Common Stock....................          29.07    28.39      20.81     17.74      17.00       17.30%      15.58
Alliance Aggressive Stock................          10.66    21.04      14.66     18.74         --          --       19.17
Alliance Small Cap Growth................             --       --         --        --         --          --       26.57**
MFS Research.............................             --       --         --        --         --          --       16.07**
MFS Emerging Growth Companies............             --       --         --        --         --          --       22.42**
Morgan Stanley Emerging Markets Equity...             --       --         --        --         --          --      (20.16)*
EQ/Putnam Growth & Income Value..........             --       --         --        --         --          --       16.23**
EQ/Putnam Investors Growth...............             --       --         --        --         --          --       24.70**
EQ/Putnam International Equity...........             --       --         --        --         --          --        9.58**
                                                                                                        
- -------------------------
<FN>
*   This  performance is  unannualized  and represents  less than five months of
    performance. ** This performance is unannualized and represents eight months
    of  performance.  + The  Alliance  Small Cap Growth  Portfolio  received its
    initial funding on May 1, 1997; the Alliance High Yield Portfolio on January
    2, 1987; the Alliance  Aggressive  Stock  Portfolio on January 27, 1986; the
    predecessor of the Alliance Money Market Portfolio on July 13, 1981; and the
    predecessor of the Alliance  Common Stock Portfolio on January 13, 1976. The
    Morgan  Stanley  Emerging  Markets  Equity  Portfolio  received  its initial
    funding on August  20,  1997;  EQ/Putnam  Growth & Income  Value,  EQ/Putnam
    Investors  Growth,  EQ/Putnam  International  Equity,  MFS  Research and MFS
    Emerging Growth Companies, received their initial funding on May 1, 1997.
</FN>
</TABLE>


Additional  investment  performance  information appears in the attached HRT and
EQAT prospectuses.

PRIOR  PERFORMANCE OF ADVISERS.  The EQAT  portfolios and the Alliance Small Cap
Growth  Portfolio  of the HRT  commenced  operations  in  1997.  For  investment
performance of public mutual funds (or combinations thereof) advised by the same
EQAT or HRT  Investment  Adviser  that  have  investment  objectives,  policies,
strategies and risks that their advisers believe to be substantially  similar to
those of corresponding portfolios of the EQAT or HRT, see the respective EQAT or
HRT prospectus, attached to this prospectus. Such results are intended to show a
potential investor the past results of a similar style of investment  management
and are not intended to be a  substitute  for actual  performance,  nor are such
results an  estimate  or  guarantee  of future  results for the EQAT or Alliance
Small Cap Growth  Portfolios.  Keep in mind that such results do not reflect the
deductions and charges under your policy,  which,  if applied,  would reduce the
returns shown.

ILLUSTRATIONS OF CASH SURRENDER VALUES BASED ON HISTORICAL  INVESTMENT  RESULTS.
The  following  table was  developed to  demonstrate  how the actual  investment
experience  of the HRT (and its  predecessors)  and the EQAT would have affected
the Cash Surrender  Value of  hypothetical  Survivorship  2000 policies held for
specified  periods of time.  The table  illustrates  premiums and Cash Surrender
Values of ten hypothetical  Survivorship 2000 policies, each with a 100% premium
allocation to a different Fund. The illustration  also assumes that the insureds
are a standard risk  55-year-old  male and a standard risk  50-year-old  female,
both non-smokers,  and that each policy has a level death benefit,  a $1,000,000
face amount and a $13,580 annual premium.

The table  assumes that each policy was purchased on the first day of a calendar
year. For Trust portfolios whose inception dates fall before June 30, the policy
is assumed to have been  purchased  at the  beginning  of, and earned the actual
return over, that entire calendar year of inception.  For Trust portfolios whose
inception dates fall after June 30, the policy is assumed to have been purchased
at the beginning of the first full calendar year of that portfolio's  operation.
The table then  illustrates  what the Cash Surrender Value would have been after
one  policy  year,  after five  policy  years,  after ten policy  years and from
inception  through  December  31, 1997.  No  information  has been  included for
portfolios whose inception dates were after June 30, 1997.

                                       5
<PAGE>
<TABLE>
<CAPTION>
                             ILLUSTRATIONS OF SURVIVORSHIP 2000 POLICY ACCOUNT AND CASH SURRENDER VALUES
                         BASED ON HISTORICAL INVESTMENT RESULTS, $1,000,000 OF INITIAL INSURANCE PROTECTION
                                                       AND CURRENT CHARGES (1)

                                                     MALE AGE 55 / FEMALE AGE 50
                                                         STANDARD NON-SMOKER
                                                     ---------------------------

                               ASSUMED POLICY
                                  PURCHASE              AT THE END OF                     AT THE END OF
                                   DATE(2)          THE FIRST POLICY YEAR             THE FIFTH POLICY YEAR
                                  ---------      -----------------------------    ------------------------------- 
                                  BEGINNING        TOTAL    POLICY ACCOUNT          TOTAL      POLICY ACCOUNT
                                     OF          PREMIUM      VALUE AND           PREMIUM        VALUE AND
         PORTFOLIO:                 YEAR:          PAID   CASH SURRENDER VALUE      PAID     CASH SURRENDER VALUE
                                  ---------      -----------------------------    ------------------------------- 
<S>                                 <C>         <C>           <C>                  <C>          <C>
HRT:                                                                              
- ---------------------------------                                                 
Alliance Money Market ...........   1982        $ 13,580      $  9,198             $ 67,900     $ 68,937
                                                                                  
Alliance High Yield .............   1987          13,580         8,461               67,900       61,760
                                                                                  
Alliance Common Stock ...........   1976          13,580         8,868               67,900      103,222
                                                                                  
Alliance Aggressive Stock .......   1986          13,580        11,128               67,900       86,242
                                                                                  
Alliance Small Cap Growth .......   1997          13,580        10,417                 --           --
                                                                                  
                                                                                  
EQAT:                                                                             
- ---------------------------------                                                 
MFS Research ....................   1997          13,580         9,513                 --           --
                                                                                  
MFS Emerging Growth Companies ...   1997          13,580        10,064                 --           --
                                                                                  
EQ/Putnam Growth & Income                                                         
  Value .........................   1997          13,580         9,527                 --           --

EQ/Putnam Investors Growth .....    1997          13,580        10,260                 --           --

EQ/Putnam International
  Equity .......................    1997          13,580         8,954                 --           --
                                                                             
<CAPTION>
                                          AT THE END OF                   FROM POLICY PURCHASE
                                      THE TENTH POLICY YEAR             THROUGH DECEMBER 31, 1997
                                   -----------------------------    ------------------------------- 
                                     TOTAL    POLICY ACCOUNT          TOTAL      POLICY ACCOUNT
                                   PREMIUM      VALUE AND           PREMIUM        VALUE AND
         PORTFOLIO:                  PAID   CASH SURRENDER VALUE      PAID     CASH SURRENDER VALUE
                                   -----------------------------    ------------------------------- 
<S>                               <C>          <C>                  <C>          <C>
HRT:                                                               
- -------------------------------                                    
Alliance Money Market .........   $ 135,800    $ 163,226            $ 217,280    $ 271,465
                                                                   
Alliance High Yield ...........     135,800      222,439              149,380      273,841
                                                                   
Alliance Common Stock .........     135,800      268,526              298,760    1,893,101
                                                                   
Alliance Aggressive Stock .....     135,800      310,032              162,960      437,417
                                                                   
Alliance Small Cap Growth .....        --           --                 13,580       10,417
                                                            

EQAT:
- -------------------------------
MFS Research ..................        --           --                 13,580        9,513
                                                                 
MFS Emerging Growth                                              
  Companies ...................        --           --                 13,580       10,064
                                                                 
EQ/Putnam Growth & Income                                        
  Value .......................        --           --                 13,580        9,527
                                                                 
EQ/Putnam Investors Growth .....       --           --                 13,580       10,260
                                                                 
EQ/Putnam International                                          
  Equity .......................       --           --                 13,580        8,954
                                                          

THE DEATH BENEFIT GUARANTEE PREMIUM FOR THIS POLICY WOULD BE $13,580.  SEE DEATH
BENEFITS IN PART 2 OF THIS PROSPECTUS.

THESE VALUES ARE NOT AN ESTIMATE OR GUARANTEE OF FUTURE PERFORMANCE.
<FN>
(1) Policy values  reflect all charges  assessed under the policy and by the HRT
    or EQAT, including an assumed charge for taxes of 2%. Current non-guaranteed
    charges  have been used for the cost of  insurance  charges,  Premium  Sales
    Charge and monthly  administrative  charge. Such charges may be increased in
    the future,  but will never exceed the guaranteed  maximum charges set forth
    in DEDUCTIONS  AND CHARGES in Part 2 of this  prospectus.  If the guaranteed
    maximum  cost  of  insurance  charges,  Premium  Sales  Charge  and  monthly
    administrative charge were used, the results would be lower.
(2) Assumed  Policy  Purchase  Date is based upon  inception  date of portfolio.
    Please refer to the explanation of this table on the previous page.
</FN>
</TABLE>

                                       6
<PAGE>

PART 1: DETAILED  INFORMATION  ABOUT EQUITABLE AND SURVIVORSHIP  2000 INVESTMENT
        CHOICES

THE COMPANY THAT ISSUES SURVIVORSHIP 2000

EQUITABLE.  Equitable,  a New York stock  life  insurance  company,  has been in
business since 1859. We are a wholly owned subsidiary of The Equitable Companies
Incorporated  (the  Holding  Company).  The largest  shareholder  of the Holding
Company is AXA-UAP (AXA), a French insurance holding company. As of December 31,
1997, AXA beneficially  owned 58.7% of the outstanding shares of common stock of
the Holding Company.  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 holding company for an international  group of
insurance  and related  financial  services  companies.  Equitable,  the Holding
Company and their subsidiaries managed approximately $274.1 billion of assets as
of December  31, 1997,  including  third party  assets of  approximately  $216.9
billion.  Equitable's home office is 1290 Avenue of the Americas,  New York, New
York 10104.  We are licensed to do business in all 50 states,  Puerto Rico,  the
Virgin  Islands  and  the  District  of  Columbia.  We  maintain  local  offices
throughout the United States. At December 31, 1997, we had approximately  $125.7
billion face amount of variable life  insurance in force,  as compared to $114.6
billion at  December  31,  1996.  Prior to January  1, 1997,  Survivorship  2000
policies were issued by Equitable's wholly owned subsidiary,  Equitable Variable
Life Insurance Company (Equitable Variable).  Equitable Variable was merged into
Equitable as of January 1, 1997.

THE SEPARATE ACCOUNT AND THE TRUSTS

THE  SEPARATE  ACCOUNT.   Separate  Account  FP  (the  "Separate  Account")  was
established  on September  21, 1995 under the  Insurance Law of the State of New
York.  The  Separate  Account  is a type of  investment  company  called  a unit
investment  trust and is registered with the Securities and Exchange  Commission
(SEC) under the  Investment  Company Act of 1940 (1940 Act).  This  registration
does not involve any  supervision  by the SEC of the  management  or  investment
policies of the  Separate  Account.  The  Separate  Account is a successor  to a
separate  account that was established by Equitable  Variable on April 19, 1985.
The assets of that separate  account  became  assets of the Separate  Account on
January 1, 1997 when Equitable Variable was merged into Equitable.

Under New York law,  we own the assets of the  Separate  Account and use them to
support your policy and other variable life insurance  policies.  The portion of
the  Separate  Account's  assets  supporting  these  policies may not be used to
satisfy liabilities arising out of any other business we may conduct. This means
that the assets  supporting  Policy  Account  values  maintained in the Separate
Account are not subject to the claims of our other creditors.

The Separate Account has several Funds, each of which invests in Class IB shares
of a  corresponding  portfolio of the HRT or EQAT.  You may allocate some or all
premiums among the Funds.

In addition to premiums made under the policies, we may allocate to the Separate
Account monies received under other variable life insurance policies.  Owners of
all such policies will  participate in the Separate Account in proportion to the
amounts they have in the Funds that relate to their policies. We may also retain
in the  Separate  Account  assets that are in excess of the  reserves  and other
liabilities  relating to Policy Account  values,  or we may transfer them to our
general account.

If any  changes  are made that  result in a  material  change in the  underlying
investments of a Fund,  policyowners will be notified. We may make other changes
in the policies  that do not reduce any Cash  Surrender  Value,  Death  Benefit,
Policy Account value, or other accrued rights or benefits.

THE TRUSTS. The following  portfolios of The Hudson River Trust (HRT) and the EQ
Advisors Trust (EQAT) are available under your policy. The Funds of the Separate
Account invest in these portfolios according to your instructions.

<TABLE>
<CAPTION>

                                                        INVESTMENT PORTFOLIOS
                                                        ---------------------
          HRT PORTFOLIOS                                                EQAT PORTFOLIOS
- -------------------------------------    ------------------------------------------------------------------------------------------
<S>                                      <C>                                                <C>
o  Alliance Money Market                 o  BT Equity 500 Index                             o  MFS Research
o  Alliance High Yield                   o  BT Small Company Index                          o  MFS Emerging Growth Companies
o  Alliance Common Stock                 o  BT International Equity Index                   o  Morgan Stanley Emerging Markets
o  Alliance Aggressive Stock             o  JPM Core Bond                                       Equity
o  Alliance Small Cap Growth             o  Lazard Large Cap Value                          o  EQ/Putnam Growth & Income Value 
                                         o  Lazard Small Cap Value                          o  EQ/Putnam Investors Growth      
                                                                                            o  EQ/Putnam International Equity
</TABLE>

The Trusts are open-end,  management  investment  companies registered under the
1940 Act, more commonly  called mutual funds. As a "series" type of mutual fund,
each Trust issues several  different series of stock, each of which relates to a
different portfolio of that Trust. The HRT commenced  operations in January 1976
with a predecessor of its Alliance  Common Stock  portfolio.  The EQAT commenced
operations on May 1, 1997. The Trusts do not impose sales charges or "loads" for
buying and selling their shares.  All  dividends  and other  distributions  on a
portfolio's shares are reinvested in full and fractional shares of the portfolio
to which they relate.  Each Fund  invests in Class IB shares of a  corresponding
portfolio.

                                       7
<PAGE>

The EQAT sells its shares to  Equitable  separate  accounts in  connection  with
Equitable's  variable  life  insurance and annuity  products.  The HRT sells its
shares to separate  accounts of insurance  companies,  both  affiliated  and not
affiliated with Equitable.  We currently do not foresee any disadvantages to our
policyowners  arising out of this. However, the Board of Trustees of HRT intends
to monitor  events in order to identify  any material  irreconcilable  conflicts
that possibly may arise and to determine what action, if any, should be taken in
response.  If we  believe  that the  Board's  response  to any of  those  events
insufficiently  protects our  policyowners,  we will see to it that  appropriate
action  is taken to do so.  Also,  if we ever  believe  that any of the  Trusts'
portfolios is so large as to materially impair the investment performance of the
portfolio or the Trust involved, we will examine other investment options.

All of the  portfolios,  except for the Morgan Stanley  Emerging  Markets Equity
portfolio and Lazard Small Cap Value portfolio,  are  "diversified" for 1940 Act
purposes.  The  Trustees  of the  HRT  or  the  EQAT  may  establish  additional
portfolios  or  eliminate  existing   portfolios  at  any  time.  More  detailed
information   about  the  Trusts,   their   investment   objectives,   policies,
restrictions,  risks,  expenses,  multiple class distribution  systems, the Rule
12b-1  distribution  plan  relating to Class IB shares and all other  aspects of
their  operations,   appears  in  the  HRT  prospectus   (beginning  after  this
prospectus),  the EQAT prospectus  (beginning after the HRT  prospectus),  or in
their respective Statements of Additional Information,  which are available upon
request.

HRT'S MANAGER AND  INVESTMENT  ADVISER.  HRT is managed and its  portfolios  are
advised by Alliance Capital  Management L.P.  ("Alliance"),  which is registered
with the SEC as an investment adviser under the 1940 Act.

In its role as manager of the HRT, Alliance has overall  responsibility  for the
general  management  and  administration  of the HRT,  including  selecting  the
portfolio  managers for HRT's portfolios,  monitoring their investment  programs
and results, reviewing brokerage matters, performing fund accounting, overseeing
compliance by HRT with various Federal and state statutes,  and carrying out the
directives  of its Board of Trustees.  With the approval of the HRT's  Trustees,
Alliance  may enter into  agreements  with other  companies  to assist  with its
administrative and management responsibilities to the HRT.

ALLIANCE CAPITAL MANAGEMENT L.P. Alliance,  a leading  international  investment
adviser,  subject to the supervision of the Trustees of HRT, provides investment
management and consulting services to mutual funds,  endowment funds,  insurance
companies,  foreign entities,  qualified and non-tax qualified  corporate funds,
public and private pension and profit-sharing plans,  foundations and tax-exempt
organizations.

Alliance is a publicly traded limited partnership  incorporated in Delaware.  At
December 31, 1997, Alliance was managing approximately $218.7 billion in assets.
Alliance employs 223 investment  professionals,  including 83 research analysts.
Portfolio managers have average investment experience of more than 14 years.

All of the HRT  portfolios  are advised by  Alliance.  As  adviser,  Alliance is
responsible  for  developing  the  portfolios'   investment   programs,   making
investment decisions for the portfolios, placing all orders for the purchase and
sale of those investments and performing certain limited related  administrative
functions.

Alliance is an indirect,  majority-owned  subsidiary of Equitable,  and its main
office is located at 1345  Avenue of the  Americas,  New York,  New York  10105.
Additional  information  regarding  Alliance  is located in the HRT  prospectus,
which directly follows this prospectus.

EQAT'S  MANAGER.  EQ  Financial  Consultants,   Inc.  ("EQF"),  subject  to  the
supervision  and direction of the Trustees of EQAT,  has overall  responsibility
for the general  management and administration of the EQAT. EQF is an investment
adviser  registered  under  the  1940  Act,  as  amended,  and  a  broker-dealer
registered  under the Securities  Exchange Act of 1934, as amended ("1934 Act").
EQF  currently  furnishes  specialized   investment  advice  to  other  clients,
including  individuals,  pension and profit-sharing  plans,  trusts,  charitable
organizations,  corporations,  and other  business  entities.  EQF is a Delaware
corporation and an indirect, wholly owned subsidiary of Equitable.

EQF is responsible for providing management and administrative  services to EQAT
and selects the  investment  advisers for EQAT's  portfolios,  monitors the EQAT
Advisers' investment programs and results,  reviews brokerage matters,  oversees
compliance by EQAT with various Federal and state statutes,  and carries out the
directives of its Board of Trustees.

Pursuant to a service agreement, Chase Global Funds Services Company assists EQF
in the performance of its administrative responsibilities to the EQAT with other
necessary administrative,  fund accounting and compliance services. EQ Financial
Consultants,  Inc.'s main office is located at 1290 Avenue of the Americas,  New
York, New York 10104.

EQAT'S INVESTMENT ADVISERS.  Putnam Investment Management,  Inc.;  Massachusetts
Financial Services Company; Morgan Stanley Asset Management, Inc.; Bankers Trust
Company;  J.P. Morgan  Investment  Management  Inc.; and Lazard Asset Management
serve as EQAT Advisers only for their respective EQAT portfolios.

Each EQAT Adviser  furnishes  EQAT's  manager,  EQF, with an investment  program
(updated periodically) for each of its portfolios, makes investment decisions on
behalf of its EQAT  portfolios,  places all orders for the  purchase and sale of
investments for the portfolio's account with brokers or dealers selected by such
Adviser and may perform certain limited related administrative functions.

                                       8
<PAGE>

If an EQAT  portfolio  shall at any time have more  than one EQAT  Adviser,  the
allocation of an EQAT  portfolio's  assets among EQAT Advisers may be changed at
any time by EQF.

BANKERS TRUST COMPANY. Bankers Trust Company ("Bankers Trust") is a wholly owned
subsidiary  of Bankers  Trust New York  Corporation  which was  founded in 1903.
Bankers Trust conducts a variety of general banking and trust  activities and is
a major  wholesale  supplier  of  financial  services to the  international  and
domestic  institutional  markets.  Bankers Trust advises BT Equity 500 Index,  a
domestic equity  portfolio,  BT  International  Equity Index,  an  international
equity portfolio, and BT Small Company Index, an aggressive equity portfolio. As
of December 31, 1997,  Bankers Trust had approximately  $317.8 billion in assets
under management  worldwide.  The executive offices of Bankers Trust are located
at 130 Liberty Street (One Bankers Trust Plaza), New York, NY 10006.

LAZARD ASSET MANAGEMENT. Lazard Asset Management ("LAM") is a division of Lazard
Freres & Co. LLC,  which was  founded in 1848.  LAM and its  affiliates  provide
investment  management  services to client  discretionary  accounts  with assets
totaling  approximately  $53 billion as of December 31, 1997. LAM advises Lazard
Large Cap Value, a domestic  equity  portfolio,  and Lazard Small Cap Value,  an
aggressive  equity  portfolio.  LAM's  global  headquarters  are  located  at 30
Rockefeller Plaza, New York, NY 10112.

J.P. MORGAN INVESTMENT  MANAGEMENT INC. J.P. Morgan  Investment  Management Inc.
("J.P.  Morgan")  advises JPM Core Bond, a high quality bond portfolio.  It is a
wholly owned  subsidiary of J.P.  Morgan & Co.  Incorporated  (JPM & Co.). JPM &
Co., through J.P. Morgan and other subsidiaries, offers a wide range of services
to governmental,  institutional,  corporate and individual customers and acts as
investment adviser to individual and institutional  clients. Its combined assets
under management  totaled over $255 billion as of December 31, 1997. J.P. Morgan
is located at 522 Fifth Avenue, New York, NY 10036.

MASSACHUSETTS  FINANCIAL  SERVICES  COMPANY.  Massachusetts  Financial  Services
Company ("MFS") is America's oldest mutual fund organization, whose assets under
management as of December 31, 1997 were approximately $70.2 billion on behalf of
more than 2.7 million  investors.  MFS advises MFS Research,  a domestic  equity
portfolio,  and MFS Emerging Growth  Companies,  an aggressive equity portfolio.
MFS is an indirect  subsidiary  of Sun Life  Assurance  Company of Canada and is
located at 500 Boylston Street, Boston, MA 02116.

MORGAN STANLEY ASSET  MANAGEMENT INC. Morgan Stanley Asset  Management  ("MSAM")
provides a broad range of  portfolio  management  services to  customers  in the
United  States  and  abroad and  serves as an  investment  adviser  to  numerous
open-end and closed-end investment companies. MSAM, together with its affiliated
institutional investment management companies, had approximately $146 billion in
assets under management and fiduciary care as of December 31, 1997. MSAM advises
Morgan Stanley Emerging Markets Equity, an international equity portfolio.  MSAM
is a  subsidiary  of Morgan  Stanley,  Dean  Witter & Co. and is located at 1221
Avenue of the Americas, New York, New York 10020.

PUTNAM INVESTMENT MANAGEMENT, INC. Putnam Investment Management, Inc. ("Putnam")
has been managing  mutual funds since 1937. As of December 31, 1997,  Putnam and
its  affiliates  managed  more than  $235  billion  in  assets.  Putnam  advises
EQ/Putnam  Growth  &  Income  Value,  a  domestic  equity  portfolio,  EQ/Putnam
Investors  Growth,  a domestic  equity  portfolio  and  EQ/Putnam  International
Equity, an international  equity portolio.  Putnam is an indirect  subsidiary of
Marsh & McLennan  Companies,  Inc.  and is located  at One Post  Office  Square,
Boston, MA 02109.

Additional  information  regarding each of the companies  which serve as an EQAT
Adviser appears in the EQAT prospectus, attached at the end of this prospectus.

INVESTMENT POLICIES AND OBJECTIVES OF THE TRUSTS' PORTFOLIOS. Each portfolio has
a different investment objective which it tries to achieve by following separate
investment  policies.  The objectives and policies of each portfolio will affect
its expected return and its risks.  There is no guarantee that these  objectives
will be achieved.

The value of your money invested in these portfolios will fluctuate,  and may be
worth more or less than its original value when you or your beneficiaries redeem
your policy or make  withdrawals.  The policies and objectives of the portfolios
are as follows:

                                       9
<PAGE>
<TABLE>
<CAPTION>
             PORTFOLIO                            INVESTMENT POLICY                                OBJECTIVE
             ---------                            -----------------                                ---------
   <S>                             <C>                                                 <C>
   HRT Portfolio:
   -------------
   Alliance Money Market           Primarily high-quality short-term money market      High level of current income
                                   instruments.                                        while preserving assets and
                                                                                       maintaining liquidity.

   Alliance High Yield             Primarily  a  diversified  mix of high-yield,       High return by maximizing current
                                   fixed-income securities involving greater           income and, to the extent consistent
                                   volatility of price and risk of principal and       with that objective, capital appreciation.
                                   income  than  high-quality fixed-income 
                                   securities. The medium- and lower-quality debt
                                   securities in which the portfolio may invest
                                   are commonly known as "junk bonds."

   Alliance Common Stock           Primarily common stock and other equity-type        Long-term growth of capital and
                                   instruments.                                        increasing income.

   Alliance Aggressive Stock       Primarily common stocks and other equity-type       Long-term growth of capital.
                                   securities issued by medium- and other smaller-
                                   sized companies with strong growth potential.

   Alliance Small Cap Growth       Primarily U.S. common stock and other equity-type   Long-term growth of capital.
                                   securities issued by smaller companies with
                                   favorable growth prospects.

   EQAT Portfolio:
   --------------
   BT Equity 500 Index             Invest in a statistically selected sample           Replicate as closely as possible (before the
                                   of the 500 stocks included in the Standard          deduction of Portfolio expenses) the total
                                   & Poor's 500 Composite Stock Price Index            return of the S&P 500.
                                   ("S&P 500").

   BT Small Company Index          Invest in a statistically selected sample            Replicate as closely as possible (before the
                                   of the 2,000 stocks included in the Russell          deduction of Portfolio expenses) the total
                                   2000 Small Stock Index ("Russell 2000")              return of the Russell 2000.

   BT International Equity         Invest in a statistically selected sample of         Replicate as closely as possible (before the
                                   the securities of companies  included in the         deduction of Portfolio expenses) the total
                                   Morgan Stanley Capital International Europe,         return of the EAFE.
                                   Australia, Far East Index ("EAFE"), although
                                   not all  companies  within a country will be
                                   represented  in the  Portfolio  at the  same
                                   time.

    JPM Core Bond                  Under  normal  circumstances,   all  of  the         High total return  consistent  with moderate
                                   Portfolio's  assets  will,  at the  time  of         risk   of   capital   and   maintenance   of
                                   purchase,   consist  of   investment   grade         liquidity.
                                   fixed-income  securities rated BBB or better         
                                   by Standard & Poor's  Rating  Service or Baa 
                                   or better by Moody's Investors Service, Inc. 
                                   or unrated securities of comparable quality. 
                                                                                
    Lazard Large Cap Value         Primarily  equity  securities  of  companies         Capital appreciation.
                                   with relatively large market capitalizations
                                   (i.e.,      companies      having     market
                                   capitalizations  of at least $1  billion  at
                                   the  time  of  initial  purchase)  that  the
                                   portfolio    adviser    considers    to   be
                                   inexpensively  priced relative to the return
                                   on total capital or equity.                 

    Lazard Small Cap Value         Primarily equity securities of United States         Capital appreciation.
                                   companies with small market  capitalizations 
                                   (i.e., in the range of companies represented 
                                   in the  Russell  2000)  that  the  portfolio 
                                   adviser   considers   inexpensively   priced 
                                   relative  to the return on total  capital or 
                                   equity.
</TABLE>

                                       10
<PAGE>
<TABLE>
<CAPTION>
             PORTFOLIO                            INVESTMENT POLICY                                OBJECTIVE
             ---------                            -----------------                                ---------

   <S>                             <C>                                                 <C>
   EQAT Portfolio (continued):
   --------------------------
   MFS Research                    A  substantial  portion  of  assets invested in     Long-term  growth of capital and
                                   common stock or securities  convertible  into       future income.
                                   common  stock of  companies  believed  by the
                                   portfolio  adviser  to  possess  better  than
                                   average prospects for long-term growth.

   MFS Emerging Growth Companies   Primarily in common stocks of emerging growth       Long-term growth of capital.
                                   companies that the portfolio adviser believes
                                   are early in their  life cycle but which have
                                   the potential to become major enterprises.

   Morgan Stanley Emerging         Primarily equity securities of emerging market      Long-term capital appreciation.
      Markets Equity               country issuers with a focus on those in which
                                   the portfolio  adviser believes the economies
                                   are  developing  strongly  and in  which  the
                                   markets are becoming more sophisticated.

   EQ/Putnam Growth                Primarily common stocks that offer potential        Capital growth and, secondarily,
     & Income Value                for capital growth and may,  consistent with        current income.
                                   the portfolio's  investment objective, invest
                                   in common stocks that offer potential for
                                   current income.

    EQ/Putnam Investors Growth     Primarily  common  stocks that the Portfolio        Long-term   growth   of   capital   and  any
                                   adviser believes afford the best opportunity        increased  income  that  results  from  this
                                   for long-term capital growth.                       growth.

    EQ/Putnam International        Primarily a diversified  portfolio of equity        Capital appreciation.
      Equity                       securities of companies organized under laws 
                                   of countries other than the United States.   

</TABLE>


Because  you may invest  Policy  Account  values in the Fund  options  described
above,  Survivorship  2000 offers an opportunity for the Policy Account value to
appreciate more rapidly than it would under comparable  fixed-benefit whole life
insurance.  You must, however, accept the risk that if investment performance is
unfavorable,  the Policy Account value may not appreciate as rapidly and indeed,
may decrease in value.

THE GUARANTEED INTEREST ACCOUNT

You may allocate some or all of your Policy Account to the  Guaranteed  Interest
Account,  which is funded by our general account and pays interest at a declared
rate guaranteed for each policy year. The principal,  after deductions,  is also
guaranteed.  The general account supports our insurance and annuity  guarantees,
including the Guaranteed Interest Account,  as well as our general  obligations.
The general  account is subject to regulation  and  supervision by the Insurance
Department of the State of New York and to the insurance laws and regulations of
all jurisdictions where we are authorized to do business.  Because of applicable
exemptive and exclusionary provisions, interests in the general account have not
been registered  under the Securities Act of 1933 (1933 Act), nor is the general
account an  investment  company  under the 1940 Act.  Accordingly,  neither  the
general account,  the Guaranteed  Interest Account nor any interests therein are
generally  subject to regulation under these Acts. We have been advised that the
staff of the SEC has not made a review of the  disclosures  that are included in
the prospectus for your  information  and that relate to the general account and
the Guaranteed Interest Account.  These disclosures,  however, may be subject to
certain generally  applicable  provisions of the Federal securities law relating
to the accuracy and completeness of statements made in prospectuses.

AMOUNTS IN THE GUARANTEED  INTEREST ACCOUNT.  You may accumulate  amounts in the
Guaranteed  Interest  Account by allocating net premiums and loan  repayments to
that Account,  transferring  amounts from the Funds to the  Guaranteed  Interest
Account or  earning  interest  on amounts  you  already  have in the  Guaranteed
Interest  Account.  A Living  Benefit  payment will also result in amounts being
transferred to the  Guaranteed  Interest  Account.  See LIVING BENEFIT OPTION in
Part 2 of this prospectus.  In addition, any policy loan is secured by an amount
in your Policy Account equal to the  outstanding  loan. This amount remains part
of the Policy Account but is assigned to the  Guaranteed  Interest  Account.  We
refer to this amount as the loaned amount in the Guaranteed Interest Account.

The amount you have in the Guaranteed Interest Account at any time is the sum of
all net premiums and loan  repayments  allocated to that Account,  all transfers
into that Account  (including amounts securing any policy loan or Living Benefit
payment) plus earned interest,  less amounts  transferred out or withdrawn,  and
monthly deductions allocated to, that Account.

ADDING INTEREST IN THE GUARANTEED  INTEREST ACCOUNT.  We pay a declared interest
rate on all amounts that you have in the Guaranteed  Interest Account. At policy
issuance,  and prior to each policy anniversary,  we declare the rates that will
apply to amounts in the  

                                       11
<PAGE>

Guaranteed  Interest Account for the following policy year.  Different rates may
apply to policies  currently being issued and previously issued policies.  These
annual  interest rates will never be less than the minimum  guaranteed  interest
rate of 4% (before  deductions).  Different  rates are also paid on unloaned and
loaned  amounts in the  Guaranteed  Interest  Account.  We reserve  the right to
declare higher interest rates for higher Face Amount  policies.  See POLICY LOAN
INTEREST in Part 2 of this prospectus. Amounts securing a Living Benefit payment
are considered unloaned amounts for purposes of crediting interest.

Interest  is  compounded  daily at an  effective  annual  rate that  equals  the
declared  rate for each policy year. We credit  interest on unloaned  amounts in
the  Guaranteed  Interest  Account at the end of each policy month.  Interest is
credited on any loaned amount in the Guaranteed  Interest Account on each policy
anniversary and at any time you repay a policy loan in full.  Credited  interest
on the loaned  amount is allocated  to the Funds and to the unloaned  portion of
the  Guaranteed  Interest  Account in  accordance  with your premium  allocation
percentages.

TRANSFERS OUT OF THE GUARANTEED INTEREST ACCOUNT.  Once during each policy year,
you may request a transfer from your unloaned amount in the Guaranteed  Interest
Account to one or more of the Funds. If we receive your transfer  request within
30 days prior to your  policy  anniversary,  the  transfer  will be made on your
policy  anniversary.  If we receive your request on or within 30 days after your
policy  anniversary,  the  transfer  will be made as of the date we receive your
request.  You may transfer up to 25% of your  unloaned  value in the  Guaranteed
Interest Account as of the transfer date or the minimum transfer amount shown in
your  policy,  whichever  is more.  The minimum  transfer  amount is the minimum
transfer  amount  shown  in the  policy  or your  total  unloaned  value  in the
Guaranteed  Interest  Account on the transfer date,  whichever is less.  Amounts
securing a Living  Benefit  payment may not be  transferred  from the Guaranteed
Interest Account.

PART 2:  DETAILED INFORMATION ABOUT SURVIVORSHIP 2000

FLEXIBLE PREMIUMS

You may choose the amount and frequency of premium payments, as long as they are
within the limits described  below. We determine the applicable  minimum initial
premium based on the age, sex, rating class and smoker/non-smoker status of each
of the insured persons,  the initial Face Amount of the policy (the minimum Face
Amount is $200,000) and any additional benefits selected. In certain situations,
however,  no distinction is made based on the sex of either insured person.  See
COST OF INSURANCE CHARGE in Part 2 of this  prospectus.  You may choose to pay a
higher initial premium.

The  minimum  initial  premium  must be paid on or before  the date on which the
policy is delivered to you. No insurance  under your policy will take effect (a)
until a policy is delivered  and the minimum  initial  premium is paid while the
persons  proposed to be insured are living and (b) unless the information in the
application  continues to be true and complete,  without material change,  as of
the time the initial premium is paid. See POLICY PERIODS,  ANNIVERSARIES,  DATES
AND AGES in Part 2 of this prospectus.

Your first premium  payment  should be given to your agent or broker and must be
by check or money order drawn on a U.S. bank in U.S. dollars and made payable to
Equitable.  Any additional  premiums must be sent directly to our Administrative
Office.  The  preferred  form of payment is a single  check on your  business or
personal account.  Payment may also be in the form of a single money order, bank
draft or cashier's check payable directly to Equitable; however, please be aware
that Equitable is required to report the receipt of these "cash  equivalents" to
the Internal Revenue Service under certain  circumstances.  These checks,  money
orders and drafts are accepted subject to collection. Cash and traveler's checks
are not  acceptable.  Third party checks payable to someone other than Equitable
and endorsed  over to  Equitable  are not  acceptable  unless the check is money
directly  from a qualified  retirement  plan or  pursuant to a 1035  exchange (a
tax-deferred exchange pursuant to Section 1035 of the Internal Revenue Code), or
it is a trustee check that involves no refund.  Equitable's  policy is to return
any unacceptable  forms of payment,  and the policyowner bears the risk of lapse
or other consequences which may result from the effective non-payment.

If you have submitted the full initial  premium with your  application,  we may,
subject to certain  conditions,  provide a limited amount of temporary insurance
on the  proposed  insureds.  You may  review a copy of our  Temporary  Insurance
Agreement on request.

On your  application  you  provide  us with  initial  instructions  as to how to
allocate  your  net  premiums  and  monthly  charges  among  the  Funds  and the
Guaranteed Interest Account. Allocation percentages may be any whole number from
zero to 100, but the sum must equal 100. Allocations to the Funds take effect on
the first  business day that follows the 20th  calendar day after the Issue Date
of your policy.  The Issue Date is shown on the Information  Page of your policy
(the Policy  Information  Page),  and is the date we actually issue your policy.
The date your allocation instructions take effect is called the Allocation Date.
Our business  days are described in HOW WE DETERMINE THE UNIT Value in Part 2 of
this prospectus.

Until  the  Allocation  Date,  any  net  premiums  allocated  to a Fund  will be
allocated to the Alliance Money Market Fund, and all monthly  charges  allocable
to the Separate Account will be deducted from the Alliance Money Market Fund. On
the Allocation Date, amounts in the Alliance Money Market Fund will be allocated
to the Funds in accordance with your policy application. See TRANSFERS OF POLICY
ACCOUNT VALUE in Part 2 of this  prospectus and POLICY  PERIODS,  ANNIVERSARIES,
DATES AND AGES in Part 2 of this  prospectus.  We may delay the Allocation  Date
for the same reasons  that we would delay  effecting a transfer  request.  There
will be no charge for the transfer out of the Alliance  Money Market Fund on the
Allocation  Date.  See  TRANSFERS  OF  POLICY  ACCOUNT  VALUE  in Part 2 of this
prospectus.

                                       12
<PAGE>

You may change  the  allocation  percentages  for either  your  current  premium
payment  or  the  current  and  future  premium   payments  by  writing  to  our
Administrative  Office and indicating the changes you wish to make. Your request
must be signed. These changes will go into effect as of the date your request is
received at our  Administrative  Office,  but no earlier than the first business
day following the Allocation Date, and will affect transactions after such date.

Although  premiums are flexible,  page 3 of your policy (the Policy  Information
Page) will show a "planned" periodic premium.  You determine the planned premium
(within limits set by us) when you apply for the policy.  The planned premium is
not  necessarily  designed  to equal the amount of  premium  that will keep your
policy in effect.  You may make or skip a planned premium.  We will send premium
notices if you selected annual, semiannual or quarterly planned premiums.

The Policy Information Page will also show a "specified premium" if the policy's
guaranteed  minimum  death  benefit  provision is available in your state.  This
specified  premium  is what we refer  to in this  prospectus  as the  guaranteed
minimum death benefit premium.  We measure actual premium payments against these
hypothetical  premiums in order to  determine  whether your policy is in default
when the Net Cash Surrender  Value is insufficient to pay monthly charges in any
month. These are not required premium payments. See YOUR POLICY CAN TERMINATE in
Part 2 of this prospectus.

The guaranteed minimum death benefit premium is actuarially  determined at issue
based on the age, sex,  smoker  status and rating class of the insured  persons.
The guaranteed  minimum death benefit  premium will change if you request a Face
Amount  decrease,  add or  eliminate a rider,  or if there is a change in either
insured person's rating or smoker classification.  We reserve the right to limit
the  amount of any  premium  payments  you make  which are in  addition  to your
guaranteed minimum death benefit premium.

Generally,  premiums may be paid at any time and in any amount,  as long as each
payment is at least $100.  (Policies issued in some states or automatic  payment
plans  may  require  different  minimum  premium  payments.)  Except  for  Texas
policyowners,  this  minimum  may be  increased  if we give you 90 days  written
notice.  We may return  premium  payments if we determine  that they would cause
your  policy to become a modified  endowment  contract or to cease to qualify as
life  insurance  under Federal  income tax law. We may also make such changes to
the  policy as we deem  necessary  to  continue  to  qualify  the policy as life
insurance.  See TAX EFFECTS in Part 2 of this  prospectus  for an explanation of
modified  endowment  contracts,  the special tax consequences of such contracts,
and how your policy might become a modified endowment contract.

DEATH BENEFITS

We pay a  benefit  to the  beneficiary  of the  policy  when the last  surviving
insured person dies.  This benefit will be equal to the death benefit under your
policy plus any additional  benefits  included in your policy and then due, less
any unpaid policy loan, any lien securing a Living  Benefit  payment and accrued
interest.  If the last  surviving  insured  person dies during a grace period we
will also deduct any overdue monthly deductions.

You may choose between two death benefit options:

o   OPTION A provides a death benefit equal to the policy's Face Amount.  Except
    as described below, the Option A benefit is fixed.

o   OPTION B provides a variable death benefit equal to the policy's Face Amount
    PLUS the amount in your Policy Account on the day the last surviving insured
    person  dies.  Under  Option B, the value of the  benefit  is  variable  and
    fluctuates with the amount in your Policy Account.

Policyowners  who prefer to have favorable  investment  experience  reflected in
increased  insurance coverage should choose Option B. Policyowners who prefer to
have insurance coverage that generally does not vary in amount and lower cost of
insurance charges should choose Option A.

Under both options,  a higher death benefit may apply. This higher death benefit
is a percentage multiple of the amount in your Policy Account. The percentage is
designed to ensure that the policy meets the provisions of Federal tax law which
require a minimum  death  benefit in  relation  to cash value for your policy to
qualify as life insurance.  We may apply a higher percentage  multiple than that
required  by  Federal  tax law.  This  means  that  when the  death  benefit  is
calculated using those higher percentage  multiples,  the benefit will be higher
than that  otherwise  necessary  to  continue  to  qualify  your  policy as life
insurance. See TAX EFFECTS in Part 2 of this prospectus. Since cost of insurance
charges are assessed on the difference  between the Policy Account value and the
death  benefit,  these  charges will  increase if the higher death benefit takes
effect.

The higher death  benefit  will be the amount in your Policy  Account on the day
the last surviving  insured person dies times a percentage  based on the younger
insured  person's age (nearest  birthday) at the beginning of the policy year of
the last surviving insured person's death. The percentages  decline with age and
are shown on the Policy Information Page of your policy.

The  death  benefit  is  guaranteed  if the  amount  of  premiums  you've  paid,
accumulated at 4% interest,  less withdrawals,  also accumulated at 4% interest,
is at least equal to a guaranteed  minimum  death  benefit  premium fund and any
policy loan does not exceed the Cash Surrender  Value.  In other words,  we will
guarantee  your death benefit  coverage,  regardless of the policy's  investment
performance,  if you have paid a certain amount of premiums into your policy, as
long as you have not withdrawn or overloaned those amounts. This

                                       13
<PAGE>

guaranteed   minimum   death   benefit   provision  is  not  available  in  some
jurisdictions,  including  New York,  New Jersey and  Massachusetts.  You should
check with your  Equitable  agent to determine  whether the  guaranteed  minimum
death benefit is available in your state.

CHANGES IN INSURANCE PROTECTION

REDUCING THE FACE AMOUNT.  You may request a Face Amount decrease  anytime after
the first policy year by sending a signed written request to our  Administrative
Office. Any change will be subject to our approval.  You may not reduce the Face
Amount  below the  minimum we  require  to issue this  policy at the time of the
reduction.  Any reduction must be at least $10,000.  Our current procedure is to
disapprove a requested decrease if it would cause a death benefit based upon the
Policy  Account  percentage  multiple to apply.  See DEATH BENEFITS in Part 2 of
this  prospectus.  See TAX  EFFECTS  in Part 2 of  this  prospectus  for the tax
consequences  of reducing the Face  Amount.  If you reduce the Face Amount while
the  Estate  Protector  rider is in effect,  the face  amount of that rider will
generally be reduced  proportionately.  See ADDITIONAL BENEFITS MAY BE AVAILABLE
in Part 2 of this  prospectus.  Monthly  deductions from your Policy Account for
the  cost of  insurance  will  generally  decrease,  beginning  on the  date the
reduction in Face Amount takes effect.

CHANGING THE DEATH BENEFIT OPTION. At any time after the first policy year while
your policy is in force, you may request a change in the death benefit option by
sending a signed written request to our  Administrative  Office. See TAX EFFECTS
in Part 2 of this  prospectus  for the tax  consequences  of changing  the death
benefit option.

o   If you change from  OPTION A TO OPTION B, the Face Amount will be  decreased
    by the amount in your Policy  Account on the date of the change.  We may not
    allow such a change if it would  reduce the Face  Amount  below the  minimum
    required to issue this policy at the time of the reduction.

o   If you change from OPTION B TO OPTION A, the Face Amount of  insurance  will
    be increased by the amount in the Policy Account on the date of the change.

These  increases and decreases in Face Amount are made so that the amount of the
death benefit remains the same on the date of the change. When the death benefit
remains  the same,  there is no change in the net  amount at risk,  which is the
amount on which cost of insurance  charges are based.  See DEDUCTIONS  FROM YOUR
POLICY ACCOUNT -- COST OF INSURANCE CHARGE in Part 2 of this prospectus. If your
death  benefit is  determined  by a percentage  multiple of the Policy  Account,
however, the new Face Amount will be determined differently.

WHEN POLICY  CHANGES GO INTO  EFFECT.  A  reduction  in Face Amount or change in
death  benefit  option will go into effect at the  beginning of the policy month
that  coincides  with or follows the date we approve the request for the change.
In some  cases we may not  approve a change  because  it might  disqualify  your
policy as life insurance under applicable Federal income tax law. In other cases
there may be tax consequences as a result of the change. See TAX EFFECTS in Part
2 of this prospectus.

MATURITY BENEFITS

If  either  or both of the  insured  persons  are  still  living  on the  policy
anniversary  nearest the younger  insured  person's 100th birthday (the Maturity
Date),  we will pay you a benefit in an amount  equal to the Net Cash  Surrender
Value as of the Maturity Date,  less any lien securing a Living Benefit  payment
and accrued  interest.  The policy will then  terminate.  You may choose to have
this benefit paid in installments.  See TAX EFFECTS in Part 2 of this prospectus
and YOUR PAYMENT OPTIONS in Part 3 of this prospectus.

LIVING BENEFIT OPTION

Subject to regulatory  approval in your state and our  underwriting  guidelines,
our Living Benefit rider will be included with your policy at issue.  The Living
Benefit rider enables the policyowner to receive a portion of the policy's death
benefit  (excluding  death  benefits  payable under certain  riders) if the sole
surviving insured has a terminal illness. Certain eligibility requirements apply
when you submit a Living  Benefit claim (for example,  satisfactory  evidence of
less than  six-month  life  expectancy).  There is no additional  charge for the
rider,  but we will  deduct  an  administrative  charge  of up to $250  from the
proceeds of the Living Benefit payment. In addition,  if you tell us that you do
not  wish to have  the  rider  added  at  issue,  but you  later  ask to add it,
additional underwriting will be required and there will be a $100 administrative
charge.

When a Living  Benefit claim is paid,  Equitable  establishes a lien against the
policy.  The amount of the lien is the sum of the Living Benefit payment and any
accrued  interest on that  payment.  Interest will be charged at a rate equal to
the  greater  of: (i) the yield on a 90-day  Treasury  bill and (ii) the maximum
adjustable  policy  loan  interest  rate  permitted  in the state your policy is
delivered.  See  BORROWING  FROM YOUR POLICY  ACCOUNT -- POLICY LOAN INTEREST in
Part 2 of this prospectus.

Until a death  benefit is paid, or the policy is  surrendered,  a portion of the
lien is allocated to the policy's Cash Surrender Value.  This liened amount will
be transferred to the Guaranteed Interest Account where it will earn interest at
the same rate as unloaned amounts. See THE GUARANTEED INTEREST ACCOUNT in Part 1
of this  prospectus.  This  liened  amount  will  not be  available  for  loans,
transfers or partial  withdrawals.  Any death benefit,  maturity  benefit or Net
Cash Surrender Value payable upon policy surrender will be reduced by the amount
of the lien.

                                       14
<PAGE>

The receipt of a Living  Benefit  payment  may be able to qualify for  exclusion
from income tax. See TAX EFFECTS in Part 2 of this prospectus.  Consult your tax
adviser.  Receipt of a Living  Benefit  payment may also affect a  policyowner's
eligibility for certain government benefits or entitlements.  You should contact
your Equitable agent if you wish to make a claim under the rider.

ADDITIONAL BENEFITS MAY BE AVAILABLE

Your policy may include additional  benefits.  These benefits are subject to our
rules.  More  details will be included in your policy if you choose any of these
benefits. The following additional benefits are currently available:

o   ESTATE  PROTECTOR RIDER under which an additional  benefit is payable during
    the first four policy years if both insured  persons die during this period.
    A monthly  charge will be deducted  from the Policy  Account for this rider.
    This rider may not be cancelled but will automatically  terminate four years
    from the policy's Register Date or the date the policy terminates, whichever
    is earlier.

o   OPTION TO SPLIT UPON  DIVORCE  RIDER  permits you to split the  Survivorship
    2000 policy into two other individual life insurance  policies upon divorce,
    without evidence of insurability. A monthly charge will be deducted from the
    Policy  Account for this rider.  Certain  conditions,  as  described  in the
    rider, must be met before the rider's benefit can be exercised.

o   OPTION TO SPLIT UPON  FEDERAL TAX LAW CHANGE RIDER also permits you to split
    the  Survivorship  2000  policy  into two other  individual  life  insurance
    policies,  without  evidence  of  insurability,  if certain  Federal tax law
    changes occur.  These changes are described in the rider. There is no charge
    for this rider.

See TAX  EFFECTS  --  RIDERS  in  Part 2 of this  prospectus  for  possible  tax
consequences of splitting a Survivorship 2000 policy.

YOUR POLICY ACCOUNT VALUE

The  amount in your  Policy  Account is the sum of the  amounts  you have in the
Guaranteed  Interest Account and in the various Funds.  Your Policy Account also
reflects  various  charges.  See  DEDUCTIONS  AND  CHARGES  in  Part  2 of  this
prospectus.

AMOUNTS IN THE SEPARATE ACCOUNT.  Amounts  allocated,  transferred or added to a
Fund are used to purchase  units of that Fund.  Units are  redeemed  from a Fund
when amounts are  withdrawn,  transferred or deducted for charges or capitalized
loan interest. The number of units purchased or redeemed in a Fund is calculated
by  dividing  the dollar  amount of the  transaction  by the  Fund's  unit value
calculated after the close of business that day. On any given day, the value you
have in a Fund is the unit  value  for  that  Fund  times  the  number  of units
credited to you in that Fund.

HOW WE DETERMINE THE UNIT VALUE.  We determine  unit values for the Funds at the
end of each business day. A business day is any day the New York Stock  Exchange
is open for trading.

A transaction date is the day we perform automatic transactions,  such as policy
anniversary  reports  and  monthly  charge  deductions,   or  process  requested
transactions, such as remittances,  disbursements and transfers. If your request
for a policy  transaction  is not  accompanied  by  complete  information  or is
directed to the wrong address,  the transaction date will be the date we receive
such complete  information at our  administrative  office. If your request for a
policy  transaction  reaches our  administrative  office when we are closed,  or
after 4:00 p.m.  Eastern Time, the transaction  date will be the next day we are
open.  The  transaction  date for  automatic  transactions  is the date they are
scheduled to be performed.

The unit value that applies to a transaction  will be the unit value  calculated
at the  close  of  business  on the  transaction  date.  When a  transaction  is
scheduled on a  non-business  day, the unit value applied will be the unit value
calculated  for the next  business  day.  The unit value for any business day is
equal to the unit value for the  preceding  business day  multiplied  by the net
investment factor for that Fund on that business day.

A net  investment  factor is  determined  for each Fund  every  business  day as
follows:  first,  we take the net  asset  value of a share in the  corresponding
Trust portfolio at the close of business that day, as reported by the Trust, and
we add the per share amount of any dividends or capital gains distributions paid
by the Trust on that day. We divide this amount by the per share net asset value
on the preceding  business day. Then, we subtract a daily  mortality and expense
risk charge for each calendar day between  business days (for example,  a Monday
calculation  will include  charges for Saturday,  Sunday and Monday).  The daily
mortality and expense risk charge is guaranteed not to exceed the current annual
rate  of  .90%.  See  CHARGE  AGAINST  THE  SEPARATE  ACCOUNT  in Part 2 of this
prospectus. Finally, we reserve the right to subtract any daily charge for taxes
or amounts set aside as a reserve for taxes.

TRANSFERS OF POLICY  ACCOUNT  VALUE.  You may request a transfer of amounts from
any Fund to any other Fund or to the Guaranteed Interest Account.  Special rules
apply to transfers out of the Guaranteed Interest Account.  See TRANSFERS OUT OF
THE GUARANTEED  INTEREST  ACCOUNT in Part 1 of this  prospectus.  You may make a
transfer by telephone or by submitting a signed written  transfer request to our
Administrative Office.  Transfer request forms are available from your Equitable
agent  or from our  Administrative  Office.  Special  rules  apply to  telephone
transfers. See TELEPHONE TRANSFERS in Part 2 of this prospectus.

                                       15
<PAGE>

The minimum  amount  which may be  transferred  on any date will be shown on the
Policy Information Page and is usually $500. This minimum need not come from any
one  Fund or be  transferred  to any  one  Fund  as  long  as the  total  amount
transferred that day, including any amount transferred to or from the Guaranteed
Interest Account,  is at least equal to the minimum.  However,  we will transfer
the entire  amount in any Fund even if it is less than the minimum  specified in
your policy. A lower minimum amount applies to our Automatic  Transfer  Service,
which is described below.

Transfers  take effect on the date we receive your request,  but no earlier than
the first  business day following the Allocation  Date.  When part of a transfer
request cannot be processed,  we will not process any part of the request.  This
could occur,  for  example,  where the request does not comply with our transfer
limitations,  or where the request is for a transfer of an amount  greater  than
currently allocated to that fund. We may delay making a transfer if the New York
Stock  Exchange is closed or the SEC has declared that an emergency  exists.  In
addition, we may delay transfers where permitted under applicable law.

AUTOMATIC  TRANSFER SERVICE.  The Automatic Transfer Service enables you to make
automatic monthly transfers out of the Alliance Money Market Fund into the other
Funds.

To start using this service you must first complete a special election form that
is available from your agent or our Administrative  Office. You must also have a
minimum of $5,000 in the Alliance  Money  Market Fund on the date the  Automatic
Transfer  Service is  scheduled  to begin.  You can elect up to eight  Funds for
monthly  transfers,  but the minimum amount that may be transferred to each Fund
each month is $50.

If you elect the Automatic  Transfer Service with your policy  application,  the
automatic  transfers  will  begin  in the  second  policy  month  following  the
Allocation  Date.  If you  elect  the  Automatic  Transfer  Service  after  your
application  has been  submitted,  automatic  transfers  will  begin on the next
monthly   processing   date  after  we  receive  your   election   form  at  our
Administrative Office. See POLICY PERIODS, ANNIVERSARIES, DATES AND AGES in Part
2 of this prospectus.

The Automatic  Transfer  Service will remain in effect until the earliest of the
following  events:  (1)  the  amount  in  the  Alliance  Money  Market  Fund  is
insufficient  to cover the  automatic  transfer  amount;  (2) the policy is in a
grace  period;  (3)  we  receive  at  our  Administrative  Office  your  written
instruction to cancel the Automatic  Transfer Service;  or (4) we receive notice
of the sole surviving insured's death under the policy.

Using the  Automatic  Transfer  Service  does not  guarantee a profit or protect
against loss in a declining market.

TELEPHONE  TRANSFERS.  You may  make  transfers  by  telephone  by  calling  our
Administrative  Office. In order to make transfers by telephone,  you must first
complete and return an authorization  form.  Authorization forms can be obtained
from your Equitable agent or our  Administrative  Office.  The completed  signed
form MUST be returned to our Administrative Office before requesting a telephone
transfer.

Telephone  transfers  may be  requested  on each  day we are  open  to  transact
business.  The transfer  will be processed  based on the Fund's unit value as of
the close of business on the day you call. We do not accept  telephone  transfer
requests after 4:00 P.M.  EASTERN TIME. Only one telephone  transfer  request is
permitted  per day and it may not be  revoked  at any time.  Telephone  transfer
requests are automatically recorded and are invalid if incomplete information is
given, portions of the request are inaudible,  no authorization form is on file,
or the request does not comply with the transfer limitations described above.

We have established  reasonable procedures designed to confirm that instructions
communicated by telephone are genuine. Such procedures include requiring certain
personal  identification  information prior to acting on telephone  instructions
and providing written confirmation of instructions communicated by telephone. If
we do not employ reasonable procedures to confirm that instructions communicated
by telephone are genuine, we may be liable for any losses arising out of any act
or any failure to act resulting from our own negligence,  lack of good faith, or
willful  misconduct.  In light  of the  procedures  established,  we will not be
liable for following  telephone  instructions  that we reasonably  believe to be
genuine.

During times of extreme  market  activity it may be  impossible to contact us to
make a telephone transfer.  If this occurs, you should submit a written transfer
request to our  Administrative  Office.  Our rules on  telephone  transfers  are
subject to change and we reserve the right to discontinue telephone transfers in
the future.

CHARGE FOR  TRANSFERS.  We have  reserved  the right under your policy to make a
charge of up to $25 for transfers of Policy Account  value.  You will be able to
make 12 free  transfers in any policy year,  but we will charge $25 per transfer
after the twelfth transfer. All transfers made on one transfer request form will
count as one  transfer,  and all transfers  made in one  telephone  request will
count as one transfer.  Transfers made through the Automatic Transfer Service or
on the  Allocation  Date will not count  toward the twelve  free  transfers.  No
charge will ever apply to the  transfer of all of your  amounts in the  Separate
Account to the Guaranteed Interest Account.

BORROWING FROM YOUR POLICY ACCOUNT

You may borrow up to 90% of your policy's Cash  Surrender  Value using only your
policy  as  security  for the loan.  Any new loan  must be at least the  minimum
amount shown on the Policy  Information  Page,  usually  $500. If you request an
additional loan, the additional  

                                       16
<PAGE>

amount requested will be added to the amount of any outstanding loan and accrued
loan  interest.  Any amount  that  secures a loan  remains  part of your  Policy
Account but is assigned to the Guaranteed  Interest Account.  This loaned amount
earns an interest  rate  expected to be  different  from the  interest  rate for
unloaned  amounts.  Amounts  securing a Living Benefit payment are not available
for policy loans.

HOW TO  REQUEST  A LOAN.  You may  request a loan by  sending  a signed  written
request  to our  Administrative  Office.  You  should  tell  us how  much of the
requested  loan you want  taken  from your  unloaned  amount  in the  Guaranteed
Interest  Account and how much you want taken from your amounts in the Funds. If
you request a loan from a Fund,  we will redeem units  sufficient  to cover that
part of the loan and transfer the amount to the loaned portion of the Guaranteed
Interest  Account.  The  amounts  you have in each Fund or the  Account  will be
determined  as  of  the  day  your  request  for  a  loan  is  received  at  our
Administrative Office.

If you do not indicate  how you wish to allocate the loan,  it will be allocated
according to the  deduction  allocation  percentages  applicable  to your Policy
Account. See FLEXIBLE PREMIUMS in Part 2 of this prospectus.  If the loan cannot
be  allocated  based on these  percentages,  it will be  allocated  based on the
proportions  that your unloaned  amounts in the Guaranteed  Interest Account and
your value in each Fund bear to the unloaned value of your Policy Account.

POLICY LOAN  INTEREST.  Interest on a policy loan accrues daily at an adjustable
interest  rate. We determine the rate at the beginning of each policy year.  The
same rate applies to any outstanding  policy loan and any additional amounts you
borrow during the year.  You will be notified of the current rate when you apply
for a loan.  The maximum  rate is the greater of 5%, or the  "Published  Monthly
Average" for the month that ends two months before the interest rate is set. The
"Published  Monthly  Average" is the Monthly Average  Corporates  yield shown in
Moody's Corporate Bond Yield Averages  published by Moody's  Investors  Service,
Inc. If this average is no longer  published,  we will use any  successor or the
average established by the insurance supervisory official of the jurisdiction in
which the policy is  delivered.  We will not charge more than the  maximum  rate
permitted by applicable law. We may also set a rate lower than the maximum.

Any  change in the rate from one year to the next  will be at least  1/2%.  Your
maximum loan interest rate will only change, therefore, if the Published Monthly
Average differs from the previous  interest rate by at least 1/2 of 1%. You will
be notified in advance of any increase in the interest rate on any loan you have
outstanding.

When you  borrow  on your  policy,  the  amount of your loan is set aside in the
Guaranteed  Interest  Account where it earns a declared rate for loaned amounts.
Loaned  amounts will earn interest at a lower rate than the rate you are charged
for policy loan interest.  Currently, the rate we credit on loaned amounts is 1%
less  than the  rate we  charge  for  policy  loan  interest.  Beginning  in the
twenty-first  policy year, the rate we currently credit on loaned amounts is 1/2
of  1%  less  than  the  rate  we  charge  for  policy  loan  interest.  Because
Survivorship  2000 was offered for the first time in 1992,  no  reduction in the
loan spread in the  twenty-first  policy year has yet been attained.  These loan
spreads  are those  currently  in effect and are not  guaranteed.  However,  the
interest credited on loaned amounts will never be less than 4%.

Interest accrues daily on any loaned amount in the Guaranteed  Interest Account.
On each policy  anniversary and anytime you repay a policy loan in full, accrued
interest on the loaned amount is allocated to the Separate  Account Funds and to
the unloaned portion of the Guaranteed  Interest Account in accordance with your
premium allocation percentages.

WHEN INTEREST IS DUE. Interest is due on each policy anniversary.  If you do not
pay the interest when it is due, it will be added to your  outstanding  loan and
allocated based on the deduction allocation  percentages for your Policy Account
which  are then in  effect.  This  means an  additional  loan is made to pay the
interest  and amounts are  transferred  from the Funds to make the loan.  If the
interest  cannot be allocated  on this basis,  it will be allocated as described
above for allocating your loan.

REPAYING THE LOAN.  You may repay all or part of a policy loan at any time while
your policy is in force.  While you have a policy loan and your policy is not in
grace,  we assume that any money you send us is meant to repay the loan.  If you
wish to have  any of  these  payments  applied  as  premium  payments,  you must
specifically  so  indicate  in  writing at the time you make your  payment.  Any
amount not needed to repay a loan and accrued loan interest will be applied as a
premium  payment.  We will first  allocate  loan  repayments  to our  Guaranteed
Interest  Account  until the  amount of any loan  originally  allocated  to that
Account has been repaid.  After you have repaid this amount,  you may choose how
you want us to allocate the balance of any additional repayments.  If you do not
provide specific instructions, repayments will be allocated on the basis of your
premium allocation percentages.

THE EFFECTS OF A POLICY LOAN.  A loan will have a permanent  effect on the value
of your Policy Account and,  therefore,  on the benefits under your policy, even
if the loan is repaid. The loaned amount in the Guaranteed Interest Account will
not be available for  investment in the Funds or in the unloaned  portion of the
Guaranteed  Interest  Account.  Whether  you earn more or less  with the  loaned
amount set aside depends on the investment experience of the Funds and the rates
declared for the unloaned portion of the Guaranteed Interest Account. The amount
of any policy loan and accrued loan  interest will reduce the proceeds paid from
your policy upon the death of the last  surviving  insured  person,  maturity or
policy surrender.  In addition,  a loan will reduce the amount available for you
to  withdraw  from your  policy.  A loan may also affect the length of time that
your insurance remains in force because the amount set aside to secure your loan
cannot be used to cover the monthly  deductions.  See YOUR POLICY CAN  TERMINATE
and TAX  EFFECTS  in Part 2 of this  prospectus  for the tax  consequences  of a
policy loan.

                                       17
<PAGE>

PARTIAL WITHDRAWALS AND SURRENDER

PARTIAL WITHDRAWALS. At any time after the first policy year while either of the
insured persons is living, you may request a partial withdrawal of your Net Cash
Surrender  Value by  sending  a signed  written  request  to our  Administrative
Office.  When you make a partial  withdrawal,  an expense charge of $25 or 2% of
the amount  withdrawn,  whichever  is less,  will be  deducted  from your Policy
Account.  Any  such  withdrawal  is  subject  to our  approval  and  to  certain
conditions.  Amounts  securing a Living  Benefit  payment are not  available for
partial withdrawals.  In addition, we reserve the right to decline a request for
a partial withdrawal. Under our current rules, a withdrawal must:

o   be at least $500,

o   not cause the Face Amount to fall below the minimum for which we would issue
    the policy at the time, and

o   not cause the policy to fail to qualify as life insurance  under  applicable
    tax law.

ALLOCATION OF PARTIAL  WITHDRAWALS AND CHARGES.  You may specify how much of the
withdrawal  you want taken from  amounts you have in each Fund and the  unloaned
portion of the Guaranteed Interest Account. The related expense charge will also
be deducted from the amount withdrawn.  If you do not specifically  indicate, we
will make the withdrawal  and deduct the related  expense charge on the basis of
your  deduction  allocation  percentages.  If we cannot make the  withdrawal and
deduct  the  expense  charge in the  manner  described  above,  we will make the
withdrawal and deduction based on the proportions  that your unloaned amounts in
the Guaranteed  Interest  Account and the Funds bear to the total unloaned value
of your Policy Account.

THE EFFECTS OF A PARTIAL WITHDRAWAL. A partial withdrawal reduces the amount you
have  in  your  Policy  Account  and  your  Net  Cash   Surrender   Value  on  a
dollar-for-dollar  basis.  Normally,  it also  reduces  the death  benefit  on a
dollar-for-dollar  basis,  but does not affect the net amount at risk,  which is
the  difference  between the current death benefit and the amount in your Policy
Account.  If you selected death benefit Option A, the Face Amount of your policy
will  generally  be reduced so that there will be no change in the net amount at
risk. However,  under either option, if the death benefit is based on the Policy
Account percentage multiple, the reduction in death benefit would be greater and
the net amount at risk would be  reduced.  See DEATH  BENEFITS in Part 2 of this
prospectus.  The partial withdrawal and these reductions will be effective as of
the date your withdrawal request is received at our  Administrative  Office. See
TAX EFFECTS in Part 2 of this prospectus for the tax consequences of a reduction
in benefits or a partial withdrawal.

SURRENDER FOR NET CASH  SURRENDER  VALUE.  You may surrender your policy for its
Net Cash  Surrender  Value  (Policy  Account  minus  any loan and  accrued  loan
interest)  at any time while either of the insured  persons are living.  We will
deduct from the Net Cash  Surrender  Value any amount  securing a Living Benefit
payment.  You may  surrender  the  policy by sending a written  request  and the
policy to our  Administrative  Office.  We will  compute the Net Cash  Surrender
Value  as  of  the  date  we  receive   your  request  and  the  policy  at  our
Administrative Office. All insurance coverage under your policy will end on that
date. See TAX EFFECTS in Part 2 of this prospectus for the tax consequences of a
policy surrender.

DEDUCTIONS AND CHARGES

DEDUCTIONS  FROM YOUR PREMIUMS.  Charges for certain taxes are deducted from all
premiums.  In  addition,  a Premium  Sales  Charge  will be  deducted  from your
premiums as  specified  below.  The balance of each premium (the net premium) is
placed in your Policy Account.

Charge For Taxes. We deduct a charge  designed to approximate  certain taxes and
additional  charges  imposed  upon us by states  and other  jurisdictions.  Such
charges currently range from .70% to 5% (Virgin Islands).

This charge may be  increased  or decreased to reflect any changes in our taxes.
In addition,  if an insured  person  changes his or her place of residence,  you
should  notify us to change our records so that the charge will  reflect the new
jurisdiction.  Any change will take effect on the next  policy  anniversary,  if
received at least 60 days prior to the policy anniversary.

Premium Sales Charge. This charge is intended to compensate us in part for sales
and promotional  expenses in connection with selling  Survivorship 2000, such as
commissions,   advertising,  and  the  cost  of  preparing  and  printing  sales
literature and prospectuses.

The Premium  Sales  Charge in the first  policy year is equal to 30% of premiums
paid up to one  "target  premium,"  plus 3% of  premiums  paid in  excess of the
target premium in that year. The target premium is actuarially  determined based
upon the age,  sex and smoker  status of each of the  insured  persons.  If your
policy has a guaranteed minimum death benefit provision, a target premium equals
one guaranteed  minimum death benefit premium at issue,  excluding  premiums for
riders and substandard  ratings. The target premium is established at issue, and
will be reduced if you  request a Face  Amount  decrease or if there is a change
from smoker to  non-smoker  status of an insured  person.  See COST OF INSURANCE
CHARGE below.

If you paid at least one target  premium in the first policy  year,  the Premium
Sales  Charge in each  subsequent  year is equal to 7.5% (6% for joint  insureds
whose  combined  issue ages equal 134 or more) of premiums paid up to one target
premium, plus 3% of premiums paid in excess of the target premium in each year.

                                       18
<PAGE>

If you paid less than one target  premium in the first policy year,  the Premium
Sales Charge in the second,  third and fourth  policy years is equal to 7.5% (6%
for joint insureds whose combined issue ages equal 134 or more) of premiums paid
up to the lesser of one target premium or the highest amount of premiums paid in
any  prior  year,  plus 30% on  premiums  paid in excess  of this  amount  until
premiums paid in that year equal the target premium, plus 3% of premiums paid in
excess of the target  premium in that year.  The Premium  Sales Charge in policy
years five and later is 7.5% (6% for joint  insureds  whose  combined issue ages
equal  134 or  more)  of  premiums  paid up to one  target  premium,  plus 3% of
premiums paid in excess of the target premium in each year.

Equitable  currently  intends to stop  deducting the Premium Sales Charge at the
end of the twentieth policy year. However,  this is our current intention and is
not guaranteed.

Paying less than one target  premium in each of the first four  policy  years or
paying  more than one target  premium in any policy  year  (including  the first
year) could reduce the policyowner's  total Premium Sales Charge. For an example
of the  latter,  assume  that  the  target  premium  is  $10,000  and  that  the
policyowner  would like to pay ten target  premiums in a way that does not cause
the policy to become a modified  endowment  contract.  If the  policyowner  paid
$20,000 (i.e., two times the amount of the target premium) in every other policy
year up to the ninth  policy  year,  the total  Premium  Sales  Charge  would be
$7,500.  If,  however,  the  policyowner  paid  $10,000 in each of the first ten
policy years, the total Premium Sales Charge would be $9,750.

Attempting to structure the timing and amount of premium  payments to reduce the
potential  Premium Sales Charge is not recommended as it could increase the risk
that your policy will  terminate  without value.  Remember,  a target premium is
generally  the  equivalent  of  a  guaranteed  minimum  death  benefit  premium.
Therefore,  delaying  the  payment  of  target  premiums  to later  years  could
adversely  effect the  availability  of the  guaranteed  minimum  death  benefit
provision if, as a result of the delay,  actual premium  payments were less than
the accumulation of guaranteed  minimum death benefit premiums.  If the policy's
guaranteed  minimum  death  benefit  provision is not in effect and the Net Cash
Surrender Value is insufficient to pay monthly deductions, the policy will lapse
unless a required premium payment is made. See YOUR POLICY CAN TERMINATE in Part
2 of this prospectus. In addition, any acceleration of premium payments to early
years should take into account the modified  endowment  seven-pay premium limit.
If at any time the  aggregate  premiums  paid  exceed  the  policy's  cumulative
seven-pay limit, the policy will become a modified endowment and the policyowner
may incur adverse tax consequences when  distributions are made. See TAX EFFECTS
in Part 2 of this prospectus.

DEDUCTIONS FROM YOUR POLICY ACCOUNT.  At the beginning of each policy month, the
following charges are deducted from your Policy Account:

Monthly Administrative Charges. $0.07 per $1,000 of Face Amount during the first
policy year, plus a $6 per month charge in each policy year to compensate us for
administrative  activities  in  connection  with  issuing and  maintaining  your
policy, such as billing, policy transactions and policyowner communications.  We
may increase this latter  charge,  but we guarantee that it will never exceed $8
per month. All administrative charges are designed to reimburse us for expenses,
and we do not expect to profit from them.

Cost Of  Insurance  Charge.  The  cost of  insurance  charge  is  calculated  by
multiplying  the net amount at risk at the  beginning of the policy month by the
monthly cost of insurance rate  applicable to the insured  persons at that time.
The net amount at risk is the  difference  between the current death benefit and
the amount in your Policy Account. We may earn a profit from this charge.

Your cost of insurance  charge will vary from month to month with changes in the
net amount at risk.  For example,  if the current death benefit for the month is
increased  because the death  benefit is based on a  percentage  multiple of the
Policy  Account,  then the net  amount  at risk  for the  month  will  increase.
Assuming the percentage multiple is not in effect, increases or decreases to the
Policy  Account will result in a  corresponding  decrease or increase to the net
amount at risk under Option A policies,  but no change to the net amount at risk
under Option B policies. Increases or decreases to the Policy Account can result
from making premium payments, investment experience or the deduction of charges.

The monthly cost of insurance  rate  applicable  to your policy will be based on
our  current  monthly  cost of  insurance  rates.  The current  monthly  cost of
insurance  rates may be changed from time to time.  However,  the current  rates
will never be more than the  guaranteed  maximum rates set forth in your policy.
The guaranteed rates are based on the Commissioner's 1980 Standard Ordinary Male
and Female,  Smoker and Non-Smoker Mortality Tables. The current monthly cost of
insurance  rates  are  determined  based  on the  sex,  age,  rating  class  and
smoker/non-smoker  status of each of the insured  persons  and the policy  year.
Lower  cost of  insurance  rates  apply  for  insured  persons  who  qualify  as
non-smokers.  To qualify,  an insured person must meet  additional  requirements
that relate to smoking habits.

There will be no  distinctions  based on sex in the cost of insurance  rates for
Survivorship 2000 policies sold in Montana and in other states for other special
circumstances. In these cases the references to sex in this prospectus should be
disregarded.  Cost of insurance rates  applicable to a policy issued with unisex
rates  would  not be  greater  than  the  comparable  male  rates  set  forth or
illustrated in this prospectus.  Similarly,  illustrated policy values in Part 4
would be no less favorable for comparable policies issued with unisex rates. The
guaranteed  cost of  insurance  rates  for  Survivorship  2000 are  based on the
Commissioner's  1980  Standard  Ordinary SD Smoker and ND  Non-Smoker  Mortality
Table.  Congress and the  legislatures  of various states have from time to time
considered  legislation  that would require  insurance  rates to be the same for
males and females of the same age and rating class.

                                       19
<PAGE>

Charges For Additional  Benefits.  The charges for any  additional  benefits you
choose will be deducted  monthly.  The amount and duration of these  charges are
shown on the Policy Information Page.

Guaranteed  Minimum Death Benefit Charge.  One cent per $1,000 of Face Amount of
insurance  is  deducted  monthly  to  compensate  us for the risk we  assume  by
guaranteeing a death benefit,  no matter how unfavorable  investment  experience
may be, as long as the  accumulated  premiums  you've  paid,  less  withdrawals,
exceed a guaranteed  minimum death benefit premium fund and any policy loan does
not exceed the Cash Surrender Value. This charge will be deducted only for those
policies that contain a guaranteed minimum death benefit provision regardless of
whether the guaranteed  minimum death benefit premiums are paid. See YOUR POLICY
CAN TERMINATE in Part 2 of this prospectus. This charge will be assessed as long
as your policy remains in force.

Any changes in the cost of insurance  rates,  charges for  additional  benefits,
Premium  Sales  Charge,  mortality  and expense  risk  charge or  administrative
charges  will be by class of  insured  persons  and will be based on  changes in
future expectations about such factors as investment  earnings,  mortality,  the
length of time policies will remain in effect, expenses and taxes.

In addition to the monthly  deductions from your Policy Account described above,
we may charge fees for certain policy transactions.  See PARTIAL WITHDRAWALS AND
SURRENDER, LIVING BENEFIT OPTION and TRANSFERS OF POLICY ACCOUNT VALUE in Part 2
of this prospectus for a description of policy  transaction  fees.  Also, if you
request more than one  illustration  in a policy year,  we may charge a fee. See
INDIVIDUAL ILLUSTRATIONS in Part 4 of this prospectus.

HOW POLICY ACCOUNT CHARGES ARE ALLOCATED. Generally, deductions from your Policy
Account for monthly charges are made from the Funds and the unloaned  portion of
our  Guaranteed  Interest  Account in accordance  with the deduction  allocation
percentages  specified in your application  unless you instruct us in writing to
do otherwise. See FLEXIBLE PREMIUMS in Part 2 of this prospectus. If a deduction
cannot be made in accordance  with these  percentages,  it will be made based on
the proportions  that your unloaned  amounts in the Guaranteed  Interest Account
and your  amounts in the Funds bear to the total  unloaned  value of your Policy
Account.

CHARGE AGAINST THE SEPARATE ACCOUNT. This charge is reflected in the unit values
for the Funds of the Separate  Account.  See HOW WE DETERMINE  THE UNIT VALUE in
Part 2 of this prospectus.

o   A daily charge for assuming  MORTALITY AND EXPENSE  RISKS will be made.  The
    annual rate is .90%. We are committed to fulfilling  our  obligations  under
    the policy and  providing  service to you over the  lifetime of your policy.
    Despite  the  uncertainty  of  future  events,  we  guarantee  that  monthly
    administrative  and cost of insurance  deductions  from your Policy  Account
    will never be greater  than the maximum  amounts  shown in your  policy.  In
    making this  guarantee,  we assume the mortality  risk that insured  persons
    will live for shorter periods than we estimated.  When this happens, we have
    to pay a greater amount of death benefit than we expected to pay in relation
    to the cost of  insurance  charges we  received.  We also assume the expense
    risk that the cost of issuing  and  administering  policies  will be greater
    than we expected.  We make a charge for these mortality and expense risks at
    an effective  annual rate applied to the value of the assets in the Separate
    Account attributable to Survivorship 2000. If the amount collected from this
    charge exceeds losses from the risks assumed, it will be to our profit.

o   We reserve  the right to make a charge in the  future for taxes or  reserves
    set aside for taxes,  which will  reduce the  investment  experience  of the
    Funds. See TAX EFFECTS in Part 2 of this prospectus.

CHARGES OF THE TRUSTS.  The Funds purchase Class IB shares of the HRT or EQAT at
net asset  value.  That price  reflects  investment  management  fees,  indirect
expenses,  such as brokerage  commissions,  12b-1  distribution  fee charges and
certain other operating  expenses.  The Trusts do not impose a sales charge. See
DEDUCTIONS AND CHARGES in the Summary and HRT'S MANAGER AND INVESTMENT  ADVISER,
EQAT'S MANAGER and EQAT'S INVESTMENT ADVISERS in Part 1 of this prospectus.

PURPOSE OF POLICY CHARGES. The charges under the policies are designed to cover,
in the aggregate,  our direct and indirect costs of selling,  administering  and
providing benefits under the policies. They are also designed, in the aggregate,
to compensate us for the risks of loss we assume pursuant to the policies.

If, as expected,  the charges that we collect from the policies exceed our total
costs in connection with the policies, we will earn a profit. Otherwise, we will
incur a loss.  The current and maximum rates of certain of our charges have been
set with  reference to estimates of the amount of specific  types of expenses or
risks  that we will  incur.  In most  cases,  this  prospectus  identifies  such
expenses or risks in the name of the charge;  e.g.,  the monthly  administrative
charge,  cost of  insurance  charge,  and  mortality  and expense  risk  charge.
However, the fact that any charge bears the name of a particular expense or risk
does not mean that the amount we  collect  from that  charge  will never be more
than the amount of such expense or risk, or that we may not also be  compensated
for such expense or risk out of any other  charges we are permitted to deduct by
the terms of the policies.

                                       20
<PAGE>

ADDITIONAL INFORMATION ABOUT SURVIVORSHIP 2000

YOUR POLICY CAN TERMINATE.  Your insurance coverage will continue as long as the
Net Cash Surrender Value of the policy is enough to pay the monthly  deductions.
If the Net Cash Surrender  Value at the beginning of a policy month is less than
such  deductions  for that month,  your policy will go into  default  unless the
operation of the guaranteed  minimum death benefit provision results in a waiver
of the monthly deductions. The guaranteed minimum death benefit provision is not
available in some jurisdictions, including New York and New Jersey.

Under the guaranteed minimum death benefit provision,  we compare the guaranteed
minimum  death  benefit  premium  fund with the actual  premium fund in order to
determine whether your coverage remains in effect. If the actual premium fund is
equal to or greater than the guaranteed  minimum death benefit  premium fund and
any policy  loan  outstanding  does not exceed the Cash  Surrender  Value,  then
monthly  deductions in excess of the Net Cash Surrender Value will be waived for
that policy  month and the policy will not go into  default.  If there is a loan
outstanding  that  exceeds  the Cash  Surrender  Value,  the  policy  will be in
default.  The policy will also be in default if the actual  premium fund is less
than the guaranteed minimum death benefit premium fund.

The  guaranteed  minimum death benefit  premium fund for any policy month is the
accumulation  of all the "specified  premiums"  shown on the Policy  Information
Page up to that month,  at 4% interest.  The actual  premium fund for any policy
month is the accumulation of all the premiums  actually paid under the policy at
4% interest, less all withdrawals accumulated at 4% interest.

If your policy goes into  default,  we will notify you, and any assignees on our
records,  in writing,  that a 61-day  grace  period has begun and  indicate  the
payment  that is  needed  to avoid  policy  termination  at the end of the grace
period. The required payment will approximate an amount which would increase the
Net Cash  Surrender  Value to cover total  monthly  deductions  for three months
(without  regard to any  investment  performance  in the  Policy  Account).  The
required payment and any residual Policy Account value will be used to cover the
overdue deductions.  However, if your Policy Account has unfavorable  investment
experience,  the  required  payment may not be  sufficient  to cover the overdue
deductions on the date we receive the payment.  In this case, a new 61-day grace
period  will  begin.  While a policy is in a grace  period you may not  transfer
Policy Account  value,  decrease the Face Amount,  make a partial  withdrawal or
change the death benefit option.

If we do not receive  payment  within the 61 days,  your  policy will  terminate
without value. We will withdraw any amount left in your Policy Account and apply
this amount to the  overdue  deductions  and any unpaid  loan and  accrued  loan
interest. We will inform you, and any assignees,  at last known addresses,  that
your  policy  has  ended  without  value.  See  TAX  EFFECTS  in  Part 2 of this
prospectus for the potential tax consequences of a policy termination.

YOU MAY  RESTORE  A  POLICY  AFTER  IT  TERMINATES.  Subject  to  certain  state
variations,  you may restore a policy  within six months after it  terminates if
the insured persons who were living on the date the policy  terminates are still
alive,  you provide  evidence of  insurability  on those insured persons that is
satisfactory  to us, and you make the premium payment that we require to restore
the policy.  The required premium will not be more than an amount  sufficient to
cover  (i)  total  monthly  deductions  for three  months,  calculated  from the
effective date of restoration;  (ii) the monthly administrative charges from the
date of default to the effective date of  restoration;  and (iii) the charge for
taxes  and the  Premium  Sales  Charge  associated  with this  payment.  We will
determine  the amount of this  required  premium as if no interest or investment
performance were credited to, or charged against, your Policy Account.

The policy  will be  restored  as of the  beginning  of the policy  month  which
coincides  with or follows the date we approve your  application.  Your restored
policy will not have any loan balance even if there was a loan outstanding under
the terminated policy.

From the required payment we will deduct the charge for applicable taxes and the
Premium Sales Charge.  On the effective date of restoration,  the Policy Account
will be equal to the  balance  of the  required  payment.  We will start to make
monthly  deductions as of the effective date of  restoration.  On that date, the
monthly  administrative  charges  from the  beginning of the grace period to the
effective date of restoration will be deducted from the Policy Account.  See TAX
EFFECTS in Part 2 of this  prospectus  for the  potential  tax  consequences  of
restoring  a  terminated  policy.  Some  states  may vary the  time  period  and
conditions of policy restoration.

POLICY  PERIODS,  ANNIVERSARIES,  DATES AND AGES.  When the  applications  for a
Survivorship 2000 policy are completed and submitted to us, we decide whether or
not to issue the policy.  This decision is made based on the  information in the
applications and our standards for issuing  insurance and classifying  risks. If
we decide  not to issue a policy,  we will  either  refund any  premium  paid or
reinstate a prior policy.

The Issue Date, shown on the Policy Information Page, is the date your policy is
actually issued,  but if we have advanced the Register Date, the Issue Date will
be the same as the Register Date. Generally, contestability is measured from the
Issue Date, as is the suicide exclusion.

The Register Date, also shown on the Policy Information Page, is used to measure
policy  years,  months and  anniversaries  (annual  and  monthly).  Charges  and
deductions under the policy are first made as of the Register Date, even when we
have  permitted an early  Register Date as set forth below.  For  information on
such charges and  deductions,  see DEDUCTIONS FROM YOUR POLICY ACCOUNT in Part 2
of this  prospectus.  As to when coverage under the policy begins,  see FLEXIBLE
PREMIUMS in Part 2 of this prospectus.

                                       21
<PAGE>

Generally,  we  determine  the  Register  Date based  upon when we receive  your
minimum initial premium. In most cases:

o   If you submit at least the minimum  initial  premium to your Equitable agent
    at the time you sign the  application,  and we issue  the  policy  as it was
    applied for, then the Register Date will be the later of (a) the date part I
    of the policy  application was signed or, (b) the date part II of the policy
    application was signed by a medical professional.

o   If we do not receive a payment equal to or greater than the minimum  initial
    premium at our Administrative Office before the Issue Date or, if the policy
    is not  issued as applied  for,  the  Register  Date will be the same as the
    Issue Date.

An early Register Date may be permitted for employer-sponsored cases in order to
accommodate a common Register Date for all employees. An early Register Date may
also be  permitted  to  provide  a  younger  age at  issue.  We may also  permit
policyowners to delay a Register Date (up to three months) in employer-sponsored
cases.  Additionally,  policies that would otherwise  receive a Register Date of
the 29th,  30th or 31st of any month will receive a Register Date of the 28th of
that month.

The  investment  start date is the date that your initial net premium  begins to
vary with the  investment  performance  of the Funds or accrue  interest  in the
Guaranteed  Interest Account.  Generally,  the investment start date will be the
same as the  Register  Date if the  minimum  initial  premium is received at our
Administrative Office before the Register Date. Otherwise,  the investment start
date  will be the date the full  minimum  initial  premium  is  received  at our
Administrative  Office.  Thus, to the extent that your first premium is received
before the  Register  Date,  there  will be a period  during  which the  initial
premium will not be experiencing  investment  performance.  The investment start
date for policies  with early  Register  Dates will also be the date the minimum
initial premium is received at our Administrative  Office.  Remember, the amount
of your  first net  premium  to be  allocated  to the Funds  will  initially  be
allocated to the Alliance  Money Market Fund of the Separate  Account  until the
Allocation  Date.  See  FLEXIBLE  PREMIUMS  in  Part 2 of this  prospectus.  Any
subsequent  premium payment  received after the investment start date will begin
to experience investment  performance as of the date such payment is received at
our Administrative Office.

Generally, when we refer to the age of an insured person, we mean his or her age
on the birthday nearest to the beginning of the particular policy year.

TAX EFFECTS

This discussion is based on our  understanding of the current Federal income tax
laws as  currently  interpreted  on  Survivorship  2000  policies  owned by U.S.
resident individuals. The tax effects on corporations,  other business entities,
other  non-natural  persons  such as  trusts,  non-U.S.  residents  or  non-U.S.
citizens may be different.  This  discussion is general in nature and should not
be  considered  tax  advice,  for which you  should  consult  your  legal or tax
adviser.

POLICY PROCEEDS.  A Survivorship 2000 policy will be treated as "life insurance"
for Federal income tax purposes if it meets the definitional  requirement of the
Internal  Revenue  Code  of  1986,  as  amended  (the  Code)  and as long as the
portfolios of the Trust satisfy the diversification requirements under the Code.
We believe that Survivorship 2000 will meet these requirements, and that:

o   the death benefit received by the beneficiary  under your  Survivorship 2000
    policy will not be subject to Federal income tax; and

o   as long as your policy  remains in force,  increases  in the Policy  Account
    value as a result of interest or investment  experience  will not be subject
    to Federal  income tax unless and until  there is a  distribution  from your
    policy, such as a surrender, loan or a partial withdrawal.

Special tax rules may apply,  however,  if you  transfer  your  ownership of the
policy. Certain transfers for value may subject the transferor to income tax and
result in the transferee becoming subject to income tax on death proceeds to the
extent such proceeds exceed the transferee's investment in the policy. A gift or
bequest of a policy  subject  to a loan may be viewed as a part sale,  part gift
transaction  and can also  trigger  income tax  consequences.  Consult  your tax
adviser before any transfer of your policy.

The Federal  income tax  consequences  of a  distribution  from your policy will
depend among other things on whether your policy is determined to be a "modified
endowment."  The  character of any income  recognized  under your policy will be
ordinary income as opposed to capital gain.

A  MODIFIED  ENDOWMENT  IS a  life  insurance  policy  which  fails  to  meet  a
"seven-pay"  test.  In  general,  a policy will fail the  seven-pay  test if the
cumulative amount of premiums paid under the policy at any time during the first
seven policy years exceeds a calculated premium level. The calculated  seven-pay
premium  level is based on a  hypothetical  policy  issued  on the same  insured
persons and for the same initial death benefit which, under specified conditions
(which  include  the absence of expense and  administrative  charges),  would be
fully paid for after seven level annual payments. Your policy will be treated as
a modified  endowment unless the cumulative  premiums paid under your policy, at
all times  during the first seven  policy  years,  are less than or equal to the
cumulative  seven-pay premiums which would have been paid under the hypothetical
policy on or before such times.

Whenever  there is a "material  change"  under a policy,  it will  generally  be
treated as a new contract for  purposes of  determining  whether the policy is a
modified endowment,  and subjected to a new seven-pay period and a new seven-pay
limit. The new seven-pay limit would be determined taking into account,  under a
downward adjustment formula,  the Policy Account value of the policy at the time
of such 

                                       22
<PAGE>

change. A materially  changed policy would be considered a modified endowment if
it failed to satisfy the new seven-pay limit. A material change could occur as a
result  of a  change  in death  benefit  option,  the  selection  of  additional
benefits, the restoration of a terminated policy and certain other changes.

If the  benefits  under your policy are reduced for  example,  by  requesting  a
decrease  in Face  Amount,  or in some  cases  by  making  partial  withdrawals,
terminating  additional  benefits  under a rider,  changing  the  death  benefit
option, or as a result of policy termination,  the calculated  seven-pay premium
level will be  redetermined  based on the reduced  level of benefits and applied
retroactively  for purposes of the seven-pay  test.  If the premiums  previously
paid are greater than the recalculated seven-pay premium level limit, the policy
will become a modified  endowment.  Generally,  a life insurance policy which is
received in exchange  for a modified  endowment  or a modified  endowment  which
terminates and is restored, will also be considered a modified endowment.

Whether  or not your  policy is a  modified  endowment,  changes  made to a life
insurance policy,  for example,  a decrease in benefits or the termination of or
restoration  of a  terminated  policy,  may have other  effects on your  policy,
including  impacting  the maximum  amount of premiums that can be paid under the
policy,  as well as the  maximum  amount of  Policy  Account  value  that may be
maintained under the policy.  In some cases, this may cause us to take action in
order to assure your policy  continues to qualify as life  insurance,  including
distribution of amounts that may be includable as income.  Such changes can also
affect the tax  treatment  of prior  distributions  made during the same taxable
year or in anticipation of a reduction in benefits  (generally  within two years
before a reduction in benefits). See POLICY CHANGES below.

IF YOUR  SURVIVORSHIP  2000  POLICY IS NOT A MODIFIED  ENDOWMENT,  as long as it
remains in force, a loan under your policy will be treated as  indebtedness  and
no part of the loan will be subject to current  Federal income tax.  Interest on
the loan will  generally not be tax  deductible.  After the first fifteen policy
years,  the proceeds from a partial  withdrawal will generally not be subject to
Federal  income tax except to the extent such  proceeds  exceed your  "Basis" in
your  policy.  Your Basis in your policy  generally  will equal the premiums you
have  paid  less  any  amounts  previously  recovered  through  tax-free  policy
distributions.  During the first  fifteen  policy  years,  the  proceeds  from a
partial  withdrawal  could be subject to Federal  income tax to the extent  your
Policy Account value exceeds your Basis in your policy.  The portion  subject to
tax will depend upon a complex formula  depending in part upon the ratio of your
death benefit to the Policy Account value (or, in some cases, the premiums paid)
under  your  policy  and the  ages of the  insured  persons  at the  time of the
withdrawal.  For example, a partial withdrawal from a heavily funded policy or a
withdrawal  from a policy  where the  benefits  have been or within the next two
years  will  be  substantially  reduced  can  cause  all  or a  portion  of  the
distribution to be taxable to the extent of gain in your policy.

If at any time your  policy is  surrendered,  the  excess,  if any, of your Cash
Surrender  Value (which  includes the amount of any policy loan and accrued loan
interest) over your Basis will be subject to Federal income tax. In addition, if
a policy  terminates while there is a policy loan, the cancellation of such loan
and accrued loan interest will be treated as a distribution and could be subject
to tax under the above rules.  Upon the Maturity Date of the policy,  the excess
of the amount of any benefit paid, not taking into account any reduction for any
loan and accrued loan interest, over your Basis in the policy will be subject to
Federal income tax.

IF YOUR POLICY IS A MODIFIED  ENDOWMENT,  any distribution from your policy will
be taxed on an  "income-first"  basis.  Distributions for this purpose include a
loan  (including  any increase in the loan amount to pay interest on an existing
loan or an assignment or a pledge to secure a loan) or partial  withdrawal.  Any
such  distribution  will be considered  taxable income to you to the extent your
Policy Account value exceeds your Basis in the policy. For modified  endowments,
your Basis would be  increased by the amount of any prior loan under your policy
that was  considered  taxable  income to you.  For purposes of  determining  the
taxable portion of any distribution,  all modified endowments issued by the same
insurer or an affiliate to the same policyowner  during any calendar year are to
be  aggregated.  The  Secretary  of the  Treasury  has  authority  to  prescribe
additional   rules  to  prevent   avoidance   of   "income-first"   taxation  on
distributions from modified endowments.

A 10% penalty tax will generally  apply to the taxable portion of a distribution
from a  modified  endowment.  The  penalty  tax  will  not,  however,  apply  to
distributions (i) to taxpayers 59 1/2 years of age or older, (ii) in the case of
disability  (as  defined in the Code) or (iii)  received  as part of a series of
substantially  equal periodic annuity payments for the life (or life expectancy)
of the taxpayer or the joint lives (or joint life  expectancies) of the taxpayer
and beneficiary. If your policy is surrendered, the excess, if any, of your Cash
Surrender  Value over your  Basis  will be  subject  to Federal  income tax and,
unless one of the above exceptions applies,  the 10% penalty tax. If your policy
terminates  while  there is a policy  loan,  the  cancellation  of such loan and
accrued  loan  interest  will be  treated  as a  distribution  to the extent not
previously  treated as such and could be subject to tax,  including  the penalty
tax, as described under the above rules. In addition,  upon the Maturity Date of
the  policy,  the  excess of the amount of any  benefit  paid,  not taking  into
account any reduction for any loan and accrued loan interest, over your Basis in
the policy  will be subject to Federal  income  tax,  and,  unless an  exception
applies, a 10% penalty tax.

If your policy becomes a modified endowment, distributions that occur during the
policy year it becomes a modified  endowment and any subsequent policy year will
be  taxed  as  described  in  the  two   preceding   paragraphs.   In  addition,
distributions  from a policy  within  two  years  before it  becomes a  modified
endowment will be subject to tax in this manner.  THIS MEANS THAT A DISTRIBUTION
MADE FROM A POLICY THAT IS NOT A MODIFIED  ENDOWMENT  COULD LATER BECOME TAXABLE
AS A DISTRIBUTION FROM A MODIFIED ENDOWMENT. The Secretary

                                       23
<PAGE>

of the  Treasury  has been  authorized  to  prescribe  rules  which  would treat
similarly  other  distributions  made in  anticipation  of a policy  becoming  a
modified endowment.

POLICY  TERMINATIONS.  A policy which has terminated  without value may have the
tax consequences  described under POLICY PROCEEDS above,  even though you may be
able to restore your policy. For tax purposes,  some restorations may be treated
as the purchase of a new insurance contract.

LIVING BENEFITS. Amounts received under a life insurance contract on the life of
individuals  who are  terminally  ill, as defined by the tax law, are  generally
excludable  from  gross  income  as  amounts  paid by reason of the death of the
insured.  We believe  that the living  benefit  which may be payable  under your
policy meets the law's  definition  of  terminally  ill and can qualify for this
exclusion.  This exclusion does not apply,  however,  to amounts paid to someone
other than the insured if the payee has an insurable  interest in the  insured's
life  because the insured is a director,  officer or employee of the payee or by
reason of the  insured  being  financially  interested  in any trade or business
carried on by the payee.

DIVERSIFICATION. Under Section 817(h) of the Code, the Secretary of the Treasury
has the  authority  to set  standards  for  diversification  of the  investments
underlying variable life insurance policies.  The Treasury Department has issued
final regulations  regarding the diversification  requirements.  Failure to meet
these  requirements  would  disqualify  your policy as a variable life insurance
policy  under  Section  7702 of the Code.  If this  were to occur,  you would be
subject to Federal  income tax on the income  under the policy for the period of
the disqualification  and subsequent periods. The Separate Account,  through the
Trust,  intends  to  comply  with  these  requirements  in order  to avoid  such
occurrence.

In  connection   with  the  issuance  of  the  then  temporary   diversification
regulations,  the Treasury Department stated that it anticipated the issuance of
regulations or rulings  prescribing the  circumstances in which the ability of a
policyowner  to direct his  investment  to  particular  divisions  of a separate
account may cause the  policyowner,  rather than the  insurance  company,  to be
treated as the owner of the assets in the account.  If you were  considered  the
owner of the assets of the Separate Account,  income and gains from the Separate
Account would be included in your gross income for Federal  income tax purposes.
Under  current law we believe that  Equitable,  and not the owner of the policy,
would be considered the owner of the assets of the Separate Account.

RIDERS.  Certain  riders  permit  the  splitting  of a  policy  into  two  other
individual  policies  on the lives of a  husband  and  wife,  upon a divorce  or
certain  changes in the Federal estate tax law. This splitting of a policy could
have adverse tax consequences including,  but not limited to, the recognition of
taxable  income  in an  amount  up to any gain in the  policy at the time of the
split.

POLICY  CHANGES.  For you and your  beneficiary  to  receive  the tax  treatment
discussed above,  your policy must initially  qualify and continue to qualify as
life  insurance  under Sections 7702 and 817(h) of the Code. We may make changes
in the policy or its riders or make  distributions from the policy to the extent
we deem necessary to qualify your policy as life insurance for tax purposes. Any
such change will apply uniformly to all policies that are affected.  You will be
given advance written notice of such changes.

TAX CHANGES. The United States Congress has in the past considered, is currently
considering and may in the future consider  legislation that, if enacted,  could
change the tax treatment of life insurance policies.  In addition,  the Treasury
Department may amend existing regulations,  issue new regulations,  or adopt new
interpretations of existing laws. Proposed Treasury Regulations  concerning what
constitutes reasonable mortality and expense charges in testing whether a policy
qualifies  as life  insurance  would,  if  finalized  as now  proposed,  provide
stricter rules for policies  covering more than one life. As currently  drafted,
the  rules  would  only  apply to  policies  issued  after the  regulations  are
finalized,  causing such policies to generally provide increased levels of death
benefits relative to policy account values.  State tax laws or, if you are not a
United States  resident,  foreign tax laws, may also affect the tax consequences
to you, the insured or your beneficiary. These laws may change from time to time
without notice and, as a result,  the tax consequences may be altered.  There is
no way of  predicting  whether,  when or in what form any such  change  would be
adopted.  Any such change could have a retroactive effect regardless of the date
of enactment. We suggest you consult your legal or tax adviser.

ESTATE AND GENERATION  SKIPPING TAXES. When the last surviving insured dies, the
death  benefit will  generally be  includable  in the  policyowner's  estate for
purposes  of  Federal  estate  tax if  the  insured  owned  the  policy.  If the
policyowner is not the insured  person,  under certain  conditions only the fair
market value of the policy would be included upon the death of the  policyowner.
If the  policyowner  is not the insured and the insured dies with someone  other
than the owner as beneficiary, the policyowner will be considered to have made a
gift  transfer  to the  beneficiary  of such  proceeds.  Federal  estate  tax is
integrated  with  Federal gift tax under a unified  rate  schedule.  In general,
estates  less than  $625,000  for  decedents  dying  during 1998  (scheduled  to
increase  in  subsequent  years to $1 million by the year 2005) will not incur a
Federal estate tax liability. In addition, an unlimited marital deduction may be
available for Federal estate and gift tax purposes.

As a general rule,  if a "transfer" is made to a person two or more  generations
younger than the policyowner,  a generation skipping tax may be payable at rates
similar to the  maximum  estate tax rate in effect at the time.  The  generation
skipping tax provisions generally apply to "transfers" which would be subject to
the gift and estate tax rules.  Individuals  are generally  allowed an aggregate
generation  skipping  tax  exemption  of $1  million.  Because  these  rules are
complex,  you should  consult  with your tax adviser for  specific  information,
especially where benefits are passing to younger generations.

                                       24
<PAGE>

The  particular  situation  of each  policyowner,  insured or  beneficiary  will
determine  how  ownership  or receipt  of policy  proceeds  will be treated  for
purposes of Federal  estate and  generation  skipping taxes as well as state and
local estate, inheritance, generation skipping and other taxes.

TRADE OR BUSINESS  ENTITY OWNS OR IS DIRECTLY OR INDIRECTLY A BENEFICIARY OF THE
POLICY.  Where a joint life policy is owned by other than a natural person,  the
owner's ability to deduct interest on business borrowing unrelated to the policy
can be impacted as a result of its  ownership of cash value life  insurance.  No
deduction  will be allowed for a portion of a  taxpayer's  otherwise  deductible
interest  expense  unless  the  policy  covers  only two  individuals,  and such
individuals  are, at the time first covered by the policy, a 20 percent owner of
the trade or business entity that owns the policy and his/her  spouse.  Although
this limitation generally does not apply to policies held by natural persons, if
a trade or  business  (other than one  carried on as a sole  proprietorship)  is
directly or  indirectly  the  beneficiary  under a policy  (e.g.,  pursuant to a
split-dollar  agreement),  the policy  shall be treated as held by such trade or
business.  The effect will be that a portion of the trade or  business  entity's
deduction  for  its  interest  expenses  will be  disallowed  unless  the  above
exception for a 20 percent owner and his/her spouse applies.

The portion of the entity's interest deduction that is disallowed will generally
be a pro rata amount which bears the same ratio to such interest  expense as the
taxpayer's  average  unborrowed  cash value  bears to the sum of the  taxpayer's
average  unborrowed  cash value and average  adjusted bases of all other assets.
These  rules  disallowing  interest  expenses  for  trade or  business  entities
generally  apply to contracts  issued after June 8, 1997 in taxable years ending
after such date. However,  for purposes of the preceding sentence,  any material
increase in the death benefit or other  material  change in a contract  shall be
treated as a new  contract.  Any  corporate  or business  use of life  insurance
should be carefully  reviewed by your tax adviser with  attention to these rules
as well as any other rules and  possible  tax law changes  that could occur with
respect to business-owned life insurance.

OUR TAXES. Under the life insurance company tax provisions of the Code, variable
life insurance is treated in a manner consistent with fixed life insurance.  The
operations of the Separate Account are reported in our Federal income tax return
but we  currently  pay no income  tax on  investment  income and  capital  gains
reflected in variable life insurance  policy reserves.  Therefore,  no charge is
currently  being made to any Fund of the Separate  Account for taxes. We reserve
the right to make a charge in the  future for taxes  incurred,  for  example,  a
charge  to the  Separate  Account  for  income  taxes  incurred  by us that  are
allocable to the policy.

We may have to pay state,  local or other taxes in addition to applicable  taxes
based  on  premiums.  At  present,  these  taxes  are not  substantial.  If they
increase,  charges may be made for such taxes when they are  attributable to the
Separate Account or allocable to the policy.

WHEN WE WITHHOLD INCOME TAXES.  Generally,  unless you provide us with a written
election to the  contrary  before we make the  distribution,  we are required to
withhold  Federal  income tax from any  portion of the money you  receive if the
withdrawal of money from your Policy Account or the surrender or the maturity of
your policy is a taxable transaction. If you do not wish us to withhold tax from
the  payment,  or if enough is not  withheld,  you may have to make tax payments
later.  You  may  also  have  to pay  penalties  under  the  tax  rules  if your
withholding and estimated tax payments are insufficient. States may also require
us to withhold tax on payments to you. In the case of non-U.S.  residents and/or
non-U.S.  citizens,  special  withholding rules will apply. In some cases, where
generation  skipping  taxes may apply,  we may also be required to withhold  for
such taxes unless we are provided satisfactory written notification that no such
taxes are due.

PART 3:   ADDITIONAL INFORMATION

YOUR VOTING PRIVILEGES

TRUST  VOTING  PRIVILEGES.  As  explained in Part 1, we invest the assets in the
Funds in Class IB shares of the corresponding portfolios of the HRT or the EQAT.
Equitable  is the legal owner of the shares of each Trust and will  attend,  and
has the right to vote at, any meeting of the HRT's or EQAT's shareholders. Among
other things, we may vote on any matters described in either Trust's  prospectus
or requiring a vote by shareholders under the 1940 Act.

Even though we own the shares,  to the extent required by the 1940 Act, you will
have the  opportunity  to tell us how to vote the  number of shares  that can be
attributed to your policy.  We will vote those shares at meetings of HRT or EQAT
shareholders  according to your instructions.  If we do not receive instructions
in time from all  policyowners,  we will vote shares in a portfolio for which no
instructions  have been  received in the same  proportion  as we vote shares for
which we have received  instructions in that portfolio.  We will vote any HRT or
EQAT  shares  that we are  entitled  to vote  directly  due to  amounts  we have
accumulated in the Funds in the same  proportions  that all  policyowners  vote,
including  those who  participate  in other  separate  accounts.  If the Federal
securities laws or regulations or  interpretations of them change so that we are
permitted  to vote  shares  of the HRT or EQAT in our own  right or to  restrict
policyowner voting, we may do so.

HOW WE  DETERMINE  YOUR VOTING  SHARES.  You may  participate  in voting only on
matters  concerning  the HRT or EQAT  portfolios  corresponding  to the Funds to
which your Policy Account is allocated. The number of HRT or EQAT shares in each
Fund that are  attributable  to your policy is determined by dividing the amount
in your  Policy  Account  allocated  to that Fund by the net asset  value of one
share of the  corresponding  portfolio as of the record date set by either HRT's
or EQAT's Board for its respective shareholders

                                       25
<PAGE>

meeting.  The record date for this  purpose must be at least 10 and no more than
90 days  before  the  particular  shareholder  meeting.  Fractional  shares  are
counted.

If you are  entitled  to give us  voting  instructions,  we will  send you proxy
material  and a form  for  providing  instructions.  In  certain  cases,  we may
disregard  instructions  relating  to  changes in a  portfolio's  adviser or its
investment  policies.  We will advise you if we do and detail the reasons in the
next semiannual report to policyowners.

SEPARATE  ACCOUNT VOTING RIGHTS.  Under the 1940 Act,  certain  actions (such as
some of those  described  under OUR RIGHT TO CHANGE  HOW WE  OPERATE  below) may
require policyowner approval. In that case, you will be entitled to one vote for
every $100 of value you have in the Funds.  We will cast votes  attributable  to
amounts  we  have  in the  Funds  in the  same  proportions  as  votes  cast  by
policyowners.

OUR RIGHT TO CHANGE HOW WE OPERATE

In addition to changing  or adding  investment  companies,  we have the right to
modify  how we or the  Separate  Account  operate.  We  intend  to  comply  with
applicable law in making any changes and, if necessary, we will seek policyowner
approval. We have the right to:

o   add Funds to, or remove  Funds from,  the Separate  Account,  combine two or
    more Funds  within the  Separate  Account,  or withdraw  assets  relating to
    Survivorship 2000 from one Fund and put them into another;

o   register or end the registration of the Separate Account under the 1940 Act;

o   operate the Separate Account under the direction of a committee or discharge
    such a committee  at any time (the  committee  may be  composed  entirely of
    persons who are "interested persons" of Equitable under the 1940 Act);

o   restrict or eliminate any voting rights of  policyowners or other people who
    have voting rights that affect the Separate Account;

o   operate the  Separate  Account or one or more of the Funds in any other form
    the law allows,  including a form that allows us to make direct investments.
    Our Separate  Account may be charged an advisory fee if its  investments are
    made  directly  rather than through an investment  company.  We may make any
    legal  investments we wish. In choosing these  investments,  we will rely on
    our own or outside  counsel for advice.  In addition,  we may disapprove any
    change  in  investment  advisers  or in  investment  policy  unless a law or
    regulation provides differently.

If any  changes  are made that  result in a  material  change in the  underlying
investments  of a Fund,  you will be notified  as  required by law. We may,  for
example,  cause the Fund to invest in a mutual fund other  than,  or in addition
to, the Trusts. If you then wish to transfer the amount you have in that Fund to
another  Fund or to the  Guaranteed  Interest  Account,  you may do so,  without
charge, by contacting our Administrative  Office. At the same time, you may also
change how your net premiums and deductions are allocated.

OUR REPORTS TO POLICYOWNERS

Shortly  after  the end of each  policy  year you  will  receive  a report  that
includes  information about your policy's current death benefit,  Cash Surrender
Value and policy loan.  Notices will be sent to you to confirm premium  payments
(except premiums paid through an automated  payment plan),  transfers of amounts
between Funds and certain other policy transactions.

LIMITS ON OUR RIGHT TO CHALLENGE THE POLICY

We can  challenge  the  validity  of your  insurance  policy  based on  material
misstatements in your application and any application for change. However, there
are some limits on how and when we can challenge the policy.

o   We cannot  challenge  the  policy  after it has been in  effect,  during the
    lifetimes  of both insured  persons,  for two years from the date the policy
    was issued.

o   We cannot challenge any policy change that requires evidence of insurability
    or any restoration of the policy after the change or restoration has been in
    effect for two years during the lifetime of any insured person living at the
    time the change or restoration takes effect.

If the last surviving  insured person dies within the time that we may challenge
the  validity of the policy,  we may delay  payment  until we decide  whether to
challenge  the policy.  Some states may require  that we measure  these times in
some  other  way.  If an  insured  person's  age  or  sex  is  misstated  on any
application,  the death  benefit and any  additional  benefits  provided will be
those which would be  purchased  by the most  recent  deduction  for the cost of
insurance  and the cost of any  additional  benefits  at that  insured  person's
correct age and sex.

If the last surviving  insured person commits suicide within two years after the
date on which the policy was issued or following a policy change that  increases
the death benefit, the death benefit will be limited as described in the policy.
Some states require that we measure this time by some other date.

                                       26
<PAGE>

YOUR PAYMENT OPTIONS

Policy  benefits or other payments such as the Net Cash  Surrender  Value may be
paid immediately in one sum or you may choose another form of payment for all or
part  of the  money.  Payments  under  these  options  are not  affected  by the
investment  experience of any Fund.  Instead,  interest  accrues pursuant to the
options chosen.

You will make a choice of payment  option (or any later changes) and your choice
will take effect in the same way as it would if you were changing a beneficiary.
See YOUR BENEFICIARY below. If you do not arrange for a specific form of payment
before the last  surviving  insured person dies,  the  beneficiary  will be paid
through the Equitable  Access  Account.(TM)  The Equitable Access Account is not
available  to  corporate  or other  non-natural  beneficiaries.  See WHEN WE PAY
POLICY  PROCEEDS  below.  The  beneficiary  will then  have a choice of  payment
options.  However,  if you do make an arrangement with us for how the money will
be paid,  the  beneficiary  cannot  change the choice  after the last  surviving
insured  person dies.  Different  payment  options may result in  different  tax
consequences.

The  beneficiary or any other person who is entitled to receive payment may name
a successor to receive any amount that we would  otherwise  pay to that person's
estate if that person  died.  The person who is entitled to receive  payment may
change the successor at any time.

We must approve any arrangements that involve more than one payment option, or a
payee who is not a natural person (for example,  a corporation),  or a payee who
is a fiduciary.  Also,  the details of all  arrangements  will be subject to our
rules at the time the arrangements  are selected and take effect.  This includes
rules on the  minimum  amount we will pay under an option,  minimum  amounts for
installment  payments,  withdrawal or commutation rights (your rights to receive
payments over time,  for which we may offer a lump sum  payment),  the naming of
people who are entitled to receive payment and their successors, and the ways of
proving age and survival.

YOUR BENEFICIARY

You name your  beneficiary  when you apply for the policy.  The  beneficiary  is
entitled to the  insurance  benefits of the policy.  While either or both of the
insured  persons are living,  you may change the  beneficiary  by writing to our
Administrative Office. You can name more than one beneficiary. Beneficiaries may
be classed as primary and contingent beneficiaries. When two or more persons are
named in a class  they  will  share  equally  unless  you have  specified  their
respective  shares.  If no beneficiary is living when the last surviving insured
person  dies,  we will pay the death  benefit  in equal  shares to such  insured
person's surviving children. If there are no surviving children, we will pay the
death benefit to that insured person's estate.

ASSIGNING YOUR POLICY

You  may  assign  (transfer)  your  rights  in the  policy  to  someone  else as
collateral for a loan or for some other reason,  if we agree.  If you do, a copy
of the assignment  must be forwarded to our  Administrative  Office.  We are not
responsible for any payment we make or any action taken before we receive notice
of the assignment or for the validity of the assignment.  An absolute assignment
is a change of ownership.  BECAUSE THERE MAY BE TAX CONSEQUENCES,  INCLUDING THE
LOSS  OF  INCOME  TAX-FREE  TREATMENT  FOR  ANY  DEATH  BENEFIT  PAYABLE  TO THE
BENEFICIARY, YOU SHOULD CONSULT YOUR TAX ADVISER PRIOR TO MAKING AN ASSIGNMENT.

WHEN WE PAY POLICY PROCEEDS

We will pay any death benefits,  maturity  benefit,  Net Cash Surrender Value or
loan  proceeds  within  seven days after we receive  the last  required  form or
request (and other documents that may be required for payment of death benefits)
at our  Administrative  Office.  Death benefits are determined as of the date of
death  of the  last  surviving  insured  person  and  will  not be  affected  by
subsequent  changes  in the  unit  values  of the  Funds.  Death  benefits  will
generally be paid through the  Equitable  Access  Account,  an interest  bearing
checking  account.  A beneficiary  will have immediate access to the proceeds by
writing a check on the account.  We pay  interest  from the date of death to the
date the Equitable  Access  Account is closed.  If an Equitable  agent helps the
beneficiary  of a policy to prepare the documents  that are required for payment
of the death benefit,  we will send the Equitable  Access  Account  checkbook or
check to the agent within  seven days after we receive the  required  documents.
Our agents  will take  reasonable  steps to arrange  for prompt  delivery to the
beneficiary.

We may,  however,  delay  payment if we contest  the  policy.  We may also delay
payment if we cannot  determine  the amount of the payment  because the New York
Stock Exchange is closed,  because  trading in securities has been restricted by
the SEC, or because the SEC has declared that an emergency  exists. In addition,
if necessary to protect our  policyowners,  we may delay payment where permitted
under applicable law.

We may defer  payment of Net Cash  Surrender  Value  withdrawal  or loan  amount
(except a loan to pay a premium to us) from the Guaranteed  Interest Account for
up to six months after we receive your request. We will pay interest of at least
3% a year from the date we receive your request if we delay more than 30 days in
paying you such amounts from the Guaranteed Interest Account.

DIVIDENDS

No dividends are paid on the policy described in this prospectus.

                                       27
<PAGE>

REGULATION

We are regulated and supervised by the New York State Insurance  Department.  In
addition,  we are  subject  to the  insurance  laws  and  regulations  in  every
jurisdiction  where  we  sell  policies.  As a  result,  the  provisions  of the
Survivorship 2000 policy may vary somewhat from jurisdiction to jurisdiction.

The Survivorship  2000 policy (Plan No. 92-500) has been filed with and approved
by insurance  officials in 50 states, the District of Columbia,  Puerto Rico and
the Virgin  Islands.  We submit annual reports on our operations and finances to
insurance  officials  in all  the  jurisdictions  where  we sell  policies.  The
officials  are  responsible  for  reviewing  our  reports to be sure that we are
financially sound.

SPECIAL CIRCUMSTANCES

Equitable  may vary the  charges  and other  terms of  Survivorship  2000  where
special  circumstances  result in sales or administrative  expenses or mortality
risks that are different than those normally  associated with  Survivorship 2000
policies.  These  variations  will be made only in accordance with uniform rules
that we establish.

DISTRIBUTION

Equitable Distributors, Inc. (EDI) is a principal underwriter of HRT and EQAT, a
principal  underwriter  of the Separate  Account,  and is also a distributor  of
certain of our variable life insurance  policies and variable annuity contracts.
EDI's principal  business  address is 1290 Avenue of the Americas,  New York, NY
10104.  EDI is registered with the SEC as a  broker-dealer  under the Securities
Exchange Act of 1934 (1934 Act) and is a member of the National  Association  of
Securities Dealers,  Inc. In 1996 and 1997, EDI was paid a fee of $1,204,370 and
$20,088,049,  respectively, for its services under a Distribution Agreement with
Equitable and its separate accounts.

Suvivorship  2000  policies  are sold  through  agencies  (both  affiliated  and
unaffiliated with Equitable)  licensed by state insurance  officials,  and their
affiliated  broker-dealers who are registered under the 1934 Act and are members
of the NASD. Such agencies and their affiliated broker-dealers have entered into
selling  agreements with EDI. Agents who sell our policies are licensed by state
insurance officials to sell our variable life policies,  are appointed as agents
of Equitable,  and are Registered  Representatives of their agencies' affiliated
broker-dealer.  When  sold  through  EDI,  sales  commissions  will  be  paid by
Equitable to the agency which sells you this policy. We pay commissions from our
own  resources,  including the Premium Sales Charge  deducted from your premium.
Generally, during the first policy year, the agency will receive an amount equal
to a maximum of 50% of the  premiums  paid up to a certain  amount and 4% of the
premiums  paid in excess of that  amount.  For policy years two through ten, the
agency receives an amount up to a maximum of 4% of the  premiums  paid; and, for
years eleven and later,  the agency  receives an amount up to 3% of the premiums
paid.  Commissions  paid  to an  agency  based  upon  refunded  premiums  may be
recovered.

LEGAL PROCEEDINGS

We are not involved in any legal  proceedings that would be considered  material
with respect to a policyowner's interest in the Separate Account.

ACCOUNTING AND ACTUARIAL EXPERTS

The financial  statements of Separate Account FP and Equitable  included in this
prospectus  have been audited for the years ended  December  31, 1997,  1996 and
1995 by Price  Waterhouse  LLP,  as  stated  in  their  reports.  The  financial
statements  of  Separate  Account  FP and  Equitable  have been so  included  in
reliance on the reports of Price Waterhouse LLP, independent accountants,  given
on the authority of such firm as experts in accounting and auditing.

The financial  statements of Equitable  contained in this  prospectus  should be
considered only as bearing upon the ability of Equitable to meet its obligations
under the Survivorship  2000 policies.  They should not be considered as bearing
upon the  investment  experience  of the  Funds  of the  Separate  Account.  The
financial  statements  of  Separate  Account FP include  periods  when  Separate
Account  FP was  part of  Equitable  Variable,  a  wholly  owned  subsidiary  of
Equitable.  The assets of  Separate  Account FP were  assumed  by  Equitable  on
January 1, 1997 when Equitable Variable was merged into Equitable.

Actuarial  matters in this  prospectus  have been  examined  by Barbara  Fraser,
F.S.A.,  M.A.A.A., who is a Vice President and Actuary of Equitable. Her opinion
on  actuarial  matters is filed as an exhibit to the  Registration  Statement we
filed with the SEC.

ADDITIONAL INFORMATION

We have filed a Registration  Statement relating to the Separate Account and the
variable life insurance  policy  described in this  prospectus with the SEC. The
Registration  Statement,  which  is  required  by the  Securities  Act of  1933,
includes  additional  information  that is not required in this prospectus under
the  rules  and  regulations  of the  SEC.  If you  would  like  the  additional
information,  you may obtain it from the SEC's main office in  Washington,  D.C.
You will have to pay a fee for the material.

                                       28
<PAGE>

YEAR 2000 PROGRESS

Equitable  relies upon  various  computer  systems in order to  administer  your
policy and operate the  investment  portfolios.  Some of these systems belong to
service providers who are not affiliated with Equitable.

In 1995, Equitable began addressing the question of whether its computer systems
would recognize the year 2000 before,  on or after January 1, 2000 and Equitable
believes it has identified those of its systems critical to business  operations
that are not Year 2000 compliant.  By year end 1998,  Equitable expects that the
work of modifying  or replacing  non-compliant  systems  will  substantially  be
completed and expects a  comprehensive  test of its Year 2000 compliance will be
performed  in the first  half of 1999.  Equitable  is in the  process of seeking
assurances  from third party service  providers  that they are acting to address
the Year 2000 issue with the goal of avoiding  any  material  adverse  effect on
services  provided  to  policy  holders  and on  operations  of  the  investment
portfolios.  Any  significant  unresolved  difficulty  related  to the Year 2000
compliance  initiatives  could have a material  adverse effect on the ability to
administer  your policy and  operate the  investment  portfolios.  Assuming  the
timely completion of computer modifications by Equitable and third party service
providers,  there should be no material adverse effect on our ability to perform
these functions.

MANAGEMENT

Here is a list of our  directors  and,  to the extent they are  responsible  for
variable life insurance operations, our principal officers and a brief statement
of their business  experience for the past five years.  Unless  otherwise noted,
their address is 1290 Avenue of the Americas, New York, New York 10104.

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------------------
DIRECTORS
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Francoise Colloc'h                      Director  of  Equitable  since July 1992.  Senior  Executive  Vice  President,  Human
AXA-UAP                                 Resources and  Communications  of AXA-UAP  ("AXA-UAP"),  and various  positions  with
23, Avenue Matignon                     AXA-UAP affiliated companies. Director of the Holding Company.
75008 Paris, France
- ------------------------------------------------------------------------------------------------------------------------------------
Henri de Castries                       Director of Equitable  since  September  1993.  Director and Chairman of the Board of
AXA-UAP                                 the Holding  Company since April 1998.  Prior thereto,  Vice Chairman of the Board of
23, Avenue Matignon                     the Holding Company since February 1996.  Senior Executive Vice President,  Financial
75008 Paris, France                     Services  and Life  Insurance  Activities  of AXA-UAP  since 1996.  Also  Director or
                                        Officer of various  subsidiaries  and affiliates of the AXA-UAP Group (formerly known
                                        as the AXA Group).  Director of other  Equitable  affiliates.  Previously  held other
                                        officerships with the AXA Group.
- ------------------------------------------------------------------------------------------------------------------------------------
Joseph L. Dionne                        Director  of  Equitable  since  May  1982.   Chairman  and  Chief  Executive  of  The
The McGraw-Hill Companies               McGraw-Hill Companies. Director of the Holding Company.
1221 Avenue of the Americas
New York, NY 10020
- ------------------------------------------------------------------------------------------------------------------------------------
Denis Duverne                           Director  of  Equitable  since  February  1998.  Senior  Vice  President  of AXA-UAP.
AXA-UAP                                 Director  since  February 1996,  Alliance.  Director  since February 1997,  Donaldson
23, Avenue Matignon                     Lufkin & Jenrette ("DLJ").
75008 Paris, France
- ------------------------------------------------------------------------------------------------------------------------------------
William T. Esrey                        Director  of  Equitable  since July 1986.  Chairman  and Chief  Executive  Officer of
Sprint Corporation                      Sprint Corporation. Director of the Holding Company.
P.O. Box 11315
Kansas City, MO 64112
- ------------------------------------------------------------------------------------------------------------------------------------
Jean-Rene  Fourtou                      Director of Equitable since July 1992.  Chairman and Chief Executive  Officer of
25, Quai Paul Doumer                    Rhone-Poulenc S.A. Rhone-Poulenc S.A. Member of the Supervisory Board of AXA-UAP
92408 Courbevoie Cedex                  since January 1997.  Director of the Holding Company.
France
- ------------------------------------------------------------------------------------------------------------------------------------
Norman C. Francis                       Director of Equitable since March 1989. President of Xavier University of Louisiana.
Xavier University of Louisiana
7325 Palmetto Street
New Orleans, LA  70125
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                       29

<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------------------
DIRECTORS (continued)
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Donald J. Greene                        Director of  Equitable  since July 1991.  Partner,  LeBoeuf,  Lamb,  Greene & MacRae.
LeBouef, Lamb, Greene & MacRae          Director of the Holding Company.
125 West 55th Street
New York, NY  10019-4513
- ------------------------------------------------------------------------------------------------------------------------------------
John T. Hartley                         Director of Equitable  since August 1987.  Currently a Director and retired  Chairman
Harris Corporation                      and Chief Executive  Officer of Harris  Corporation  (retired July 1995);  previously
1025 NASA Boulevard                     held other officerships with Harris Corporation. Director of the Holding Company.
Melbourne, FL  32919
- ------------------------------------------------------------------------------------------------------------------------------------
John H.F. Haskell, Jr.                  Director of Equitable since July 1992.  Managing Director of SBC Warburg Dillon Read,
SBC Warburg Dillon Read, Inc.           Inc. and member of its Board of Directors. Director of the Holding Company.
535 Madison Avenue
New York, NY  10028
- ------------------------------------------------------------------------------------------------------------------------------------
Mary R. (Nina) Henderson                Director of Equitable since December 1996.  President of Bestfoods  Grocery (formerly
Bestfoods Grocery                       CPC Specialty Markets Group) of BESTFOODS  (formerly CPC  International,  Inc.) since
BESTFOODS                               1993.  Prior  thereto,  President of CPC Specialty  Products and Best Foods  Exports.
International Plaza                     Director of the Holding Company.
700 Sylvan Avenue
Englewood Cliffs, NJ 07632-9976
- ------------------------------------------------------------------------------------------------------------------------------------
W. Edwin Jarmain                        Director of  Equitable  since July 1992.  President  of Jarmain  Group Inc.;  also an
Jarmain Group Inc.                      Officer or Director of several  affiliated  companies.  Chairman  and Director of FCA
121 King Street West                    International  Ltd.  Director of various AXA affiliated  companies.  Previously  held
Suite 2525                              other officerships with FCA International. Director of the Holding Company.
Toronto, Ontario M5H 3T9
Canada
- ------------------------------------------------------------------------------------------------------------------------------------
G. Donald Johnston, Jr.                 Director of Equitable  since  January  1986.  Retired  Chairman  and Chief  Executive
184-400 Ocean Road                      Officer of JWT Group, Inc. and J. Walter Thompson Company.
John's Island
Vero Beach, FL  32963
- ------------------------------------------------------------------------------------------------------------------------------------
George T. Lowy                          Director of Equitable since July 1992. Partner, Cravath, Swaine & Moore.
Cravath, Swaine & Moore
825 Eighth Avenue
New York, NY  10019
- ------------------------------------------------------------------------------------------------------------------------------------
Didier Pineau-Valencienne               Director of Equitable since February 1996.  Chairman and Chief  Executive  Officer of
Schneider S.A.                          Schneider  S.A.  and  Chairman or Director of numerous  subsidiaries  and  affiliated
64/70, Avenue Jean-Baptiste Clement     companies of Schneider. Director of AXA-UAP and the Holding Company.
92646 Boulogne-Billancourt Cedex
France
- ------------------------------------------------------------------------------------------------------------------------------------
George J. Sella, Jr.                    Director of Equitable since May 1987.  Retired  Chairman and Chief Executive  Officer
P.O. Box 397                            of  American   Cyanamid   Company   (retired  April  1993);   previously  held  other
Newton, NJ  07860                       officerships with American Cyanamid. Director of the Holding Company.
- ------------------------------------------------------------------------------------------------------------------------------------
Dave H. Williams                        Director of  Equitable  since March 1991.  Chairman  and Chief  Executive  Officer of
Alliance Capital Management             Alliance and Chairman or Director of numerous  subsidiaries and affiliated  companies
Corporation                             of Alliance. Director of the Holding Company.
1345 Avenue of the Americas
New York, NY  10105
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                       30

<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------------------------
OFFICERS AND DIRECTORS
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Michael Hegarty                         Director of Equitable  since  January  1998.  President  since January 1998 and Chief
                                        Operating  Officer since  February 1998,  Equitable.  Vice Chairman since April 1998,
                                        Senior Executive Vice President  (January 1998 to April 1998), and Director and Chief
                                        Operating  Officer  (both since January  1998),  the Holding  Company.  Vice Chairman
                                        (from 1996 to 1997), Chase Manhattan  Corporation.  Vice Chairman (from 1995 to 1996)
                                        and Senior  Executive Vice President  (from 1991 to 1995),  Chemical Bank.  Executive
                                        Vice  President,  Chief  Operating  Officer and Director since March 1998,  Equitable
                                        Investment  Corporation ("EIC"), ACMC, Inc. ("ACMC") and Equitable Capital Management
                                        Corporation ("ECMC").
- ------------------------------------------------------------------------------------------------------------------------------------
Edward D. Miller                        Director of Equitable  since August 1997.  Chairman of the Board since  January 1998,
                                        Chief Executive  Officer since August 1997,  President (August 1997 to January 1998),
                                        Equitable.  Director,  President and Chief Executive Officer,  all since August 1997,
                                        the Holding Company.  Senior Vice Chairman,  Chase Manhattan  Corporation (March 1996
                                        to April 1997).  President  (January 1994 to March 1996) and Vice Chairman  (December
                                        1991 to January 1994),  Chemical Bank.  Director,  Alliance (since August 1997),  DLJ
                                        (since  November  1997),  ECMC  (since  March  1998)  and ACMC  (since  March  1998).
                                        Director, Chairman, President and Chief Executive Officer since March 1998, EIC.
- ------------------------------------------------------------------------------------------------------------------------------------
Stanley B. Tulin                        Director of Equitable  since February 1998. Vice Chairman of the Board since February
                                        1998 and  Chief  Financial  Officer  since  April  1996,  Equitable.  Executive  Vice
                                        President  since May 1996 and Chief  Financial  Officer  since May 1997,  the Holding
                                        Company.  Vice President since March 1997, EQAT. Director since July 1997,  Alliance.
                                        Director,  Executive  Vice President and Chief Financial Officer since June 1997, EIC.
                                        Director,  Chairman,  President and Chief  Executive  Officer since July 1997,  ACMC.
                                        Prior  thereto,  Chairman,  Insurance  Consulting and Actuarial  Practice,  Coopers &
                                        Lybrand, L.L.P.
- ------------------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS
- ------------------------------------------------------------------------------------------------------------------------------------
Leon B. Billis                          Executive  Vice  President  and Chief  Information  Officer  (since  February  1998),
                                        Equitable. Previously held other officerships with Equitable.
- ------------------------------------------------------------------------------------------------------------------------------------
Harvey Blitz                            Senior Vice  President and Deputy Chief  Financial  Officer,  Equitable.  Senior Vice
                                        President,  the Holding  Company.  Vice President and Chief  Financial  Officer since
                                        March 1997,  EQAT.  Chairman,  Frontier  Trust Company  ("Frontier").  Executive Vice
                                        President since November 1996 and Director, EQ Financial  Consultants,  Inc. ("EQF").
                                        Director  until May 1997,  Equitable  Distributors,  Inc.  ("EDI") and  Director  and
                                        Officer of various Equitable affiliates.  Previously held other officerships with
                                        Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
Kevin R. Byrne                          Senior Vice President and Treasurer,  Equitable and the Holding  Company.  Treasurer,
                                        EquiSource and Frontier.  Vice President and Treasurer,  Equitable Casualty Insurance
                                        Company  ("Casualty")  and  EQAT  (since March  1997).   Previously   held  other
                                        officerships   with  Equitable  and  its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
Judy A. Faucett                         Senior Vice  President and Actuary,  Equitable,  since  September  1996.  Partner and
                                        Senior Actuarial Consultant, Coopers & Lybrand L.L.P. (January 1989 to August 1996).
- ------------------------------------------------------------------------------------------------------------------------------------
Alvin H. Fenichel                       Senior Vice President and Controller,  Equitable and the Holding Company.  Previously
                                        held other officerships with Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
Paul J. Flora                           Senior Vice  President  and Auditor,  Equitable.  Vice  President  and  Auditor,  the
                                        Holding Company, since September 1994. Vice  President/Auditor,  National Westminster
                                        Bank (November 1984 to June 1993).
- ------------------------------------------------------------------------------------------------------------------------------------
Mark A. Hug                             Senior Vice President  since April 1997,  Equitable.  Prior thereto,  Vice President,
                                        Aetna.
- ------------------------------------------------------------------------------------------------------------------------------------
Robert E. Garber                        Executive  Vice  President and General  Counsel,  Equitable and the Holding  Company.
                                        Previously held other officerships with Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                       31

<PAGE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
NAME AND PRINCIPAL                      BUSINESS EXPERIENCE
BUSINESS ADDRESS                        WITHIN PAST FIVE YEARS
- ----------------                        ----------------------
- ------------------------------------------------------------------------------------------------------------------------------------
OTHER OFFICERS (continued)
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>
Jerome S. Golden                        Executive Vice President since November 1997,  Equitable.  Prior thereto,  President,
                                        Income  Management Group (May 1994 to November 1997),  Equitable.  Chairman and Chief
                                        Executive  Officer (February 1995 to December 1997), EDI. Owner (November 1993 to May
                                        1994), JG Resources.
- ------------------------------------------------------------------------------------------------------------------------------------
Donald R. Kaplan                        Vice  President  and Chief  Compliance  Officer,  Equitable.  Previously  held  other
                                        officerships with Equitable.
- ------------------------------------------------------------------------------------------------------------------------------------
Michael S. Martin                       Senior Vice  President,  and Chief Marketing  Officer since January 1997,  Equitable.
                                        Prior thereto,  Senior Vice  President.  Chairman and Chief Executive  Officer,  EQF.
                                        Vice  President,  EQAT  (since  March  1997) and HRT (until  March  1998).  Director,
                                        Equitable  Underwriting  and  Sales  Agency  (Bahamas),  Ltd.  (since  May  1996) and
                                        Colorado     (since    January    1995).  Previously held other  officerships with
                                        Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
Douglas Menkes                          Senior  Vice  President  and  Corporate  Actuary  since June 1997,  Equitable.  Prior
                                        thereto, Consulting Actuary, Milliman & Robertson, Inc.
- ------------------------------------------------------------------------------------------------------------------------------------
Peter D. Noris                          Executive  Vice President and Chief  Investment  Officer,  Equitable.  Executive Vice
                                        President  since May 1995 and Chief  Investment  Officer since July 1995, the Holding
                                        Company.  Trustee,  HRT, and Chairman,  President and Trustee since March 1997, EQAT.
                                        Director,  Alliance,  since July 1995. Executive Vice President,  EQF, since November
                                        1996.  Prior to May 1995,  Vice  President/Manager,  Insurance  Companies  Investment
                                        Strategies Group, Salomon Brothers, Inc.
- ------------------------------------------------------------------------------------------------------------------------------------
Anthony C. Pasquale                     Senior Vice President,  Equitable.  Director,  Chairman and Chief Operating  Officer,
                                        Casualty,    since    September    1997.  Previously held other  officerships with
                                        Equitable and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
Pauline Sherman                         Vice President,  Secretary and Associate  General Counsel,  Equitable and the Holding
                                        Company,   both  since  September  1995. Previously held other  officerships with Equitable.
- ------------------------------------------------------------------------------------------------------------------------------------
Richard V. Silver                       Senior Vice  President  since  February  1995 and Deputy  General  Counsel since June
                                        1996,    Equitable.    Director,    EQF. Previously held other  officerships with Equitable
                                        and its affiliates.
- ------------------------------------------------------------------------------------------------------------------------------------
Jose S. Suquet                          Senior Executive Vice President since August 1994, Chief  Distribution  Officer since
                                        December 1997 and Chief Agency  Officer  (August 1994 to December  1997),  Equitable.
                                        Prior thereto,  Agency Manager.  Executive Vice President since May 1996, the Holding
                                        Company. Vice President since March 1998, HRT.
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                       32

<PAGE>

PART 4:  ILLUSTRATIONS OF POLICY BENEFITS

To help clarify how the key  financial  elements of the policy work, a series of
tables  has been  prepared.  The  tables  show how the death  benefits  and Cash
Surrender  Values ("policy  benefits")  under a hypothetical  Survivorship  2000
policy  could vary over time if the Funds of our  Separate  Account had CONSTANT
hypothetical  gross  annual  investment  returns of 0%, 6% or 12% over the years
covered by each table.  Actual  policy  benefits will differ from those shown in
the tables if the annual investment  returns AVERAGE 0%, 6% or 12% over a period
of years but go above or below those figures in individual policy years.  Actual
policy benefits will also differ,  depending on your premium allocations to each
Fund,  if the overall  actual  rates of return  averaged 0%, 6% or 12%, but went
above or below those figures for the individual investment Funds. The tables are
for a  standard  risk  male  non-smoker,  age 55,  and a  standard  risk  female
non-smoker,  age 50.  Planned  premiums of $13,580 for an initial Face Amount of
$1,000,000 are assumed to be paid at the beginning of each policy year.

The tables  illustrate  cost of  insurance  and  expense  charges  (policy  cost
factors) at both the current  rates and at the maximum  rates  guaranteed in the
policy.  Beginning  in policy  year  twenty,  the  current  charges  reflect the
termination of the Premium Sales Charge, which is not guaranteed. See DEDUCTIONS
FROM YOUR  PREMIUMS in Part 2 of this  prospectus.  The tables also assume daily
charges  against the Separate  Account  Funds of .90% for  mortality and expense
risks, .56% for investment  management (the average of the advisory fees payable
with  respect to each HRT and EQAT  portfolio,  based on average  net assets for
1997, and for funds shich commenced  operations on December 31, 1997,  estimated
average net assets for 1998), and .32% for other Trust expenses.  The assumption
for other Trust  expenses  equals the weighted  average of other expenses of the
HRT and EQAT portfolios  (including  12b-1 fees) based on average net assets for
1997, and for funds which commenced  operations on December 31, 1997,  estimated
average  net assets for 1998.  The effect of these  adjustments  is that on a 0%
gross rate of return the net rate of return  would be -1.78%,  on 6% it would be
4.12%  and on  12% it  would  be  10.01%.  Remember,  however,  that  investment
management  fees and other Trust  expenses vary by portfolio.  See HRT'S MANAGER
AND INVESTMENT ADVISER,  EQAT'S MANAGER and EQAT'S INVESTMENT ADVISERS in Part 1
of this prospectus.

The tables assume first year monthly  administrative charges of $0.07 per $1,000
of Face Amount and $6 per month, and a charge for taxes of 2% of premiums. There
are tables for both death benefit  Option A and death benefit  Option B and each
option is  illustrated  using current and  guaranteed  policy cost factors.  The
current tables assume that the monthly administrative charge remains constant at
$6 after the first policy year. The  guaranteed  tables assume that this monthly
charge is $8. The tables  reflect the fact that no charge is currently  made for
Federal taxes. If a charge is made for those taxes in the future, it will take a
higher rate of return to produce after-tax returns of 0%, 6% or 12%.

The  second  column of each  table  shows the  effect of an amount  equal to the
premiums  invested to earn interest,  without regard to taxes,  of 5% compounded
annually.  These columns show that if a policy is  surrendered in its very early
years,  the Cash Surrender  Value will be low in comparison to the amount of the
premiums  accumulated with interest.  Thus, the cost of owning your policy for a
relatively short time will be high.

The internal rate of return on Cash Surrender Value is equivalent to an interest
rate  (without  regard to taxes)  at which an  amount  equal to the  illustrated
premiums  could  have been  invested  outside  the  Policy to arrive at the Cash
Surrender Value of the Policy.  The internal rate of return on the death benefit
is equivalent  to an interest rate (without  regard to taxes) at which an amount
equal to the illustrated premiums could have been invested outside the Policy to
arrive  at the death  benefit  of the  Policy.  The  internal  rate of return is
compounded annually, and the premiums are assumed to be paid at the beginning of
each policy year.

INDIVIDUAL  ILLUSTRATIONS.  On request,  we will  furnish you with a  comparable
illustration based on the age and sex of the proposed insured persons,  standard
risk  assumptions and an initial Face Amount and planned premium of your choice.
If you  purchase  a policy,  we will,  on  request,  deliver  an  individualized
illustration  reflecting  the  planned  premium  you have chosen and the insured
persons' actual risk classes.  Upon request after issuance, we will also provide
a comparable  illustration  reflecting your actual Net Cash Surrender  Value. If
you request  illustrations  more than once in any policy year, we may charge for
the illustration.

                                       33
<PAGE>

<TABLE>
<CAPTION>
                                                          SURVIVORSHIP 2000
                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION A
                                                      ASSUMING CURRENT CHARGES
- ------------------------------------------------------------------------------------------------------------------------------------
                                    DEATH BENEFIT(2)                 CASH SURRENDER VALUE(2)
                              ASSUMING HYPOTHETICAL GROSS         ASSUMING HYPOTHETICAL GROSS
    END OF                    ANNUAL INVESTMENT RETURN OF         ANNUAL INVESTMENT RETURN OF
    POLICY  ACCUMULATED   ----------------------------------      -------------------------------- 
     YEAR    PREMIUMS(1)      0%           6%         12%           0%           6%          12%
    ------  -----------   ----------------------------------      -------------------------------- 
      <S>    <C>          <C>         <C>         <C>             <C>         <C>       <C>       
       1     $ 14,259     $1,000,000  $1,000,000  $1,000,000      $  8,027    $  8,538  $    9,049 
       2       29,231      1,000,000   1,000,000   1,000,000        19,694      21,415      23,197 
       3       44,951      1,000,000   1,000,000   1,000,000        31,093      34,760      38,697 
       4       61,458      1,000,000   1,000,000   1,000,000        42,215      48,578      55,671 
       5       78,790      1,000,000   1,000,000   1,000,000        53,059      62,884      74,264 

       6       96,988      1,000,000   1,000,000   1,000,000        63,639      77,707      94,645 
       7      116,097      1,000,000   1,000,000   1,000,000        73,932      93,042     116,971 
       8      136,161      1,000,000   1,000,000   1,000,000        83,926     108,896     141,423 
       9      157,228      1,000,000   1,000,000   1,000,000        93,611     125,274     168,204 
      10      179,348      1,000,000   1,000,000   1,000,000       102,977     142,186     197,541 

      15      307,689      1,000,000   1,000,000   1,118,744       144,162     234,692     391,854 

      20      471,487      1,000,000   1,000,000   1,665,831       174,668     341,661     693,807 

      25      680,541      1,000,000   1,000,000   2,342,637       191,275     466,993   1,154,008 
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
               INTERNAL RATE OF RETURN            INTERNAL RATE OF RETURN
              ON CASH SURRENDER VALUES               ON DEATH BENEFIT
             ASSUMING HYPOTHETICAL GROSS       ASSUMING HYPOTHETICAL GROSS
    END OF    ANNUAL RATE OF RETURN OF           ANNUAL RATE OF RETURN OF
    POLICY   ---------------------------       ------------------------------
     YEAR      0%         6%        12%           0%          6%         12%
    ------   ---------------------------       ------------------------------
      <S>    <C>      <C>       <C>            <C>        <C>        <C>
       1     -40.89%  -37.13%   -33.37%        7,263.76%  7,263.76%  7,263.76% 
       2     -19.61   -14.84    -10.07           709.58     709.58     709.58  
       3     -12.92    -7.73     -2.55           281.01     281.01     281.01  
       4      -9.83    -4.42      0.99           161.03     161.03     161.03  
       5      -8.11    -2.55      3.00           108.39     108.39     108.39  
                                                                               
       6      -7.02    -1.35      4.30            79.68      79.68      79.68  
       7      -6.29    -0.54      5.19            61.90      61.90      61.90  
       8      -5.77     0.05      5.84            49.92      49.92      49.92  
       9      -5.39     0.49      6.33            41.37      41.37      41.37  
      10      -5.10     0.83      6.71            34.99      34.99      34.99  
                                                                               
      15      -4.46     1.75      7.81            18.25      18.25      19.48  
                                                                               
      20      -4.43     2.14      8.28            11.26      11.26      15.32  
                                                                               
      25      -4.77     2.37      8.47             7.55       7.55      12.88  
- ------------------------
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
- ------------------------------------------------------------------------------------------------------------------------------------

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR
FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.
</TABLE>

                                       34

<PAGE>

<TABLE>
<CAPTION>
                                                          SURVIVORSHIP 2000
                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION A
                                                     ASSUMING GUARANTEED CHARGES
- ------------------------------------------------------------------------------------------------------------------------------------
                                    DEATH BENEFIT(2)                  CASH SURRENDER VALUE(2)
                              ASSUMING HYPOTHETICAL GROSS          ASSUMING HYPOTHETICAL GROSS
    END OF                    ANNUAL INVESTMENT RETURN OF          ANNUAL INVESTMENT RETURN OF
    POLICY  ACCUMULATED   ----------------------------------      --------------------------------
     YEAR    PREMIUMS(1)      0%           6%         12%             0%          6%          12%
    ------  -----------   ----------------------------------      --------------------------------
      <S>    <C>          <C>         <C>         <C>             <C>         <C>        <C>    
       1     $ 14,259     $1,000,000  $1,000,000  $1,000,000      $  8,016    $  8,526   $  9,037 
       2       29,231      1,000,000   1,000,000   1,000,000        19,626      21,344     23,123 
       3       44,951      1,000,000   1,000,000   1,000,000        30,939      34,596     38,523 
       4       61,458      1,000,000   1,000,000   1,000,000        41,941      48,282     55,351 
       5       78,790      1,000,000   1,000,000   1,000,000        52,615      62,397     73,728 
                                                                                                 
       6       96,988      1,000,000   1,000,000   1,000,000        62,940      76,932     93,784 
       7      116,097      1,000,000   1,000,000   1,000,000        72,893      91,877    115,662 
       8      136,161      1,000,000   1,000,000   1,000,000        82,446     107,218    139,519 
       9      157,228      1,000,000   1,000,000   1,000,000        91,570     122,939    165,527 
      10      179,348      1,000,000   1,000,000   1,000,000       100,226     139,013    193,872 
                                                                                                 
      15      307,689      1,000,000   1,000,000   1,080,017       134,355     223,126    378,290 
                                                                                                 
      20      471,487      1,000,000   1,000,000   1,550,945       143,121     305,526    645,958 
                                                                                                 
      25      680,541      1,000,000   1,000,000   2,025,648       100,840     367,515    997,856 
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
               INTERNAL RATE OF RETURN            INTERNAL RATE OF RETURN
              ON CASH SURRENDER VALUES               ON DEATH BENEFIT
             ASSUMING HYPOTHETICAL GROSS       ASSUMING HYPOTHETICAL GROSS
    END OF    ANNUAL RATE OF RETURN OF         ANNUAL INVESTMENT OF RETURN OF
    POLICY   ---------------------------       ------------------------------
     YEAR      0%         6%        12%           0%          6%         12%
    ------   ---------------------------       ------------------------------
      <S>    <C>      <C>        <C>           <C>        <C>        <C>
       1     -40.97%  -37.21%    -33.45%       7,263.76%  7,263.76%  7,263.76% 
       2     -19.80   -15.03     -10.26          709.58     709.58     709.58  
       3     -13.14    -7.95      -2.77          281.01     281.01     281.01  
       4     -10.08    -4.66       0.75          161.03     161.03     161.03  
       5      -8.38    -2.80       2.76          108.39     108.39     108.39  
                                                                               
       6      -7.33    -1.64       4.03           79.68      79.68      79.68  
       7      -6.64    -0.85       4.91           61.90      61.90      61.90  
       8      -6.17    -0.29       5.54           49.92      49.92      49.92  
       9      -5.84     0.12       6.01           41.37      41.37      41.37  
      10      -5.61     0.42       6.38           34.99      34.99      34.99  
                                                                               
      15      -5.41     1.13       7.41           18.25      18.25      19.09  
                                                                               
      20      -6.60     1.11       7.68           11.26      11.26      14.76  
                                                                               
      25     -11.35     0.60       7.54            7.55       7.55      11.99  
- ------------------------
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
- ------------------------------------------------------------------------------------------------------------------------------------

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR
FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.
</TABLE>

                                       35

<PAGE>

<TABLE>
<CAPTION>
                                                          SURVIVORSHIP 2000
                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION B
                                                      ASSUMING CURRENT CHARGES
- ------------------------------------------------------------------------------------------------------------------------------------
                                    DEATH BENEFIT(2)                 CASH SURRENDER VALUE(2)
                              ASSUMING HYPOTHETICAL GROSS         ASSUMING HYPOTHETICAL GROSS
    END OF                    ANNUAL INVESTMENT RETURN OF         ANNUAL INVESTMENT RETURN OF
    POLICY  ACCUMULATED   ----------------------------------      --------------------------------
     YEAR    PREMIUMS(1)      0%           6%         12%           0%           6%          12%
    ------  -----------   ----------------------------------      --------------------------------
      <S>    <C>          <C>         <C>         <C>             <C>         <C>       <C>
       1     $ 14,259     $1,008,027  $1,008,537  $1,009,049      $  8,027    $  8,537  $    9,049 
       2       29,231      1,019,692   1,021,413   1,023,195        19,692      21,413      23,195 
       3       44,951      1,031,087   1,034,753   1,038,689        31,087      34,753      38,689 
       4       61,458      1,042,200   1,048,560   1,055,651        42,200      48,560      55,651 
       5       78,790      1,053,028   1,062,847   1,074,218        53,028      62,847      74,218 
                                                                                                   
       6       96,988      1,063,583   1,077,637   1,094,558        63,583      77,637      94,558 
       7      116,097      1,073,840   1,092,923   1,116,816        73,840      92,923     116,816 
       8      136,161      1,083,783   1,108,702   1,141,164        83,783     108,702     141,164 
       9      157,228      1,093,396   1,124,973   1,167,785        93,396     124,973     167,785 
      10      179,348      1,102,665   1,141,736   1,196,889       102,665     141,736     196,889 
                                                                                                   
      15      307,689      1,142,742   1,232,229   1,387,708       142,742     232,229     387,708 
                                                                                                   
      20      471,487      1,170,419   1,332,724   1,683,535       170,419     332,724     683,535 
                                                                                                   
      25      680,541      1,180,054   1,438,092   2,309,657       180,054     438,092   1,137,762 
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
               INTERNAL RATE OF RETURN            INTERNAL RATE OF RETURN
              ON CASH SURRENDER VALUES               ON DEATH BENEFIT
             ASSUMING HYPOTHETICAL GROSS       ASSUMING HYPOTHETICAL GROSS
    END OF    ANNUAL RATE OF RETURN OF           ANNUAL RATE OF RETURN OF
    POLICY   ---------------------------       ------------------------------
     YEAR      0%         6%        12%           0%          6%         12%
    ------   ---------------------------       ------------------------------
      <S>    <C>      <C>        <C>           <C>        <C>        <C>
       1     -40.89%  -37.13%    -33.37%       7,322.88%  7,326.64%  7,330.40% 
       2     -19.61   -14.84     -10.07          717.97     718.70     719.46  
       3     -12.93    -7.74      -2.56          285.35     285.86     286.40  
       4      -9.85    -4.43       0.97          164.16     164.62     165.14  
       5      -8.13    -2.57       2.98          110.96     111.43     111.96  
                                                                               
       6      -7.05    -1.38       4.27           81.94      82.42      83.00  
       7      -6.32    -0.57       5.15           63.95      64.46      65.09  
       8      -5.81     0.01       5.80           51.83      52.38      53.07  
       9      -5.43     0.45       6.28           43.17      43.75      44.51  
      10      -5.16     0.78       6.66           36.71      37.33      38.16  
                                                                               
      15      -4.59     1.62       7.69           19.71      20.53      21.82  
                                                                               
      20      -4.69     1.90       8.15           12.53      13.56      15.40  
                                                                               
      25      -5.32     1.91       8.38            8.61       9.87      12.80  
- ------------------------
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
- ------------------------------------------------------------------------------------------------------------------------------------

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR
FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.
</TABLE>

                                       36
<PAGE>

<TABLE>
<CAPTION>
                                                          SURVIVORSHIP 2000
                                      THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                                     FLEXIBLE PREMIUM JOINT SURVIVORSHIP VARIABLE LIFE INSURANCE
PLANNED PREMIUM $13,580                                                                               INITIAL FACE AMOUNT $1,000,000
                                                      MALE AGE 55/FEMALE AGE 50
                                                             NON-SMOKER                                       DEATH BENEFIT OPTION B
                                                     ASSUMING GUARANTEED CHARGES
- ------------------------------------------------------------------------------------------------------------------------------------
                                    DEATH BENEFIT(2)                  CASH SURRENDER VALUE(2)
                              ASSUMING HYPOTHETICAL GROSS          ASSUMING HYPOTHETICAL GROSS
    END OF                    ANNUAL INVESTMENT RETURN OF          ANNUAL INVESTMENT RETURN OF
    POLICY  ACCUMULATED   -----------------------------------     --------------------------------
     YEAR    PREMIUMS(1)      0%           6%         12%             0%          6%          12%
    ------  -----------   -----------------------------------     --------------------------------
      <S>   <C>           <C>          <C>         <C>             <C>         <C>        <C>    
       1    $ 14,259      $1,008,016   $1,008,526  $1,009,037      $  8,016    $  8,526   $  9,037
       2      29,231       1,019,623    1,021,341   1,023,120        19,623      21,341     23,120
       3      44,951       1,030,930    1,034,586   1,038,512        30,930      34,586     38,512
       4      61,458       1,041,919    1,048,256   1,055,321        41,919      48,256     55,321
       5      78,790       1,052,569    1,062,340   1,073,660        52,569      62,340     73,660
                                                                                                     
       6      96,988       1,062,854    1,076,823   1,093,648        62,854      76,823     93,648
       7     116,097       1,072,745    1,091,685   1,115,413        72,745      91,685    115,413
       8     136,161       1,082,208    1,106,898   1,139,089        82,208     106,898    139,089
       9     157,228       1,091,205    1,122,430   1,164,819        91,205     122,430    164,819
      10     179,348       1,099,688    1,138,235   1,192,747        99,688     138,235    192,747
                                                                                             
      15     307,689       1,131,734    1,218,550   1,370,385       131,734     218,550    370,385
                                                                                             
      20     471,487       1,134,270    1,286,326   1,621,920       134,270     286,326    621,920
                                                                                             
      25     680,541       1,079,498    1,304,104   1,952,966        79,498     304,104    952,966
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
               INTERNAL RATE OF RETURN            INTERNAL RATE OF RETURN
              ON CASH SURRENDER VALUES               ON DEATH BENEFIT
             ASSUMING HYPOTHETICAL GROSS       ASSUMING HYPOTHETICAL GROSS
    END OF    ANNUAL RATE OF RETURN OF           ANNUAL RATE OF RETURN OF
    POLICY   ---------------------------       ------------------------------
     YEAR      0%         6%        12%           0%          6%         12%
    ------   ---------------------------       ------------------------------
      <S>    <C>       <C>       <C>           <C>        <C>        <C>
       1     -40.97%   -37.22%   -33.45%       7,322.80%  7,326.55%  7,330.32% 
       2     -19.81    -15.04    -10.27          717.94     718.67     719.43  
       3     -13.16     -7.97     -2.79          285.33     285.84     286.38  
       4     -10.10     -4.68      0.73          164.14     164.60     165.11  
       5      -8.41     -2.83      2.73          110.94     111.40     111.93  
                                                                               
       6      -7.37     -1.68      3.99           81.92      82.40      82.97  
       7      -6.69     -0.90      4.85           63.92      64.43      65.05  
       8      -6.23     -0.36      5.47           51.80      52.34      53.02  
       9      -5.92      0.03      5.93           43.13      43.71      44.46  
      10      -5.71      0.32      6.28           36.66      37.27      38.10  
                                                                               
      15      -5.68      0.87      7.17           19.60      20.41      21.68  
                                                                               
      20      -7.33      0.50      7.36           12.28      13.28      15.11  
                                                                               
      25     -14.33     -0.86      7.24            8.04       9.25      11.77  
- ------------------------
(1) Assumes net interest of 5% compounded annually.
(2) Assumes no policy loan has been made.
- ------------------------------------------------------------------------------------------------------------------------------------

THE VALUES WILL DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.

IT IS EMPHASIZED THAT THE HYPOTHETICAL INVESTMENT RESULTS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF PAST OR
FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS THAN THOSE SHOWN.
</TABLE>

                                       37

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+


INDEX TO FINANCIAL STATEMENTS

Report of Independent Accountants...................................      FSA-2
Financial Statements:
      Statements of Assets and Liabilities, December 31, 1997.......      FSA-3
      Statements of Operations for the Years Ended 
        December 31, 1997, 1996 and 1995............................      FSA-5
      Statements of Changes in Net Assets for the Years Ended 
        December 31, 1997, 1996 and 1995............................     FSA-11
      Notes to Financial Statements.................................     FSA-17


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>

<S>                                                                                                                        <C>
Report of Independent Accountants..................................................................................        F-1
Consolidated Financial Statements:
      Consolidated Balance Sheets, December 31, 1997 and 1996.........................................................     F-2
      Consolidated Statements of Earnings, Years Ended December 31, 1997, 1996 and 1995...............................     F-3
      Consolidated Statements of Shareholder's Equity, Years Ended December 31, 1997,
        1996 and 1995.................................................................................................     F-4
      Consolidated Statements of Cash Flows, Years Ended December 31, 1997, 1996 and 1995.............................     F-5
      Notes to Consolidated Financial Statements......................................................................     F-6
</TABLE>




+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-1
<PAGE>

                        REPORT OF INDEPENDENT ACCOUNTANTS

To the Board of Directors of
The Equitable Life Assurance Society of the United States
and Policyowners of Separate Account FP
of The Equitable Life Assurance Society of the United States

In our opinion, the accompanying statements of assets and liabilities and the
related statements of operations and of changes in net assets present fairly, in
all material respects, the financial position of the Alliance Money Market Fund,
Alliance Intermediate Government Securities Fund, Alliance Quality Bond Fund,
Alliance High Yield Fund, T. Rowe Price Equity Income Fund, EQ/Putnam Growth and
Income Value Fund, Alliance Growth & Income Fund, Alliance Equity Index Fund,
Merrill Lynch Basic Value Equity Fund, Alliance Common Stock Fund, MFS Research
Fund, Alliance Global Fund, Alliance International Fund, T. Rowe Price
International Stock Fund, Morgan Stanley Emerging Markets Equity Fund, Alliance
Aggressive Stock Fund, Warburg Pincus (SM)all Company Value Fund, Alliance Small
Cap Growth Fund, MFS Emerging Growth Companies Fund, Alliance Conservative
Investors Fund, EQ/Putnam Balanced Fund, Alliance Growth Investors Fund,
Alliance Balanced Fund, and Merrill Lynch World Strategy Fund, separate
investment funds of The Equitable Life Assurance Society of the United States
("Equitable Life") Separate Account FP (formerly Equitable Variable Life
Insurance Company Separate Account FP) at December 31, 1997 and the results of
each of their operations and changes in each of their net assets for the periods
indicated, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of Equitable Life's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of shares owned in The
Hudson River Trust and in The EQ Advisors Trust at December 31, 1997 with the
transfer agent, provide a reasonable basis for the opinion expressed above. The
rates of return information presented in Note 6 for the year ended December 31,
1992, and for each of the periods indicated prior thereto, were audited by other
independent accountants whose report dated February 16, 1993 expressed an
unqualified opinion on the financial statements containing such information.





/s/ Price Waterhouse LLP
- ----------------------------
    Price Waterhouse  LLP
    New York, New York
    February 10, 1998

                                     FSA-2

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 1997

<TABLE>
<CAPTION>
                                                       FIXED INCOME SERIES:                                EQUITY SERIES
                              -----------------------------------------------------------------   ------------------------------

                                                   ALLIANCE                                          T. ROWE
                                  ALLIANCE       INTERMEDIATE      ALLIANCE         ALLIANCE          Price         EQ/Putnam
                                    MONEY         GOVERNMENT        QUALITY           HIGH            Equity         Growth &
                                   MARKET         SECURITIES         BOND             YIELD           Income         Income
                                    FUND             FUND            FUND             FUND             Fund         Value Fund
                              ---------------  -------------  ----------------  ---------------   --------------  --------------
<S>                              <C>             <C>             <C>             <C>                 <C>             <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $  184,556,028.......  $185,360,377
              58,134,976.......                  $59,003,029
             153,361,136.......                                  $155,756,854
             154,768,802.......                                                  $163,391,638
              17,983,654.......                                                                      $19,057,202
               6,789,522.......                                                                                      $7,059,083
              75,515,846.......
             177,456,804.......
               6,893,358.......
           1,636,078,781.......
               9,515,046.......
             385,210,185.......
Receivable for Trust shares
   sold........................            --             --               --               --                --             --
Receivable for policy-
   related transactions........     5,055,238             --            8,175          434,562            75,365         21,535

Total Assets...................   190,415,615     59,003,029      155,765,029      163,826,200        19,132,567      7,080,618

LIABILITIES
Payable for Trust shares
   purchased...................     4,662,684         42,271            2,592          485,203            75,639         21,550
Payable for policy-
   related transactions........            --        252,530               --               --                --             --
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................       673,129        590,435          621,951          962,628         1,593,864      1,394,706

Total Liabilities..............     5,335,813        885,236          624,543        1,447,831         1,669,503      1,416,256

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............  $185,079,802    $58,117,793     $155,140,486     $162,378,369       $17,463,064     $5,664,362
                                 ============    ===========     ============     ============       ===========     ==========


                                                          EQUITY SERIES (CONTINUED):
                              ----------------------------------------------------------------------------------------------

                                                                  MERRILL
                                ALLIANCE        ALLIANCE       LYNCH BASIC      ALLIANCE
                                GROWTH &         EQUITY           VALUE          COMMON            MFS           ALLIANCE
                                INCOME            INDEX           EQUITY         STOCK          RESEARCH         GLOBAL
                                  FUND            FUND             FUND           FUND            FUND            FUND
                              -------------  ---------------  -------------- --------------   -------------  ---------------
<S>                              <C>            <C>              <C>             <C>               <C>            <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $  184,556,028.......
              58,134,976.......
             153,361,136.......
             154,768,802.......
              17,983,654.......
               6,789,522.......
              75,515,846.......   $88,537,449
             177,456,804.......                  $240,512,230
               6,893,358.......                                   $7,028,361
           1,636,078,781.......                                                   $2,203,309,790
               9,515,046.......                                                                     $9,764,428
             385,210,185.......                                                                                    $431,323,374
Receivable for Trust shares
   sold........................           --               --             --                 --             --               --
Receivable for policy-
   related transactions........      298,194          507,189          6,797         13,645,121          5,623          317,454

Total Assets...................   88,835,643      241,019,419      7,035,158      2,216,954,911      9,770,051      431,640,828

LIABILITIES
Payable for Trust shares
   purchased...................      302,975          559,374          6,704         14,239,272         17,192           39,330
Payable for policy-
   related transactions........           --               --             --                 --             --               --
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................      685,873          527,959      1,407,017          1,870,999      2,324,830          851,192

Total Liabilities..............      988,848        1,087,333      1,413,721         16,110,271      2,342,022          890,522

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............  $87,846,795     $239,932,086     $5,621,437     $2,200,844,640     $7,428,029     $430,750,306
                                 ===========     ============     ==========     ==============     ==========     ============
</TABLE>


See Notes to Financial Statements...
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
 FP.

                                     FSA-3
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF ASSETS AND LIABILITIES (CONCLUDED)
DECEMBER 31, 1997
<TABLE>
<CAPTION>
                                                                            EQUITY SERIES (CONTINUED):
                                 -------------------------------------------------------------------------------------------------

                                                                     MORGAN
                                                                    STANLEY                           WARBURG
                                                     T. ROWE        EMERGING        ALLIANCE          PINCUS          ALLIANCE
                                    ALLIANCE          PRICE         MARKETS        AGGRESSIVE          SMALL          SMALL CAP
                                 INTERNATIONAL    INTERNATIONAL      EQUITY          STOCK            COMPANY          GROWTH
                                      FUND         STOCK FUND         FUND            FUND           VALUE FUND         FUND
                                 ---------------  --------------  -------------  ----------------  --------------  ---------------
<S>                                   <C>             <C>             <C>             <C>              <C>              <C>
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
   Cost:  $   48,890,465............  $46,096,631
              18,857,986............                  $18,037,268
               6,828,909............                                 $5,749,521
             925,922,491............                                                  $958,618,111
              25,268,810............                                                                   $25,040,101
              23,177,804............                                                                                    $23,949,616
              12,690,330............
             166,060,131............
               3,688,652............
             708,290,860............
             371,159,172............
               3,717,560............
Receivable for Trust shares
   sold.............................           --         178,837          5,207        10,800,745              --        4,071,394
Receivable for policy-
   related transactions.............       50,805              --             --                --         119,558               --

Total Assets........................   46,147,436      18,216,105      5,754,728       969,418,856      25,159,659       28,021,010

LIABILITIES
Payable for Trust shares
   purchased........................       15,821              --             --                --         133,511               --
Payable for policy-
   related transactions.............           --         177,631         33,971        11,111,927              --        4,123,081
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4)......................      281,133       3,946,795      3,193,381         1,266,499         725,974        1,532,066

Total Liabilities...................      296,954       4,124,426      3,227,352        12,378,426         859,485        5,655,147

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS..................  $45,850,482     $14,091,679     $2,527,376      $957,040,430     $24,300,174      $22,365,863
                                      ===========     ===========     ==========      ============     ===========      ===========

<CAPTION>
                                    EQUITY
                                    SERIES
                                  (CONTINUED):                              ASSET ALLOCATION SERIES:
                                 --------------   ----------------------------------------------------------------------------------


                                                                                                                         MERRILL
                                  MFS EMERGING       ALLIANCE           EQ/           ALLIANCE                            LYNCH
                                    GROWTH         CONSERVATIVE        PUTNAM          GROWTH           ALLIANCE          WORLD
                                   COMPANIES         INVESTORS        BALANCED        INVESTORS         BALANCED        STRATEGY
                                     FUND              FUND             FUND            FUND              FUND             FUND
                                 --------------   ----------------  -------------  ----------------  ---------------  --------------
ASSETS
Investments in shares of
   the Trusts -- at market
   value (Notes 2 and 6)
<S>                                <C>               <C>              <C>              <C>             <C>               <C>
   Cost:  $   48,890,465.......
              18,857,986.......
               6,828,909.......
             925,922,491.......
              25,268,810.......
              23,177,804.......
              12,690,330.......    $12,861,650
             166,060,131.......                      $182,288,276
               3,688,652.......                                       $3,958,884
             708,290,860.......                                                       $823,347,501
             371,159,172.......                                                                        $432,037,458
               3,717,560.......                                                                                          $3,679,634
Receivable for Trust shares
   sold........................             --                 --             --                --               --          55,547
Receivable for policy-
   related transactions........         27,498             73,209         11,388           110,150               --              --

Total Assets...................     12,889,148        182,361,485      3,970,272       823,457,651      432,037,458       3,735,181

LIABILITIES
Payable for Trust shares
   purchased...................         59,447             17,478         11,906           157,733           23,444              --
Payable for policy-
   related transactions........             --                 --             --                --          112,068          55,536
Amount retained by
   Equitable Life
   in Separate Account
   FP (Note 4).................      2,454,147            684,710      2,290,579           636,188          742,210       2,094,918

Total Liabilities..............      2,513,594            702,188      2,302,485           793,921          877,722       2,150,454

NET ASSETS ATTRIBUTABLE
   TO POLICYOWNERS.............    $10,375,554       $181,659,297     $1,667,787      $822,663,730     $431,159,736      $1,584,727
                                   ===========       ============     ==========      ============     ============      ==========
</TABLE>

See Notes to Financial Statements...
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-4


<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS
FOR  THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                                         FIXED INCOME SERIES:
                                                         ---------------------------------------------------------------------------
                                                                    ALLIANCE MONEY                  ALLIANCE INTERMEDIATE GOVERNMENT
                                                                      MARKET FUND                          SECURITIES FUND
                                                         ------------------------------------   ------------------------------------

                                                           1997          1996         1995         1997         1996         1995
                                                         ----------   ----------   ----------   ----------   ----------   ----------

INCOME AND EXPENSES:
<S>                                                     <C>          <C>          <C>          <C>          <C>          <C>
 Investment Income (Note 2):
  Dividends from the Trusts...........................  $9,754,675   $9,126,793   $9,225,401   $2,914,613   $2,367,498   $2,010,283

  Expenses (Note 3):
  Mortality and expense risk charges..................   1,101,168    1,025,149      954,556      282,422      245,038      197,721
                                                        ----------   ----------   ----------   ----------   ----------   ----------

NET INVESTMENT INCOME.................................   8,653,507    8,101,644    8,270,845    2,632,191    2,122,460    1,812,562
                                                        ----------   ----------   ----------   ----------   ----------   ----------

REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS (Note 2):
  Realized gain (loss) on investments.................    (513,800)   (110,954)     (432,347)     (95,509)    (490,315)    (810,768)
  Realized gain distribution from
    the Trusts........................................      13,435           --           --           --           --           --
                                                        ----------   ----------   ----------   ----------   ----------   ----------

NET REALIZED GAIN (LOSS)..............................    (500,365)    (110,954)    (432,347)     (95,509)    (490,315)    (810,768)

 Unrealized appreciation /(depreciation) on investments:
  Beginning of period.................................      24,023       89,976       32,760     (141,479)     145,522   (2,736,863)
  End of period.......................................     804,349       24,023       89,976      868,053     (141,479)     145,522
                                                        ----------   ----------   ----------   ----------   ----------   ----------

 Change in unrealized appreciation / (depreciation)
  during the period...................................     780,326      (65,953)      57,216    1,009,532     (287,001)   2,882,385
                                                        ----------   ----------   ----------   ----------   ----------   ----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS.......................................
                                                           279,961     (176,907)    (375,131)     914,023     (777,316)   2,071,617
                                                        ==========   ==========   ==========   ==========   ==========   ==========
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS....................................  $8,933,468   $7,924,737   $7,895,714   $3,546,214   $1,345,144   $3,884,179
                                                        ==========   ==========   ==========   ==========   ==========   ==========

<CAPTION>

                                                               FIXED INCOME SERIES (CONTINUED):
                                                           ---------------------------------------
                                                                     ALLIANCE QUALITY
                                                                         BOND FUND
                                                           -------------------------------------

                                                               1997         1996          1995
                                                           ----------   ----------   -----------

INCOME AND EXPENSES:
<S>                                                        <C>           <C>          <C>
 Investment Income (Note 2):
   Dividends from the Trusts.............................  $ 8,869,740   $8,972,983   $ 7,958,285

   Expenses (Note 3):
   Mortality and expense risk charges....................      845,069      869,312       767,627
                                                           -----------   ----------   -----------

NET INVESTMENT INCOME....................................    8,024,671    8,103,671     7,190,658
                                                           -----------   ----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS (Note 2):
  Realized gain (loss) on investments....................    (504,580)   (1,130,915)     (632,666)
  Realized gain distribution from
    the Trusts...........................................          --            --            --
                                                          -----------    ----------   -----------

NET REALIZED GAIN (LOSS).................................    (504,580)   (1,130,915)     (632,666)

 Unrealized appreciation / (depreciation) on investments:
  Beginning of period....................................  (1,961,822)   (2,105,676)  (15,521,200)
  End of period..........................................   2,395,718    (1,961,822)   (2,105,676)
                                                          -----------    ----------   -----------

 Change in unrealized appreciation / (depreciation)
  during the period......................................   4,357,540       143,854    13,415,524
                                                          -----------    ----------   -----------
NET REALIZED AND UNREALIZED GAIN (LOSS)
 ON INVESTMENTS..........................................   3,852,960      (987,061)   12,782,858
                                                          ===========    ==========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS......................................  $11,877,631    $7,116,610   $19,973,516
                                                          ===========    ==========   ===========
</TABLE>

See Notes to Financial Statements.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.
                                     FSA-5

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                      FIXED INCOME SERIES (CONTINUED):
                                                                   -------------------------------------

                                                                                 ALLIANCE
                                                                                HIGH YIELD
                                                                                  FUND
                                                                  --------------------------------------
                                                                      1997         1996         1995
                                                                  -----------  -----------   -----------

INCOME AND EXPENSES:
<S>                                                               <C>          <C>           <C>
   Investment Income (Note 2):
      Dividends from the Trusts.................................  $12,918,934  $ 8,696,039   $ 6,518,568

   Expenses (Note 3):
      Mortality and expense risk charges........................      789,982      518,429       371,369
                                                                  -----------  -----------   -----------

NET INVESTMENT INCOME...........................................   12,128,952    8,177,610     6,147,199
                                                                  -----------  -----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments.......................      936,554      939,559      (179,454)
      Realized gain distribution from
         the Trusts.............................................    6,365,633    6,119,053            --
                                                                  -----------  -----------   -----------

NET REALIZED GAIN (LOSS)........................................    7,302,187    7,058,612      (179,454)

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period.......................................    5,664,824    3,823,981      (873,103)
      End of period.............................................    8,622,836    5,664,824     3,823,981
                                                                  -----------  -----------   -----------

   Change in unrealized appreciation / (depreciation)
      during the period.........................................    2,958,012    1,840,843     4,697,084
                                                                  -----------  -----------   -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS...............................................   10,260,199    8,899,455     4,517,630
                                                                  ===========  ===========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS..............................................  $22,389,151  $17,077,065   $10,664,829
                                                                  ===========  ===========   ===========


<CAPTION>

                                                                                      EQUITY SERIES:
                                                               ----------------------------------------------------------------
                                                                  T. ROWE     EQ/PUTNAM
                                                               PRICE EQUITY    GROWTH &                 ALLIANCE
                                                                  INCOME     INCOME VALUE           GROWTH & INCOME
                                                                   FUND         FUND                     FUND
                                                               -----------   ----------  --------------------------------------
                                                                  1997*        1997*        1997         1996          1995
                                                                ---------    --------    -----------  -----------  -----------

INCOME AND EXPENSES:
<S>                                                            <C>           <C>         <C>           <C>         <C>
   Investment Income (Note 2):
      Dividends from the Trusts............................    $  145,613    $ 33,273    $   636,335   $  525,200  $  380,677

   Expenses (Note 3):
      Mortality and expense risk charges...................        29,706       9,655        358,997      155,175      69,716
                                                               ----------    --------    -----------   ----------  ----------

NET INVESTMENT INCOME......................................       115,907      23,618        277,338      370,025     310,961
                                                               ----------    --------    -----------   ----------  ----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..................        56,634       1,078        530,421        5,198       2,791
      Realized gain distribution from
         the Trusts........................................        53,840      27,226      5,006,247    1,943,415          --
                                                               ----------    --------    -----------   ----------  ----------

NET REALIZED GAIN (LOSS)...................................       110,474      28,304      5,536,668    1,948,613       2,791

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..................................            --          --      5,074,338    2,123,346    (141,585)
      End of period........................................     1,073,548     269,561     13,021,603    5,074,338   2,123,346
                                                               ----------    --------    -----------   ----------  ----------

   Change in unrealized appreciation / (depreciation)
      during the period....................................     1,073,548     269,561      7,947,265    2,950,992   2,264,931
                                                               ----------    --------    -----------   ----------  ----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..........................................     1,184,022     297,865     13,483,933    4,899,605   2,267,722
                                                               ==========    ========    ===========   ==========  ==========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.........................................    $1,299,929    $321,483    $13,761,271   $5,269,630  $2,578,683
                                                               ==========    ========    ===========   ==========  ==========
</TABLE>


See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                    FSA-6
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                            EQUITY SERIES (CONTINUED):
                                                                          ----------------------------------------------------

                                                                                        ALLIANCE                 MERRILL LYNCH
                                                                                      EQUITY INDEX                BASIC VALUE
                                                                                         FUND                     EQUITY FUND
                                                                          -------------------------------------- ------------
                                                                              1997        1996         1995          1997*
                                                                          ----------- ------------  -----------    --------
INCOME AND EXPENSES:
<S>                                                                       <C>          <C>          <C>            <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................       $ 2,610,223  $ 1,751,848  $   964,775    $ 35,810

   Expenses (Note 3):
      Mortality and expense risk charges...........................           977,620      605,961      289,199       9,349
                                                                          -----------  -----------  -----------    --------

NET INVESTMENT INCOME (LOSS).......................................         1,632,603    1,145,887      675,576      26,461
                                                                          -----------  -----------  -----------    --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................          (414,497)   8,013,073        3,060       6,656
      Realized gain distribution from
         the Trusts................................................           850,437    3,889,944      536,890      33,738
                                                                          -----------  -----------  -----------    --------

NET REALIZED GAIN (LOSS)...........................................           435,940   11,903,017      539,950      40,394

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................        21,448,224   12,451,765     (399,286)         --
      End of period................................................        63,055,426   21,448,224   12,451,765     135,003
                                                                          -----------  -----------  -----------    --------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        41,607,202    8,996,459   12,851,051     135,003
                                                                          -----------  -----------  -----------    --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................        42,043,142   20,899,476   13,391,001     175,397
                                                                          ===========  ===========  ===========    ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................       $43,675,745  $22,045,363  $14,066,577    $201,858
                                                                          ===========  ===========  ===========    ========


<CAPTION>
                                                                                            EQUITY SERIES (CONTINUED):
                                                                          ----------------------------------------------------

                                                                                           ALLIANCE                      MFS
                                                                                         COMMON STOCK                 RESEARCH
                                                                                            FUND                        FUND
                                                                          ----------------------------------------    --------
                                                                              1997          1996          1995          1997*
                                                                          ------------  ------------  ------------    --------
INCOME AND EXPENSES:
<S>                                                                       <C>           <C>           <C>             <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................       $ 10,668,337  $ 11,773,551  $ 14,259,262    $ 20,442

   Expenses (Note 3):
      Mortality and expense risk charges...........................         11,435,936     8,267,795     6,050,368      13,127
                                                                          ------------  ------------  ------------    --------

NET INVESTMENT INCOME (LOSS).......................................           (767,599)    3,505,756     8,208,894       7,315
                                                                          ------------  ------------  ------------    --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................         53,841,049    30,128,838    16,793,683       6,989
      Realized gain distribution from
         the Trusts................................................        164,814,473   157,423,606    63,838,178      81,156
                                                                          ------------  ------------  ------------    --------

NET REALIZED GAIN (LOSS)...........................................        218,655,522   187,552,444    80,631,861      88,145

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................        294,432,897   181,824,279    (2,048,649          --
      End of period................................................        567,231,009   294,432,897   181,824,279     249,382
                                                                          ------------  ------------  ------------    --------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        272,798,112   112,608,618   183,872,928     249,382
                                                                          ------------  ------------  ------------    --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................        491,453,634   300,161,062   264,504,789     337,527
                                                                          ============  ============  ============    ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................       $490,686,035  $303,666,818  $272,713,683    $344,842
                                                                          ============  ============  ============    ========
</TABLE>



See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-7

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                  EQUITY SERIES (CONTINUED):
                                                                           ----------------------------------------

                                                                                           ALLIANCE
                                                                                            GLOBAL
                                                                                             FUND
                                                                           ---------------------------------------
                                                                               1997          1996          1995
                                                                           -----------   -----------   -----------

INCOME AND EXPENSES:
<S>                                                                        <C>           <C>           <C>
   Investment Income (Note 2):
      Dividends from the Trusts....................................        $ 8,803,070   $ 7,019,392   $ 5,152,442

   Expenses (Note 3):
      Mortality and expense risk charges...........................          2,805,310     2,314,066     1,743,898
                                                                           -----------   -----------   -----------

NET INVESTMENT INCOME (LOSS).......................................          5,997,760     4,705,326     3,408,544
                                                                           -----------   -----------   -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments..........................         30,411,238     4,971,547     3,049,444
      Realized gain distribution from
         the Trusts................................................         26,426,403    18,802,992     9,214,950
                                                                           -----------   -----------   -----------

NET REALIZED GAIN (LOSS)...........................................         56,837,641    23,774,539    12,264,394

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period..........................................         58,618,054    36,525,596     3,130,280
      End of period................................................         46,113,189    58,618,054    36,525,596
                                                                           -----------   -----------   -----------

   Change in unrealized appreciation / (depreciation)
      during the period............................................        (12,504,865)   22,092,458    33,395,316
                                                                           -----------   -----------   -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..................................................         44,332,776    45,866,997    45,659,710
                                                                           ===========   ===========   ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.................................................        $50,330,536   $50,572,323   $49,068,254
                                                                           ===========   ===========   ===========




<CAPTION>
                                                                                    EQUITY SERIES (CONTINUED):
                                                                  -----------------------------------------------------------------
                                                                                ALLIANCE              T. ROWE PRICE    EMERGING
                                                                              INTERNATIONAL           INTERNATIONAL     MARKETS
                                                                                  FUND                 STOCK FUND     EQUITY FUND
                                                                  -----------------------------------   -----------  --------------
                                                                      1997        1996       1995**        1997*         1997***
                                                                  -----------   ---------   ---------   -----------  --------------

INCOME AND EXPENSES:
<S>                                                               <C>           <C>          <C>         <C>          <C>
   Investment Income (Note 2):
      Dividends from the Trusts................................   $ 1,386,732   $  575,524   $195,500    $   2,393    $    16,623

   Expenses (Note 3):
      Mortality and expense risk charges.......................       297,278      164,149     36,471       26,332          2,862
                                                                  -----------   ----------   --------    ---------    -----------

NET INVESTMENT INCOME (LOSS)...................................     1,089,454      411,375    159,029      (23,939)        13,761
                                                                  -----------   ----------   --------    ---------    -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments......................       (57,635)     (28,490)      (790)     (50,331)       (14,566)
      Realized gain distribution from
         the Trusts............................................     2,325,403      737,771     51,741           --            --
                                                                  -----------    ---------   --------   ----------     ----------

NET REALIZED GAIN (LOSS).......................................     2,267,768      709,281     50,951      (50,331)       (14,566)

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period......................................     1,857,793      667,906         --           --             --
      End of period............................................    (2,793,834)   1,857,793    667,906     (820,718)    (1,079,388)
                                                                  -----------   ----------   --------    ---------    -----------

   Change in unrealized appreciation / (depreciation)
      during the period........................................    (4,651,627)   1,189,887    667,906     (820,718)    (1,079,388)
                                                                  -----------   ----------   --------    ---------    -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS..............................................    (2,383,859)   1,899,168    718,857     (871,049)    (1,093,954)
                                                                  ===========   ==========   ========    =========    ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS.............................................   $(1,294,405)  $2,310,543   $877,886    $(894,988)   $(1,080,193)
                                                                  ===========   ==========   ========    =========    ===========
</TABLE>

See Notes to Financial Statements.

  *  Commencement of Operations on May 1, 1997.
 **  Commencement of Operations on April 3, 1995.
***  Commencement of Operations on August 20, 1997.
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.

                                     FSA-8
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONTINUED)
FOR  THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                                        EQUITY SERIES (CONTINUED):
                                                                        -------------------------------------------------------
                                                                                                                      WARBURG
                                                                                                                       PINCUS
                                                                                         ALLIANCE                      SMALL
                                                                                     AGGRESSIVE STOCK                 COMPANY
                                                                                           FUND                     VALUE FUND
                                                                        ----------------------------------------   ------------
                                                                            1997          1996          1995           1997*
                                                                        -----------   ------------  ------------   ------------

INCOME AND EXPENSES:
<S>                                                                    <C>            <C>           <C>            <C>
   Investment Income (Note 2):

      Dividends from the Trusts......................................  $  1,311,613   $  1,661,263  $  1,268,689   $  21,651

   Expenses (Note 3):
      Mortality and expense risk charges.............................     5,299,127      4,086,388     2,702,978      44,889
                                                                       ------------   ------------  ------------   ---------

NET INVESTMENT INCOME (LOSS).........................................    (3,987,514)    (2,425,125)   (1,434,289)    (23,238)
                                                                       ------------   ------------  ------------   ---------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments............................    28,217,939     30,549,608    11,560,966      29,803
      Realized gain distribution from
         the Trusts..................................................    79,729,154    133,080,595    61,903,470     110,391
                                                                       ------------   ------------  ------------   ---------

NET REALIZED GAIN (LOSS).............................................   107,947,093    163,630,203    73,464,436     140,194

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period............................................    46,617,235     80,271,118    30,761,318          --
      End of period..................................................    32,695,620     46,617,235    80,271,118    (228,709)
                                                                       ------------   ------------  ------------   ---------

   Change in unrealized appreciation / (depreciation)
      during the period..............................................   (13,921,615)   (33,653,883)   49,509,800    (228,709)
                                                                       ------------   ------------  ------------   ---------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS....................................................    94,025,478    129,976,320   122,974,236     (88,515)
                                                                       ============   ============  ============   =========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...................................................  $ 90,037,964   $127,551,195  $121,539,947   $(111,753)
                                                                       ============   ============  ============   =========

<CAPTION>
                                                                  EQUITY SERIES (CONTINUED):           ASSET ALLOCATION SERIES:
                                                                  -------------------------   -------------------------------------
                                                                    ALLIANCE   MFS
                                                                     SMALL   EMERGING
                                                                      CAP     GROWTH                    ALLIANCE
                                                                    GROWTH   COMPANIES          CONSERVATIVE INVESTORS
                                                                     FUND      FUND                      FUND
                                                                   --------  --------         -------------------------------------
                                                                    1997*      1997*             1997          1996         1995
                                                                  --------   --------         -----------  -----------  -----------
INCOME AND EXPENSES:
<S>                                                               <C>        <C>              <C>          <C>          <C>
   Investment Income (Note 2):

      Dividends from the Trusts.................................  $  4,189   $ 24,358         $ 7,217,860  $ 7,737,745  $ 8,169,109

   Expenses (Note 3):
      Mortality and expense risk charges........................    41,540     18,835           1,066,078    1,046,858      921,294
                                                                  --------   --------         -----------  -----------  -----------

NET INVESTMENT INCOME (LOSS)....................................   (37,351)     5,523           6,151,782    6,690,887    7,247,815
                                                                  --------   --------         -----------  -----------  -----------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments.......................  (609,208)   161,034             818,458     (752,434)    (378,551)
      Realized gain distribution from
         the Trusts.............................................   545,833    296,998           5,486,742    4,429,977    1,068,272
                                                                  --------   --------         -----------  -----------  -----------

NET REALIZED GAIN (LOSS)........................................   (63,375)   458,032           6,305,200    3,677,543      689,721

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period.......................................        --         --           7,700,135   10,362,120   (8,767,697)
      End of period.............................................   771,812    171,320          16,228,145    7,700,135   10,362,120
                                                                  --------   --------         -----------  -----------  -----------

   Change in unrealized appreciation / (depreciation)
      during the period.........................................   771,812    171,320           8,528,010   (2,661,985)  19,129,817
                                                                  --------   --------         -----------  -----------  -----------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS...............................................   708,437    629,352          14,833,210    1,015,558   19,819,538
                                                                  ========   ========         ===========  ===========  ===========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS..............................................  $671,086   $634,875         $20,984,992  $ 7,706,445  $27,067,353
                                                                  ========   ========         ===========  ===========  ===========

</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.
                                     FSA-9
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF OPERATIONS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           ASSET ALLOCATION SERIES (CONTINUED):
                                                                ------------------------------------------------------
                                                                   EQ/
                                                                  PUTNAM                     ALLIANCE
                                                                 BALANCED                GROWTH INVESTORS
                                                                   FUND                        FUND
                                                                ---------   ------------------------------------------
                                                                   1997*        1997           1996           1995
                                                                ---------   ------------   ------------   ------------
INCOME AND EXPENSES:
<S>                                                             <C>         <C>            <C>            <C>
   Investment Income (Note 2):
      Dividends from the Trusts..............................   $ 46,468    $ 19,280,574   $ 15,504,412   $ 15,855,901

   Expenses (Note 3):
      Mortality and expense risk charges.....................      2,741       4,570,289      3,746,683      2,796,354
                                                                --------    ------------   ------------   ------------

NET INVESTMENT INCOME........................................     43,727      14,710,285     11,757,729     13,059,547
                                                                --------    ------------   ------------   ------------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments....................        561      10,531,767      1,799,247      1,752,185
      Realized gain distribution from
         the Trusts..........................................     31,119      42,780,443     73,474,967      7,421,853
                                                                --------    ------------   ------------   ------------

NET REALIZED GAIN (LOSS).....................................     31,680      53,312,210     75,274,214      9,174,038

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period....................................         --      67,150,693     81,785,873       (770,693)
      End of period..........................................    270,232     115,056,641     67,150,693     81,785,873
                                                                --------    ------------   ------------   ------------

   Change in unrealized appreciation / (depreciation)
      during the period......................................    270,232      47,905,948    (14,635,180)    82,556,566
                                                                --------    ------------   ------------   ------------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS............................................    301,912     101,218,158     60,639,034     91,730,604
                                                                ========    ============   ============   ============

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...........................................   $345,639    $115,928,443   $ 72,396,763   $104,790,151
                                                                ========    ============   ============   ============
</TABLE>

<TABLE>
<CAPTION>
                                                                                     ASSET ALLOCATION SERIES (CONTINUED):
                                                                           -----------------------------------------------------
                                                                                                                       MERRILL
                                                                                                                        LYNCH
                                                                                           ALLIANCE                     WORLD
                                                                                           BALANCED                    STRATEGY
                                                                                             FUND                        FUND
                                                                           ---------------------------------------     --------
                                                                               1997          1996         1995           1997*
                                                                           -----------   -----------   -----------     --------
INCOME AND EXPENSES:
<S>                                                                        <C>           <C>           <C>             <C>
   Investment Income (Note 2):
      Dividends from the Trusts......................................      $13,756,520   $13,094,730   $12,276,328     $ 17,124

   Expenses (Note 3):
      Mortality and expense risk charges.............................        2,544,300     2,490,188     2,237,982        2,678
                                                                           -----------   -----------   -----------     --------

NET INVESTMENT INCOME................................................       11,212,220    10,604,542    10,038,346       14,446
                                                                           -----------   -----------   -----------     --------

REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS (Note 2):
      Realized gain (loss) on investments............................        5,910,524      (873,535)   (2,466,524)      (3,626)
      Realized gain distribution from
         the Trusts..................................................       21,117,088    34,113,772    10,894,130       38,995
                                                                           -----------   -----------   -----------     --------

NET REALIZED GAIN (LOSS).............................................       27,027,612    33,240,237     8,427,606       35,369

   Unrealized appreciation / (depreciation) on investments:
      Beginning of period............................................       42,382,824    43,097,187    (2,878,875)          --
      End of period..................................................       60,878,286    42,382,824    43,097,187      (37,926)
                                                                           -----------   -----------   -----------     --------

   Change in unrealized appreciation / (depreciation)
      during the period..............................................       18,495,462      (714,36)    45,976,062      (37,926)
                                                                           -----------   -----------   -----------     --------

NET REALIZED AND UNREALIZED GAIN (LOSS)
   ON INVESTMENTS....................................................       45,523,074    32,525,874    54,403,668       (2,557)
                                                                           ===========   ===========   ===========     ========

NET INCREASE (DECREASE) IN NET ASSETS RESULTING
   FROM OPERATIONS...................................................      $56,735,294   $43,130,416   $64,442,014     $ 11,889
                                                                           ===========   ===========   ===========     ========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-10
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS
FOR THE YEARS ENDED DECEMBER 31,


<TABLE>
<CAPTION>
                                                                              FIXED INCOME SERIES:
                                                ------------------------------------------------------------------------------------

                                                             ALLIANCE MONEY                    ALLIANCE INTERMEDIATE GOVERNMENT
                                                              MARKET FUND                               SECURITIES FUND
                                                -----------------------------------------   -------------------------------------

                                                    1997           1996          1995          1997          1996        1995
                                                ------------   ------------  ------------   -----------  -----------  -----------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                             <C>            <C>           <C>            <C>          <C>          <C>
   Net investment income.....................   $  8,653,507   $  8,101,644  $  8,270,845   $ 2,632,191  $ 2,122,460  $ 1,812,562
   Net realized gain (loss)..................       (500,365)      (110,954)     (432,347)      (95,509)    (490,315)    (810,768)
   Change in unrealized appreciation /
      (depreciation) on investments..........        780,326        (65,953)       57,216     1,009,532     (287,001)   2,882,385
                                                ------------   ------------  ------------  ------------  -----------  -----------

   Net increase (decrease) in net assets
      from operations........................      8,933,468      7,924,737     7,895,714     3,546,214    1,345,144    3,884,179
                                                ------------   ------------  ------------   -----------  -----------  -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).....................    234,059,930    101,890,108    96,773,056     8,749,531   10,397,104   11,016,347
   Benefits and other policy-related
      transactions (Note 3)..................    (40,687,124)   (38,404,209)  (39,770,849)   (5,971,751)  (7,387,385)  (6,286,070)
   Net transfers among funds.................   (259,049,840)   (36,607,946)    4,776,165     7,704,724    2,645,675      953,149
                                                ------------   ------------  ------------   -----------  -----------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions.......    (65,677,034)    26,877,953    61,778,372    10,482,504    5,655,394    5,683,426
                                                ------------   ------------  ------------   -----------  -----------  -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)..............        (49,726)       (63,127)      (36,640)      (38,337)     (22,170)     (72,636)
                                                ------------   ------------  ------------   -----------  -----------  -----------

INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABL
   TO POLICYOWNERS...........................    (56,793,292)    34,739,563    69,637,446    13,990,381    6,978,368    9,494,969
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,
   BEGINNING OF PERIOD.......................    241,873,094    207,133,531   137,496,085    44,127,412   37,149,044   27,654,075
                                                ============   ============  ============   ===========  ===========  ===========

NET ASSETS ATTRIBUTABLE TO POLICYOWNERS, END
   OF PERIOD.................................   $185,079,802   $241,873,094  $207,133,531   $58,117,793  $44,127,412  $37,149,044
                                                ============   ============  ============   ===========  ===========  ===========
</TABLE>


<TABLE>
<CAPTION>
                                                      FIXED INCOME SERIES (CONTINUED):
                                                ------------------------------------------
                                                              ALLIANCE QUALITY
                                                                  BOND FUND
                                                ------------------------------------------
                                                    1997           1996           1995
                                                ------------   ------------   ------------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                             <C>            <C>            <C>
   Net investment income.....................   $  8,024,671   $  8,103,671   $  7,190,658
   Net realized gain (loss)..................       (504,580)    (1,130,915)      (632,666)
   Change in unrealized appreciation /
      (depreciation) on investments..........      4,357,540        143,854     13,415,524
                                                ------------   ------------   ------------

   Net increase (decrease) in net assets
      from operations........................     11,877,631      7,116,610     19,973,516
                                                ------------   ------------   ------------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).....................      8,423,097      5,753,712      2,516,135
   Benefits and other policy-related
      transactions (Note 3)..................     (3,002,993)   (32,021,058)    (3,189,044)
   Net transfers among funds.................     12,678,032      6,117,471      2,462,969
                                                ------------   ------------   ------------

   Net increase (decrease) in net assets
      from policy-related transactions.......     18,098,136    (20,149,875)     1,790,060
                                                ------------   ------------   ------------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)..............        (49,594)       (39,868)      (712,602)
                                                ------------   ------------   ------------

INCREASE (DECREASE) IN NET ASSETS ATTRIBUTABL
   TO POLICYOWNERS...........................     29,926,173    (13,073,133)    21,050,974
NET ASSETS ATTRIBUTABLE TO POLICYOWNERS,
   BEGINNING OF PERIOD.......................    125,214,313    138,287,446    117,236,472
                                                ============   ============   ============

NET ASSETS ATTRIBUTABLE TO POLICYOWNERS, END
   OF PERIOD.................................   $155,140,486   $125,214,313   $138,287,446
                                                ============   ============   ============
</TABLE>

See Notes to Financial Statements.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account 
  FP.

                                     FSA-11
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                            FIXED INCOME SERIES (CONTINUED):
                                                       -------------------------------------

                                                                        ALLIANCE
                                                                       HIGH YIELD
                                                                         FUND
                                                       --------------------------------------
                                                           1997          1996         1995
                                                       -----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                                   <C>           <C>           <C>
FROM OPERATIONS:
   Net investment income............................  $ 12,128,952  $  8,177,610  $ 6,147,199
   Net realized gain (loss).........................     7,302,187     7,058,612     (179,454)
   Change in unrealized appreciation /
      (depreciation) on investments.................     2,958,012     1,840,843    4,697,084
                                                      ------------  ------------  -----------

   Net increase (decrease) in net assets
      from operations...............................    22,389,151    17,077,065   10,664,829
                                                      ------------  ------------ ------------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)............................    26,933,221    19,454,716   15,333,474
   Benefits and other policy-
      related transactions (Note 3).................   (14,530,462)  (16,165,764)  (8,211,013)
   Net transfers among funds........................    26,385,799     9,301,980    4,789,450
                                                       -----------  ------------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions..............    38,788,558    12,590,932   11,911,911
                                                      ------------  ------------ ------------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).....................      (189,179)     (209,120)    (100,679)
                                                      ------------  ------------ ------------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.....................    60,988,530    29,458,877   22,476,061
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD................   101,389,839    71,930,962   49,454,901
                                                      ------------  ------------  -----------
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD......................  $162,378,369  $101,389,839  $71,930,962
                                                      ============  ============  ===========
</TABLE>

<TABLE>
<CAPTION>
                                                                                 EQUITY SERIES:
                                                      ---------------------------------------------------------------------
                                                                       EQ/PUTNAM
                                                      T. ROWE PRICE     GROWTH &                   ALLIANCE
                                                      EQUITY INCOME   INCOME VALUE              GROWTH & INCOME
                                                          FUND            FUND                       FUND
                                                      -------------  -------------  ---------------------------------------
                                                           1997*         1997*          1997          1996          1995
                                                       -----------    ----------    -----------   -----------   -----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                                    <C>            <C>           <C>           <C>           <C>
FROM OPERATIONS:
   Net investment income............................   $   115,907    $   23,618    $   277,338   $   370,025   $   310,961
   Net realized gain (loss).........................       110,474        28,304      5,536,668     1,948,613         2,791
   Change in unrealized appreciation /
      (depreciation) on investments.................     1,073,548       269,561      7,947,265     2,950,992     2,264,931
                                                       -----------    ----------    -----------   -----------   -----------

   Net increase (decrease) in net assets
      from operations...............................     1,299,929       321,483     13,761,271     5,269,630     2,578,683
                                                       -----------    ----------    -----------   -----------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)............................     2,540,460     1,149,748     17,923,903    11,382,745     6,464,035
   Benefits and other policy-
      related transactions (Note 3).................      (351,660)     (154,351)    (6,498,823)   (2,909,569)   (1,385,132)
   Net transfers among funds........................    14,259,773     4,539,465     25,301,886     5,211,758     5,274,221
                                                       -----------    ----------    -----------   -----------   -----------

   Net increase (decrease) in net assets
      from policy-related transactions..............    16,448,573     5,534,862     36,726,966    13,684,934    10,353,124
                                                       -----------    ----------    -----------   -----------   -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).....................     (285,438)      (191,983)      (107,895)     (106,424)     (221,877)
                                                       -----------    ----------    -----------   -----------   -----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.....................    17,463,064     5,664,362     50,380,342    18,848,140    12,709,930
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD................            --            --     37,466,453    18,618,313     5,908,383
                                                       -----------    ----------    -----------   -----------   -----------
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD......................   $17,463,064    $5,664,362    $87,846,795   $37,466,453   $18,618,313
                                                       ===========    ==========    ===========   ===========   ===========
</TABLE>


See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-12


<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>
                                                                           EQUITY SERIES (CONTINUED):
                                                          ------------------------------------------------------

                                                                                                      MERRILL
                                                                         ALLIANCE                   LYNCH BASIC
                                                                       EQUITY INDEX                    VALUE
                                                                           FUND                     EQUITY FUND
                                                          ---------------------------------------   ------------

                                                             1997        1996          1995          1997*
                                                         ------------  ----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                                    <C>           <C>           <C>           <C>
   Net investment income.............................  $  1,632,603    1,145,887   $   675,576   $   26,461
   Net realized gain (loss)..........................       435,940   11,903,017       539,950       40,394
   Change in unrealized appreciation /
      (depreciation) on investments..................    41,607,202    8,996,459    12,851,051      135,003
                                                       ------------  -----------   -----------   ----------

   Net increase (decrease) in net assets
      from operations................................    43,675,745   22,045,363    14,066,577      201,858
                                                       ------------  ------------  -----------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).............................    53,262,239   33,692,683    10,308,871    1,097,822
   Benefits and other policy-
      related transactions (Note 3)..................   (18,975,147) (56,493,042)   (2,111,532)    (135,034)
   Net transfers among funds.........................    67,867,827   23,434,912    18,305,589    4,661,128
                                                       ------------  -----------   -----------  -----------

   Net increase (decrease) in net assets
      from policy-related transactions...............   102,154,919      634,553    26,502,928    5,623,916
                                                       ------------   ----------   -----------   ----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)......................      (136,089)     (66,020)      (71,293)    (204,337)
                                                       ------------  -----------   -----------   ----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS......................   145,694,575   22,613,896    40,498,212    5,621,437
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD.................    94,237,511   71,623,615    31,125,403           --
                                                       ------------  -----------   -----------   ----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD.......................  $239,932,086  $94,237,511   $71,623,615   $5,621,437
                                                       ============  ===========   ===========   ==========

<CAPTION>

                                                                          EQUITY SERIES (CONTINUED):
                                                        ----------------------------------------------------------------

                                                                               ALLIANCE                         MFS
                                                                             COMMON STOCK                     RESEARCH
                                                                                 FUND                           FUND
                                                         ------------------------------------------------     ----------

                                                              1997             1996              1995            1997*
                                                         --------------   --------------   --------------     ---------

INCREASE (DECREASE) IN NET ASSETS:

FROM OPERATIONS:
<S>                                                    <C>              <C>              <C>               <C>
   Net investment income.............................  $     (767,599)  $    3,505,756   $    8,208,894    $    7,315
   Net realized gain (loss)..........................     218,655,522      187,552,444       80,631,861        88,145
   Change in unrealized appreciation /
      (depreciation) on investments..................     272,798,112      112,608,618      183,872,928       249,382
                                                       --------------   --------------   --------------    ----------

   Net increase (decrease) in net assets
      from operations................................     490,686,035      303,666,818      272,713,683       344,842
                                                       ---------------  ---------------  ---------------   -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3).............................     282,279,826      271,193,481      216,068,996     1,177,137
   Benefits and other policy-
      related transactions (Note 3)..................    (199,662,183)    (154,302,728)    (118,456,643)     (162,042)
   Net transfers among funds.........................      56,849,823        4,064,266      (34,354,864)    6,389,251
                                                       --------------   --------------   --------------    -----------

   Net increase (decrease) in net assets
      from policy-related transactions...............     139,467,466      120,955,019       63,257,489     7,404,346
                                                       --------------   --------------   ----------------  -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4)......................         (86,740)        (429,232)        (392,099)     (321,159)
                                                       --------------   --------------   --------------    ----------

INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS......................     630,066,761      424,192,605      335,579,073     7,428,029
NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, BEGINNING OF PERIOD.................   1,570,777,879    1,146,585,274      811,006,201            --
                                                       --------------    -------------   --------------    ----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD.......................  $2,200,844,640   $1,570,777,879   $1,146,585,274    $7,428,029
                                                       ==============   ==============   ==============    ==========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-13
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                                                            EQUITY SERIES (CONTINUED):
                                           ----------------------------------------------------------------------------------------


                                                            ALLIANCE                                   ALLIANCE
                                                             GLOBAL                                  INTERNATIONAL
                                                              FUND                                       FUND
                                           -------------------------------------------  -------------------------------------------
                                               1997           1996           1995           1997             1996          1995**
                                           -------------   -----------   -------------  --------------  --------------  -----------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>            <C>            <C>            <C>              <C>            <C>
FROM OPERATIONS:
   Net investment income ...............   $  5,997,760   $  4,705,326   $  3,408,544   $ 1,089,454      $  411,375     $   159,029
   Net realized gain (loss) ............     56,837,641     23,774,539     12,264,394     2,267,768         709,281          50,951
   Change in unrealized appreciation /
      (depreciation) on investments ....    (12,504,865)    22,092,458     33,395,316    (4,651,627)      1,189,887         667,906
                                           ------------   ------------   ------------   -----------      ----------     -----------

   Net increase (decrease) in net assets
      from operations ..................     50,330,536     50,572,323     49,068,254    (1,294,405)       2,310,543        877,886
                                           ------------   ------------   ------------   -----------      -----------    -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3) ...............     85,714,413     96,457,308     92,666,618    14,198,839       12,055,154      2,028,670
   Benefits and other policy-
      related transactions (Note 3) ....    (48,793,564)   (43,292,191)   (37,507,499)   (4,716,765)      (2,295,079)      (339,723)
   Net transfers among funds ...........    (89,131,113)    (4,363,741)   (12,472,104)   (3,886,303)      17,095,516      9,885,952
                                           ------------   ------------   ------------   -----------      -----------    -----------

   Net increase (decrease) in net assets
      from policy-related transactions .    (52,210,264)    48,801,376     42,687,015     5,595,771       26,855,591     11,574,899
                                           ------------   ------------   ------------   -----------      -----------    -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4) ........       (147,270)       (93,415)       (96,720)      (27,091)         (21,865)       (20,847)
                                           ------------   ------------   ------------   -----------      -----------    -----------
INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS ........     (2,026,998)    99,280,284     91,658,549     4,274,275       29,144,269     12,431,938
NET ASSETS ATTRIBUTABLE TO .............             --             --             --            --               --             --
   POLICYOWNERS, BEGINNING OF PERIOD ...    432,777,304    333,497,020    241,838,471    41,576,207       12,431,938             --
                                           ------------   ------------   ------------   -----------      ------------   -----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD .........   $430,750,306   $432,777,304   $333,497,020   $45,850,482      $41,576,207    $12,431,938
                                           ============   ============   ============   ===========      ===========    ===========
</TABLE>

                                                  EQUITY SERIES (CONTINUED):
                                               -------------------------------
                                                                 MORGAN
                                                                STANLEY
                                              T. ROWE PRICE     EMERGING
                                               INTERNATIONAL    MARKETS
                                                STOCK FUND     EQUITY FUND
                                               -------------  ---------------
                                                   1997*           1997***
                                               -------------  ---------------

INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
   Net investment income....................    $  (23,939)   $    13,761
   Net realized gain (loss).................       (50,331)       (14,566)
   Change in unrealized appreciation /
      (depreciation) on investments.........      (820,718)    (1,079,388)
                                                ----------    -----------

   Net increase (decrease) in net assets
      from operations.......................      (894,988)    (1,080,193)
                                                ----------    -----------

FROM POLICY-RELATED TRANSACTIONS:
   Net premiums (Note 3)....................      2,268,440       323,739
   Benefits and other policy-
      related transactions (Note 3).........       (295,221)       (7,501)
   Net transfers among funds................     12,953,165     2,483,527
                                               ------------   -----------

   Net increase (decrease) in net assets
      from policy-related transactions......     14,926,384     2,799,765
                                                -----------   -----------

NET (INCREASE) DECREASE IN AMOUNT
   RETAINED BY EQUITABLE LIFE IN
   SEPARATE ACCOUNT FP (Note 4).............         60,283       807,804
                                                -----------   -----------
INCREASE (DECREASE) IN NET ASSETS
   ATTRIBUTABLE TO POLICYOWNERS.............     14,091,679     2,527,376
NET ASSETS ATTRIBUTABLE TO                      -----------   -----------
   POLICYOWNERS, BEGINNING OF PERIOD........             --            --
                                                -----------   -----------

NET ASSETS ATTRIBUTABLE TO
   POLICYOWNERS, END OF PERIOD..............    $14,091,679   $ 2,527,376
                                                ===========   ===========

See Notes to Financial Statements.

  *  Commencement of Operations on May 1, 1997.
 **  Commencement of Operations on April 3, 1995.
***  Commencement of Operations on August 20, 1997.
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.

                                     FSA-14
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>


                                                                        EQUITY SERIES (CONTINUED):
                                         -------------------------------------------------------------------------------------


                                                               ALLIANCE                       WARBURG PINCUS    ALLIANCE SMALL
                                                           AGGRESSIVE STOCK                    SMALL COMPANY      CAP GROWTH
                                                                 FUND                           VALUE FUND          FUND
                                         -------------------------------------------------  -----------------  ----------------
                                               1997              1996             1995             1997*            1997*
                                         ---------------   ---------------   -------------  -----------------  ----------------


INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $ (3,987,514)    $ (2,425,125)    $ (1,434,289)    $   (23,238)     $   (37,351)
   Net realized gain (loss) ............    107,947,093      163,630,203       73,464,436         140,194          (63,375)
   Change in unrealized appreciation /                                                                       
      (depreciation) on investments ....    (13,921,615)     (33,653,883)      49,509,800        (228,709)         771,812
                                           ------------     ------------     ------------     -----------      -----------
   Net increase (decrease) in net assets                                                                     
      from operations ..................     90,037,964        7,551,195      121,539,947        (111,753          671,086
                                           ------------     ------------     ------------     -----------      -----------

FROM POLICY-RELATED TRANSACTIONS:                                                                            
   Net premiums (Note 3) ...............    179,662,167      167,830,465      121,962,483       4,397,634        2,947,848
   Benefits and other policy-                                                                                
      related transactions (Note 3) ....    107,529,554)     (85,246,883)     (63,165,185)       (608,891)        (599,875)
   Net transfers among funds ...........      1,712,877       28,481,572       19,367,834      20,737,304       19,670,856
                                           ------------     ------------     ------------     -----------      -----------

   Net increase (decrease) in net assets                                                                     
      from policy-related transactions .     73,845,490      111,065,154       78,165,132      24,526,047       22,018,829
                                           ------------     ------------     ------------     -----------      -----------

NET (INCREASE) DECREASE IN AMOUNT                                                                            
   RETAINED BY EQUITABLE LIFE IN                                                                             
   SEPARATE ACCOUNT FP (Note 4) ........       (442,155)        (205,349)        (188,813)       (114,120)        (324,052
                                           ------------     ------------     ------------     -----------      -----------
                                                                                                             
INCREASE (DECREASE) IN NET ASSETS                                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........    163,441,299      238,411,000      199,516,266      24,300,174       22,365,863
NET ASSETS ATTRIBUTABLE TO                                                                                   
   POLICYOWNERS, BEGINNING OF PERIOD ...    793,599,131      555,188,131      355,671,865              --               --
                                           ------------     ------------     ------------     -----------      -----------

NET ASSETS ATTRIBUTABLE TO                                                                                   
   POLICYOWNERS, END OF PERIOD .........   $957,040,430     $793,599,131     $555,188,131     $24,300,174      $22,365,863
                                           ============     ============     ============     ===========      ===========
</TABLE>   

<TABLE>
<CAPTION>

                                                EQUITY
                                                SERIES
                                              (CONTINUED):               ASSET ALLOCATION SERIES:
                                           ---------------- -----------------------------------------------
                                             MFS EMERGING                       ALLIANCE
                                                GROWTH                    CONSERVATIVE INVESTORS
                                            COMPANIES FUND                        FUND
                                           ---------------- -------------    --------------   -------------
                                                1997*            1997             1996            1995
                                           ---------------- -------------    --------------   -------------
<S>                                        <C>              <C>              <C>              <C>         
INCREASE (DECREASE) IN NET ASSETS:
FROM OPERATIONS:
   Net investment income ...............   $     5,523      $  6,151,782     $  6,690,887     $  7,247,815
   Net realized gain (loss) ............       458,032         6,305,200        3,677,543          689,721
   Change in unrealized appreciation /                                                     
      (depreciation) on investments ....       171,320         8,528,010       (2,661,985)      19,129,817
                                           -----------      ------------     ------------     ------------
   Net increase (decrease) in net assets                                                   
      from operations ..................       634,875        20,984,992        7,706,445       27,067,353
                                           -----------      ------------     ------------     ------------

FROM POLICY-RELATED TRANSACTIONS:                                                          
   Net premiums (Note 3) ...............     1,598,358        30,425,833       38,133,118       41,419,959
   Benefits and other policy-                                                              
      related transactions (Note 3) ....      (294,924)      (24,998,155)     (25,456,269      (22,866,003)
   Net transfers among funds ...........     8,886,415       (18,978,233)     (18,095,700       (3,379,296
                                           -----------      ------------     ------------     ------------

   Net increase (decrease) in net assets                                                   
      from policy-related transactions .    10,189,849       (13,550,555)      (5,418,851       15,174,660
                                           -----------      ------------     ------------     ------------

NET (INCREASE) DECREASE IN AMOUNT                                                          
   RETAINED BY EQUITABLE LIFE IN                                                           
   SEPARATE ACCOUNT FP (Note 4) ........      (449,170)         (113,620)         (36,213          (95,412)
                                           -----------      ------------     ------------     ------------

INCREASE (DECREASE) IN NET ASSETS                                                          
   ATTRIBUTABLE TO POLICYOWNERS ........    10,375,554         7,320,817        2,251,381       42,146,601
NET ASSETS ATTRIBUTABLE TO                                                                 
   POLICYOWNERS, BEGINNING OF PERIOD ...            --       174,338,480      172,087,099      129,940,498
                                           -----------      ------------     ------------     ------------

NET ASSETS ATTRIBUTABLE TO                                                                 
   POLICYOWNERS, END OF PERIOD .........   $10,375,554      $181,659,297     $174,338,480     $172,087,099
                                           ===========      ============     ============     ============
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-15

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

STATEMENTS OF CHANGES IN NET ASSETS (CONCLUDED)
FOR THE YEARS ENDED DECEMBER 31,

<TABLE>
<CAPTION>

                                                           ASSET ALLOCATION SERIES (CONTINUED):
                                           ----------------------------------------------------------------
                                              EQ/PUTNAM                         ALLIANCE
                                              BALANCED                      GROWTH INVESTORS
                                                FUND                              FUND
                                           ---------------  -----------------------------------------------
                                                1997*            1997             1996             1995
                                           ---------------  -------------    --------------   -------------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $   43,727       $ 14,710,285     $ 11,757,729     $ 13,059,547
   Net realized gain (loss) ............       31,680         53,312,210       75,274,214        9,174,038
   Change in unrealized appreciation /                                                       
      (depreciation) on investments ....      270,232         47,905,948      (14,635,180)      82,556,566
                                           ----------       ------------     ------------     ------------

   Net increase (decrease) in net assets                                                     
      from operations ..................      345,639        115,928,443       72,396,763      104,790,151
                                           ----------       ------------     ------------     ------------

FROM POLICY-RELATED TRANSACTIONS:                                                            
   Net premiums (Note 3) ...............      213,829        139,280,509      159,654,177      155,616,059
   Benefits and other policy-related                                                         
      transactions (Note 3) ............      (60,092)       (95,656,635)     (81,943,749)     (68,357,709)
   Net transfers among funds ...........    1,458,185        (35,207,298)      (7,652,116)      (3,269,896)
                                           ----------       ------------     ------------     ------------
                                                                                             
   Net increase (decrease) in net assets                                                     
      from policy related-transactions..    1,611,922          8,416,576       70,058,312       83,988,454
                                           ----------       ------------     ------------     ------------

NET (INCREASE) DECREASE IN AMOUNT                                                            
   RETAINED BY EQUITABLE LIFE                                                                
   IN SEPARATE ACCOUNT FP (Note 4) .....     (289,774)            79,090          (93,120)        (120,493)
                                           ----------       ------------     ------------     ------------

INCREASE (DECREASE) IN NET ASSETS                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........    1,667,787        124,424,109      142,361,955      188,658,112
NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, BEGINNING OF PERIOD .........           --        698,239,621      555,877,666      367,219,554
                                           ==========       ============     ============     ============

NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, END OF PERIOD ...............   $1,667,787       $822,663,730     $698,239,621     $555,877,666
                                           ==========       ============     ============     ============
</TABLE>

<TABLE>
<CAPTION>

                                                        ASSET ALLOCATION SERIES (CONTINUED):
                                           ----------------------------------------------------------------
                                                                                                  MERRILL
                                                                                                   LYNCH
                                                               ALLIANCE                            WORLD
                                                               BALANCED                          STRATEGY
                                                                 FUND                              FUND
                                           -----------------------------------------------    -------------
                                                1997             1996             1995             1997*
                                           -------------    -------------    -------------    -------------

INCREASE (DECREASE) IN NET ASSETS:
<S>                                        <C>              <C>              <C>              <C>
FROM OPERATIONS:
   Net investment income ...............   $ 11,212,220     $ 10,604,542     $ 10,038,346     $   14,446
   Net realized gain (loss) ............     27,027,612       33,240,237        8,427,606         35,369
   Change in unrealized appreciation /                                                       
      (depreciation) on investments ....     18,495,462         (714,363)      45,976,062        (37,926)
                                           ------------     ------------     ------------     ----------

   Net increase (decrease) in net assets                                                     
      from operations ..................     56,735,294       43,130,416       64,442,014         11,889
                                           ------------     ------------     ------------     ----------

FROM POLICY-RELATED TRANSACTIONS:                                                            
   Net premiums (Note 3) ...............     48,722,966       60,530,048       63,451,955        334,133
   Benefits and other policy-related                                                         
      transactions (Note 3) ............    (48,611,396)     (50,274,632)     (48,742,571)       (41,646)
   Net transfers among funds ...........    (55,377,177)     (22,122,080)     (18,908,540)     1,374,499
                                           ------------     ------------     ------------     ----------

   Net increase (decrease) in net assets                                                     
      from policy related-transactions .    (55,265,607)     (11,866,664)      (4,199,156)     1,666,986
                                           ------------     ------------     ------------     ----------

NET (INCREASE) DECREASE IN AMOUNT                                                            
   RETAINED BY EQUITABLE LIFE                                                                
   IN SEPARATE ACCOUNT FP (Note 4) .....         (4,006)        (134,906)         (93,214)       (94,148)
                                           ------------     ------------     ------------     ----------

INCREASE (DECREASE) IN NET ASSETS                                                            
   ATTRIBUTABLE TO POLICYOWNERS ........      1,465,681       31,128,846       60,149,644      1,584,727
NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, BEGINNING OF PERIOD .........    429,694,055      398,565,209      338,415,565             --
                                           ============     ============     ============     ==========

NET ASSETS ATTRIBUTABLE TO POLICY                                                            
   OWNERS, END OF PERIOD ...............   $431,159,736     $429,694,055     $398,565,209     $1,584,727
                                           ============     ============     ============     ==========
</TABLE>

See Notes to Financial Statements.

* Commencement of Operations on May 1, 1997.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-16

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS
December 31, 1997

1.  General

    Effective  January  1,  1997  Equitable   Variable  Life  Insurance  Company
    ("Equitable  Variable  Life" ) was merged into The Equitable  Life Assurance
    Society  of the United  States  ("Equitable  Life" ). From  January 1, 1997,
    Equitable  Life is  liable  in  place  of  Equitable  Variable  Life for the
    liabilities   and   obligations  of  Equitable   Variable  Life,   including
    liabilities under policies and contracts issued by Equitable  Variable Life,
    and all of Equitable Variable Life's assets became assets of Equitable Life.
    The  merger  had no  effect  on the  net  assets  of  the  Separate  Account
    attributable to contract owners.

    Equitable  Life  Separate  Account FP (the  Account) is  organized as a unit
    investment trust, a type of investment  company,  and is registered with the
    Securities and Exchange Commission under the Investment Company Act of 1940.
    The Account  consists of twenty-four  investment  funds:  the Alliance Money
    Market Fund,  the Alliance  Intermediate  Government  Securities  Fund,  the
    Alliance  Quality  Bond Fund,  the Alliance  High Yield Fund,  T. Rowe Price
    Equity Income Fund, the EQ/Putnam Growth and Income Value Fund, the Alliance
    Equity Index Fund,  the Merrill Lynch Basic Value Equity Fund,  the Alliance
    Common Stock Fund,  the MFS Research  Fund,  the Alliance  Global Fund,  the
    Alliance International Fund, the T. Rowe Price International Stock Fund, the
    Morgan Stanley Emerging  Markets Equity Fund, the Alliance  Aggressive Stock
    Fund,  the Warburg  Pincus Small Company Value Fund,  the Alliance Small Cap
    Growth Fund, MFS Emerging Growth  Companies Fund, the Alliance  Conservative
    Investors Fund, the EQ/Putnam  Balanced Fund, the Alliance Growth  Investors
    Fund, the Alliance  Balanced Fund, and the Merrill Lynch World Strategy Fund
    ("the  Funds").  The  assets  in each  fund  are  invested  in  shares  of a
    corresponding portfolio (Portfolio) of a mutual fund, Class IA shares of The
    Hudson  River Trust (HR Trust) or Class IB shares of EQ  Advisors  Trust (EQ
    Trust)  (Collectively  known as the Trusts).  Class IA shares are offered at
    net asset value and are not subject to distribution fees imposed pursuant to
    a distribution plan. Class IB shares are offered at net asset values and are
    subject to  distribution  fees imposed under a distribution  plan adopted in
    1997  pursuant  to Rule 12b-1 under the 1940 Act.  The Trusts are  open-end,
    diversified  management  investment  companies that invest separate  account
    assets of  insurance  companies.  Each  Portfolio  has  separate  investment
    objectives.

    The Account supports the operations of Incentive Life,  Incentive Life 2000,
    Incentive Life  Plus,(SM),  IL  Protector,(SM),  IL COLI,  flexible  premium
    variable life insurance  policies,  Champion 2000, modified premium variable
    whole life insurance  policies,  Survivorship  2000,  flexible premium joint
    survivorship  variable life insurance policies,  and SP-Flex,  variable life
    insurance  policies  with  additional  premium  option,  collectively,   the
    "Policies."  The Incentive Life 2000,  Champion 2000 and  Survivorship  2000
    policies  are herein  referred to as the "Series 2000  Policies."  Incentive
    Life  Plus  (SM)  policies  offered  with a  prospectus  dated  on or  after
    September  15,  1995,  are  referred to as  Incentive  Life Plus (SM) Second
    Series.  Incentive  Life Plus policies  issued with a prior  prospectus  are
    referred to as Incentive Life Plus Original Series.  All Policies are issued
    by Equitable  Life.  The assets of the Account are the property of Equitable
    Life.  However,  the portion of the  Account's  assets  attributable  to the
    Policies will not be chargeable  with  liabilities  arising out of any other
    business Equitable Life may conduct.

    Policyowners may allocate amounts in their individual  accounts to the Funds
    of the  Account  and/or  (except  for SP-Flex  policies)  to the  guaranteed
    interest  account of Equitable  Life's  General  Account.  Net  transfers to
    (from) the  guaranteed  interest  account of the  General  Account and other
    Separate Accounts of $165,714,430, $(7,511,567) and $6,569,672 for the years
    ended 1997, 1996 and 1995, respectively, are included in Net Transfers among
    Funds.  The net assets of any Fund of the  Account  may not be less than the
    aggregate of the policyowners'  accounts allocated to that Fund.  Additional
    assets are set aside in Equitable  Life's General Account to provide for (1)
    the unearned  portion of the monthly  charges for mortality  costs,  and (2)
    other policy benefits, as required under the state insurance law.

2.  Significant Accounting Policies

    The  accompanying  financial  statements  are  prepared in  conformity  with
    generally  accepted   accounting   principles  (GAAP).  The  preparation  of
    financial  statements  in conformity  with GAAP requires  management to make
    estimates  and  assumptions  that affect the reported  amounts of assets and
    liabilities and disclosure of contingent  assets and liabilities at the date
    of the  financial  statements  and the  reported  amounts  of  revenues  and
    expenses during the reporting period. Actual results could differ from those
    estimates.

    Investments  are made in shares of the Trust and are valued at the net asset
    values  per  share of the  respective  Portfolios.  The net  asset  value is
    determined  by the Trust  using the market or fair  value of the  underlying
    assets of the Portfolio less liabilities.

    Investment  transactions  are  recorded  on the trade  date.  Dividends  are
    recorded by HR Trust as income at the end of each quarter on the ex-dividend
    date  and by EQ Trust in the  fourth  quarter.  Dividend  and  capital  gain
    distributions are automatically reinvested on the ex-dividend date. Realized
    gains and losses  include  gains and losses on  redemptions  of the  Trust's
    shares  (determined  on the identified  cost basis) and Trust  distributions
    representing  the net realized gains on Trust  investment  transactions  are
    distributed by the Trust at the end of each year.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-17

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997

2.  Significant Accounting Policies (Continued)

    The  operations  of the Account are  included  in the  consolidated  Federal
    income tax return of Equitable  Life.  Under the provisions of the Policies,
    Equitable  Life has the right to charge the Account  for Federal  income tax
    attributable  to the Account.  No charge is currently being made against the
    Account for such tax since,  under current tax law,  Equitable  Life pays no
    tax on  investment  income and capital  gains  reflected  in  variable  life
    insurance  policy  reserves.  However,  Equitable  Life retains the right to
    charge for any Federal  income tax  incurred  which is  attributable  to the
    Account if the law is changed.  Charges for state and local  taxes,  if any,
    attributable to the Account also may be made.

3.  Asset Charges

    Under the Policies,  Equitable Life assumes mortality and expense risks and,
    to cover these risks,  charges the daily net assets of the Account currently
    at annual rates of 0.60% of the net assets  attributable  to Incentive Life,
    Incentive  Life 2000,  Incentive  Life Plus Second  Series and Champion 2000
    policyowners,   0.90%  of  net  assets  attributable  to  Survivorship  2000
    policyowners,  0.80% for IL  Protector  policyowners,  and 0.85% for SP-Flex
    policyowners.  Incentive Life Plus Original Series,  and IL COLI deduct this
    charge of 0.85% from the Policy Account. Under SP-Flex,  Equitable Life also
    charges the daily net assets of the Account for mortality and administrative
    costs of 0.60%  and  0.35%,  respectively,  of net  assets  attributable  to
    SP-Flex policies.

    Under  Incentive  Life,  Incentive  Life Plus,  Series 2000 and IL Protector
    policies,  mortality and administrative  charges are assessed in a different
    manner than SP-Flex policies.

    Before  amounts are remitted to the Account for  Incentive  Life,  Incentive
    Life Plus, IL COLI, and the Series 2000  Policies,  Equitable Life deducts a
    charge  for taxes and either an initial  policy  fee  (Incentive  Life) or a
    premium sales charge  (Incentive  Life Plus,  and Series 2000 Policies) from
    premiums.  Under  SP-Flex,  the entire  initial  premium is allocated to the
    Account.  Before any additional  premiums under SP-Flex are allocated to the
    Account, however, an administrative charge is deducted.

    The  amounts  attributable  to  Incentive  Life,  Incentive  Life  Plus,  IL
    Protector,  IL COLI, and the Series 2000 policyowners' accounts are assessed
    monthly by Equitable Life for mortality and  administrative  charges.  These
    charges are withdrawn  from the Accounts  along with amounts for  additional
    benefits.   Under  the   Policies,   amounts  for   certain   policy-related
    transactions  (such as policy loans and  surrenders)  are transferred out of
    the Separate Account.

4.  Amounts Retained by Equitable Life in Separate Account FP

    The amount  retained by  Equitable  Life  (surplus)  in the  Account  arises
    principally  from (1)  contributions  from Equitable Life, (2) mortality and
    expense charges and administrative  charges accumulated in the account,  and
    (3) that portion,  determined ratably,  of the Account's  investment results
    applicable  to those  assets in the  Account in excess of the net assets for
    the Policies.  Amounts retained by Equitable Life are not subject to charges
    for mortality and expense charges and administrative charges.

    Amounts  retained by Equitable Life in the Account may be transferred at any
    time by Equitable Life to its General Account.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-18

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997

4.  Amounts Retained by Equitable Life in Separate Account FP (Continued)

The following table shows the surplus  contributions  (withdrawals) by Equitable
Life by investment fund:

<TABLE>
<CAPTION>

                                                                         YEARS ENDED DECEMBER 31,
                                                                -------------------------------------------
           INVESTMENT FUND                                          1997           1996           1995
           ---------------                                          ----           ----           ----
         <S>                                                     <C>             <C>           <C>
          Fixed Income Series:
               Alliance Money Market                                      --            --     $  (250,000)
               Alliance Intermediate Government Securities                --            --        (165,000)
               Alliance Quality Bond                                      --     $(125,000)     (4,800,000)
               Alliance High Yield                                        --            --        (100,000)
           Equity Series:
               T. Rowe Price Equity Income                       $ 1,300,000            --              --
               EQ/Putnam Growth & Income Value                     1,200,000            --              --
               Alliance Growth & Income                                   --       (75,000)       (685,000)
               Alliance Equity Index                                      --            --              --
               Merrill Lynch Basic Value Equity                    1,200,000            --              --
               Alliance Common Stock                                      --      (185,000)       (630,000)
               MFS Research                                        2,000,000            --              --
               Alliance Global                                            --            --        (130,000)
               Alliance International                                     --            --         200,000
               T. Rowe Price International Stock                   4,000,000            --              --
               Morgan Stanley Emerging Markets Equity              4,000,000            --              --
               Alliance Aggressive Stock                                  --      (125,000)       (350,000)
               Warburg Pincus Small Company Value                    600,000            --              --
               Alliance Small Cap Growth                           1,200,000            --              --
               MFS Emerging Growth Companies                       2,000,000            --              --
           Asset Allocation Series:
               Alliance Conservative Investors                            --       (80,000)             --
               EQ/Putnam Balanced                                  2,000,000            --              --
               Alliance Growth Investors                                  --      (175,000)             --
               Alliance Balanced                                          --       (90,000)             --
               Merrill Lynch World Strategy                        2,000,000            --              --
</TABLE>


5.  Distribution and Servicing Agreement

    Equitable Life has entered into a Distribution and Servicing  Agreement with
    EQ Financial  Consultants Inc.,  whereby  registered  representatives  of EQ
    Financial  Consultants  Inc.,  authorized as variable life insurance  agents
    under  applicable  state insurance  laws, sell the Policies.  The registered
    representatives are compensated on a commission basis by Equitable Life.

6.  Investment Returns

    The tables on the following pages show the gross and net investment  returns
    with  respect to the Funds for the  periods  shown.  The net return for each
    Fund is based upon  beginning  and ending net assets for a policy and is not
    based on the average net assets in the Fund during such period. Gross return
    is equal to the total return earned by the underlying Trust investment.

    The  Separate  Account  rates of  return  attributable  to  Incentive  Life,
    Incentive  Life 2000,  Incentive  Life Plus Second  Series and Champion 2000
    policyowners  are different than those  attributable to  Survivorship  2000,
    Incentive Life Plus Original Series,  IL Protector,  IL COLI, and to SP-Flex
    policyowners  because  asset  charges are deducted at different  rates under
    each policy (see Note 3).

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-19
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN:
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*

<TABLE>
<CAPTION>

FIXED INCOME SERIES:

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%    3.56%    6.18%    8.24%     9.18%    7.32%
Net return................      4.79%    4.70%    5.11%    3.39%     2.35%    2.94%    5.55%    7.59%     8.53%    6.68%

<CAPTION>

                                                                                      APRIL 1(A) TO
ALLIANCE INTERMEDIATE                        YEARS ENDED DECEMBER 31,                  DECEMBER 31,
                              ------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1997     1996     1995      1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----         ----
<S>                             <C>      <C>     <C>      <C>         <C>     <C>          <C>
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%    5.60%        12.26%
Net return................      6.65%    3.15%   12.65%   (4.95)%     9.88%   4.96%        11.60%

<CAPTION>
                                                                   OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,        DECEMBER 31,
                              -----------------------------------------------------
ALLIANCE QUALITY BOND FUND      1997     1996     1995      1994        1993
- --------------------------      ----     ----     ----      ----        ----
<S>                             <C>      <C>     <C>      <C>          <C>
Gross return..............      9.14%    5.36%   17.02%   (5.10)%      (0.51)%
Net return................      8.49%    4.73%   16.32%   (5.67)%      (0.66)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>        <C>      <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%   12.31%   24.46%   (1.12)%    5.13%    9.73%
Net return................     17.76%   22.14%   19.20%   (3.37)%   22.41%   11.64%   23.72%   (1.71)%    4.50%    9.08%
</TABLE>


EQUITY SERIES:
                                MAY 1(A) TO
T. ROWE PRICE EQUITY            DECEMBER 31,
                              -----------------
INCOME FUND                         1997
- -----------                         ----
Gross return..............          22.11%
Net return................          21.64%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
EQ/PUTNAM GROWTH                    1997        
& INCOME VALUE FUND                 ----        
Gross return..............          16.23%
Net return................          15.75%

                                                                OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,      DECEMBER 31,
                               -------------------------------------------------
ALLIANCE GROWTH & INCOME FUND   1997     1996     1995      1994      1993
- -----------------------------   ----     ----     ----      ----      ----
Gross return..............     26.90%   20.09%   24.07%   (0.58)%    (0.25)%
Net return................     25.99%   19.36%   23.33%   (1.17)%    (0.41)%

                                 SEPTEMBER 30(A)
                               YEARS ENDED DECEMBER 31,  TO DECEMBER 31,
                              --------------------------------------------
ALLIANCE EQUITY INDEX FUND      1997     1996     1995         1994
- --------------------------      ----     ----     ----         ----
Gross return..............     32.58%   22.39%   36.48%       1.08%
Net return................     31.77%   21.65%   35.66%       0.58%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-20

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+
NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)
DECEMBER 31, 1997
RATES OF RETURN (CONTINUED)
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*


EQUITY SERIES (CONTINUED):
                                MAY 1(A) TO
MERRILL LYNCH BASIC             DECEMBER 31,
                              -----------------
VALUE EQUITY FUND                   1997
- -----------------                   ----
Gross return..............          16.99%
Net return................          16.55%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%    3.22%   37.88%   (8.12)%   25.59%   22.43%
Net return................     28.44%   23.53%   31.66%   (2.73)%   24.08%    2.60%   37.06%   (8.67)%   24.84%   21.70%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
MFS RESEARCH FUND                   1997
- -----------------                   ----
Gross return..............          16.07%
Net return................          15.59%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE GLOBAL FUND            1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>       <C>      <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%   (0.50)%  30.55%   (6.07)%   26.93%   10.88%
Net return................     10.88%   13.91%   18.11%    4.60%    31.33%   (1.10)%  29.77%   (6.63)%   26.17%   10.22%
</TABLE>

                                                               APRIL 3(A) TO
                                  YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              -------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............        (2.98)%           9.82%         11.29%
Net return................        (3.63)%           9.15%         10.79%

                                MAY 1(A) TO
T. ROWE PRICE                   DECEMBER 31,
                              -----------------
INTERNATIONAL STOCK FUND            1997
- ------------------------            ----
Gross return..............        (1.49)%
Net return................        (1.90)%

                              AUGUST 20(A) TO
MORGAN STANLEY EMERGING         DECEMBER 31,
                              -----------------
MARKETS EQUITY FUND                 1997
- -------------------                 ----
Gross return..............         (20.16)%
Net return................         (20.37)%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                                ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND    1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------------    ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                              <C>      <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>       <C>
Gross return..............       10.94%   22.20%   31.63%   (3.81)%   16.77%   (3.16)%  86.86%    8.17%    43.50%    1.17%
Net return................       10.14%   21.46%   30.85%   (4.39)%   16.05%   (3.74)%  85.75%    7.51%    42.64%    0.53%
</TABLE>

                                MAY 1(A) TO
WARBURG PINCUS SMALL            DECEMBER 31,
                              -----------------
COMPANY VALUE FUND                  1997
- ------------------                  ----
Gross return..............          19.15%
Net return................          18.65%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-21
<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE,
INCENTIVE LIFE 2000,
INCENTIVE LIFE PLUS SECOND SERIES
AND CHAMPION 2000*



EQUITY SERIES (CONCLUDED):
                                MAY 1(A) TO
ALLIANCE SMALL CAP              DECEMBER 31,
                              -----------------
GROWTH FUND                         1997
- -----------                         ----
Gross return..............          26.74%
Net return................          26.18%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
MFS EMERGING GROWTH                 1997        
COMPANIES FUND                      ----        
Gross return..............          22.42%
Net return................          21.95%

<TABLE>
<CAPTION>

ASSET ALLOCATION SERIES:
                                                                                                       OCTOBER 2(A) TO
ALLIANCE CONSERVATIVE                                 YEARS ENDED DECEMBER 31,                           DECEMBER 31,
                              ------------------------------------------------------------------------------------------
INVESTORS FUND                  1997     1996     1995      1994     1993     1992     1991      1990        1989
- --------------                  ----     ----     ----      ----     ----     ----     ----      ----        ----
<S>                            <C>       <C>     <C>      <C>       <C>       <C>     <C>       <C>           <C>
Gross return..............     13.25%    5.21%   20.40%   (4.10)%   10.76%    5.72%   19.87%    6.37%         3.09%
Net return................     12.55%    4.57%   19.68%   (4.67)%   10.15%    5.09%   19.16%    5.73%         2.94%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
EQ/PUTNAM BALANCED FUND             1997
- -----------------------             ----
Gross return..............          14.38%
Net return................          14.02%

<TABLE>
<CAPTION>

                                                                                                        OCTOBER 2(A) TO
                                                       YEARS ENDED DECEMBER 31,                           DECEMBER 31,
                              -------------------------------------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND  1997     1996      1995     1994     1993     1992      1991     1990         1989
- ------------------------------  ----     ----      ----     ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>           <C>
Gross return..............     16.87%   12.61%    26.37%   (3.15)%  15.26%    4.90%    48.89%   10.66%        3.98%
Net return................     16.07%   11.93%    25.62%   (3.73)%  14.58%    4.27%    48.01%   10.00%        3.82%


<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............     15.06%   11.68%   19.75%   (8.02)%   12.28%   (2.84)%  41.26%    0.24 %   25.83%   13.27%
Net return................     14.30%   11.00%   19.03%   (8.57)%   11.64%   (3.42)%  40.42%   (0.36)%   25.08%   12.59%
</TABLE>

                                MAY 1(A) TO
MERRILL LYNCH                   DECEMBER 31,
                              -----------------
WORLD STRATEGY FUND                 1997
- -------------------                 ----
Gross return..............           4.70%
Net return................           4.29%

- -------------------------------
*  Sales of Incentive  Life 2000 and Champion  2000  commenced on March 2, 1992.
   Sales of Incentive Life Plus Second Series commenced on September 15, 1995.
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-22

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000

<TABLE>
<CAPTION>

FIXED INCOME SERIES:
                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993         1992
- --------------------------      ----     ----     ----      ----     ----         ----
<S>                             <C>      <C>      <C>      <C>       <C>          <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%        1.11%
Net return................      4.47%    4.38%    4.80%    3.08%     2.04%        0.77%

ALLIANCE INTERMEDIATE
GOVERNMENT SECURITIES FUND
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%        0.90%
Net return................      6.33%    2.84%   12.31%   (5.23)%     9.55%       0.56%

<CAPTION>

                                                                   OCTOBER 1(A) TO
                                    YEARS ENDED DECEMBER 31,        DECEMBER 31,
                              -----------------------------------------------------
ALLIANCE QUALITY BOND FUND      1997     1996     1995      1994        1993
- --------------------------      ----     ----     ----      ----        ----
<S>                             <C>      <C>     <C>      <C>          <C>
Gross return..............      9.14%    5.36%   17.02%   (5.10)%      (0.51)%
Net return................      8.16%    4.41%   15.97%   (5.95)%      (0.73)%

<CAPTION>

                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993         1992
- ------------------------        ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>      <C>      <C>       <C>           <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%        1.84%
Net return................     17.40%   21.77%   18.84%   (3.66)%   22.04%        1.50%
</TABLE>


EQUITY SERIES:
                                MAY 1(A) TO
T. ROWE PRICE EQUITY            DECEMBER 31,
                              -----------------
INCOME FUND                         1997
- -----------                         ----
Gross return..............          22.11%
Net return................          21.40%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
EQ/PUTNAM GROWTH                    1997        
& INCOME VALUE FUND                 ----        
Gross return..............          16.23%
Net return................          15.52%

                                                                  OCTOBER 1(A)
                                    YEARS ENDED DECEMBER 31,     TO DECEMBER 31,
                                ------------------------------------------------
ALLIANCE GROWTH & INCOME FUND     1997    1996    1995     1994      1993
- -----------------------------     ----    ----    ----     ----      ----
Gross return..............       26.90%  20.09%  24.07%  (0.58)%    (0.25)%
Net return................       25.61%  19.00%  22.96%  (1.47)%    (0.48)%

                                                                   MARCH 1(A) TO
                                      YEARS ENDED DECEMBER 31,      DECEMBER 31,
                                ------------------------------------------------
ALLIANCE EQUITY INDEX FUND        1997         1996          1995      1994
- --------------------------        ----         ----          ----      ----
Gross return..............        32.58%       22.39%       36.48%     1.08%
Net return................        31.38%       21.28%       35.26%     0.33%

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-23


<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000



EQUITY SERIES (CONTINUED):
                                MAY 1(A) TO
MERRILL LYNCH BASIC             DECEMBER 31,
                              -----------------
VALUE EQUITY FUND                   1997
- -----------------                   ----
Gross return..............          16.99%
Net return................          16.32%

<TABLE>
<CAPTION>

                                                                            AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993         1992
- --------------------------      ----     ----     ----      ----     ----         ----
<S>                            <C>      <C>      <C>      <C>       <C>           <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%        5.28%
Net return................     28.06%   23.15%   31.26%   (3.02)%   23.70%        4.93%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
MFS RESEARCH FUND                   1997
- -----------------                   ----
Gross return..............          16.07%
Net return................          15.36%

<TABLE>
<CAPTION>

                                                                            AUGUST 17(A) TO
ALLIANCE GLOBAL FUND                     YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
<S>                            <C>      <C>      <C>       <C>      <C>           <C>
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%        4.87%
Net return................     10.54%   13.56%   17.75%    4.29%    30.93%        4.52%
</TABLE>

                                                               APRIL 3(A) TO
                                 YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              -------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............          (2.98)%         9.82%         11.29%
Net return................          (3.93)%         8.82%         10.55%

                                MAY 1(A) TO
T. ROWE PRICE                   DECEMBER 31,
                              -----------------
INTERNATIONAL STOCK FUND            1997
- ------------------------            ----
Gross return..............          (1.49)%
Net return................          (2.10)%

                              AUGUST 20(A) TO
MORGAN STANLEY EMERGING         DECEMBER 31,
                              -----------------
MARKETS EQUITY FUND                 1997
- -------------------                 ----
Gross return..............         (20.16)%
Net return................         (20.46)%

- -------------------------------  
(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The gross return and the net return for the periods  indicated are not
    annual  rates of  return. 
+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.


                                     FSA-24

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONCLUDED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SURVIVORSHIP 2000



<TABLE>
<CAPTION>

EQUITY SERIES (CONCLUDED):
                                                                              MARCH 1(A) TO
                                         YEARS ENDED DECEMBER 31,              DECEMBER 31,
                                 ----------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND     1997     1996     1995      1994     1993         1992
- ------------------------------     ----     ----     ----      ----     ----         ----
<S>                                <C>     <C>      <C>      <C>       <C>           <C>
Gross return..............        10.94%   22.20%   31.63%   (3.81)%   16.77%        11.49%
Net return................         9.81%   21.09%   30.46%   (4.68)%   15.70%        11.11%
</TABLE>

                                MAY 1(A) TO
WARBURG PINCUS SMALL            DECEMBER 31,
                              -----------------
COMPANY VALUE FUND                  1997
- ------------------                  ----
Gross return..............          19.15%
Net return................          18.41%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
ALLIANCE SMALL CAP                  1997        
GROWTH FUND                         ----        
Gross return..............          26.74%
Net return................          25.92%

                                MAY 1(A) TO     
                                DECEMBER 31,    
                              ----------------- 
MFS EMERGING GROWTH                 1997        
COMPANIES FUND                      ----        
Gross return..............          22.42%
Net return................          21.70%

<TABLE>
<CAPTION>

ASSET ALLOCATION SERIES:
                                                                            AUGUST 17(A) TO
ALLIANCE CONSERVATIVE                    YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
INVESTORS FUND                  1997     1996     1995      1994     1993         1992
- --------------                  ----     ----     ----      ----     ----         ----
<S>                            <C>       <C>     <C>      <C>         <C>         <C>
Gross return..............     13.25%    5.21%   20.40%   (4.10)%   10.76%        1.38%
Net return................     12.21%    4.26%   19.32%   (4.96)%     9.81%       1.04%
</TABLE>

                                MAY 1(A) TO
                                DECEMBER 31,
                              -----------------
EQ/PUTNAM BALANCED FUND             1997
- -----------------------             ----
Gross return..............         14.38%
Net return................         13.79%

<TABLE>
<CAPTION>

ALLIANCE GROWTH INVESTORS FUND
- ------------------------------                                              AUGUST 17(A) TO
                                         YEARS ENDED DECEMBER 31,             DECEMBER 31,
                              ---------------------------------------------------------------
<S>                            <C>      <C>      <C>      <C>       <C>          <C>
Gross return..............     16.87%   12.61%   26.37%   (3.15)%   15.26%       6.89%
Net return................     15.72%   11.59%   25.24%   (4.02)%   14.24%       6.53%

ALLIANCE BALANCED FUND
Gross return..............     15.06%   11.68%   19.75%   (8.02)%   12.28%       5.37%
Net return................     13.96%   10.67%   18.68%   (8.84)%   11.30%       5.02%
</TABLE>

                                MAY 1(A) TO
MERRILL LYNCH                   DECEMBER 31,
                              -----------------
WORLD STRATEGY FUND                 1997
- -------------------                 ----
Gross return..............         4.70%
Net return................         4.08%

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.
+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-25

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE PLUS ORIGINAL SERIES*(B)


FIXED INCOME SERIES:

                                                 YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                             1997          1996          1995
                                             ----          ----          ----
Alliance Money Market Fund............       5.42%         5.33%         5.69%
Alliance Intermediate Government
Securities Fund.......................       7.29%         3.78%        13.31%
Alliance Quality Bond Fund............       9.14%         5.36%        17.13%
Alliance High Yield Fund..............      18.47%        22.89%        19.95%

EQUITY SERIES:

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------

                                                  1997
T. Rowe Price Equity Income Fund......           22.13%
EQ/Putnam Growth & Income
Value Fund............................           14.48%

                                               YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                           1997          1996          1995
                                           ----          ----          ----
Alliance Growth & Income Fund.........    26.90%        20.09%        24.38%
Alliance Equity Index Fund............    32.57%        22.38%        36.53%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Merrill Lynch Basic Value
Equity Fund...........................            17.02%

                                                YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                           1997          1996          1995
                                           ----          ----          ----
Alliance Common Stock Fund............     29.40%       24.28%        33.07%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------

                                                  1997
MFS Research Fund.....................            16.05%

                                                  YEARS ENDED DECEMBER 31,
                                        ----------------------------------------
                                            1997           1996            1995
                                            ----           ----            ----
Alliance Global Fund..................     11.66%         14.60%          19.38%


                                            YEARS ENDED          APRIL 30 TO
                                            DECEMBER 31,       DECEMBER 31, (A)
                                        ---------------------------------------
                                          1997        1996           1995
                                          ----        ----           ----
Alliance International Fund...........   (3.05)%      9.81%         11.29%

- -----------------------------------------
*Sales of Incentive Life Plus Original Series commenced on January 6, 1995.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

(b) There are no Separate  Account  asset  charges for this policy and therefore
    the gross and net rates of return  are the same.  The rate of return for the
    year ended December 31, 1995 indicated is not an annual rate of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.

                                     FSA-26
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
INCENTIVE LIFE PLUS ORIGINAL SERIES*(B)


EQUITY SERIES (CONCLUDED):

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
T. Rowe Price International
Stock Fund............................            (1.50)%

                                         AUGUST 20 TO DECEMBER
                                                31, (A)
                                        -------------------------
                                                  1997
Morgan Stanley Emerging Markets
Equity Fund...........................           (20.19)%

                                                 YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                            1997          1996           1995
                                            ----          ----           ----
Alliance Aggressive Stock Fund........      10.94%       22.20%         33.00%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Warburg Pincus Small Company                      19.13%
Value Fund............................
Alliance Small Cap Growth Fund........            26.69%
MFS Emerging Growth
Companies Fund........................            22.44%

ASSET ALLOCATION SERIES:

                                                YEARS ENDED DECEMBER 31,
                                        ---------------------------------------
                                          1997          1996           1995
                                          ----          ----           ----
Alliance Conservative Investors Fund..    13.25%        5.21%         20.59%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
EQ/Putnam Balanced Fund...............           14.48%

                                              YEARS ENDED DECEMBER 31,
                                        -------------------------------------
                                          1997         1996          1995
                                          ----         ----          ----
Alliance Growth Investors Fund........    16.87%      12.61%        26.92%
Alliance Balanced Fund................    15.06%      11.68%        20.32%

                                         MAY 1 TO DECEMBER 31,
                                                  (A)
                                        -------------------------
                                                  1997
Merrill Lynch World Strategy Fund.....            4.71%

- -----------------------------------------
*Sales of Incentive Life Plus Original Series commenced on January 6, 1995.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

(b) There are no Separate  Account  asset  charges for this policy and therefore
    the gross and net rates of return  are the same.  The rate of return for the
    year ended December 31, 1995 indicated is not an annual rate of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-27

<PAGE>

THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*

FIXED INCOME SERIES:

                                               YEAR ENDED    AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                          ------------------------------------
                                                   1997           1996
                                                   ----           ----
ALLIANCE MONEY MARKET FUND
Gross return .........................             5.42%          5.33%
Net return ...........................             4.57%          2.98%

ALLIANCE INTERMEDIATE GOVERNMENT
SECURITIES
Gross return .........................             7.29%          3.78%
Net return ...........................             6.43%          4.49%

ALLIANCE QUALITY BOND FUND
Gross return .........................             9.14%          5.36%
Net return ...........................             8.27%          7.86%

ALLIANCE HIGH YIELD FUND
Gross return .........................            18.47%         22.89%
Net return ...........................            17.52%         13.90%

EQUITY SERIES:

                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
T. ROWE PRICE EQUITY INCOME FUND
Gross return .........................            22.11%
Net return ...........................            21.48%

EQ/PUTNAM GROWTH & INCOME
VALUE FUND
Gross return .........................            16.23%
Net return ...........................            13.87%


                                               YEAR ENDED     AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER  31,
                                        ---------------------------------------
                                                   1997            1996
                                                   ----            ----
ALLIANCE GROWTH & INCOME FUND
Gross return .........................            26.90%          20.09%
Net return ...........................            25.74%          15.63%

ALLIANCE EQUITY INDEX FUND
Gross return .........................            32.58%          22.39%
Net return ...........................            31.51%          16.25%



- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-28
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*


EQUITY SERIES (CONTINUED):


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
MERRILL LYNCH BASIC VALUE
EQUITY FUND
Gross return .........................            16.99%
Net return ...........................            16.40%


                                               YEAR ENDED     AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                  1997              1996
                                                  ----              ----
ALLIANCE COMMON STOCK FUND
Gross return .........................           29.40%            24.28%
Net return ...........................           28.18%            17.44%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
MFS RESEARCH FUND
Gross return .........................            16.07%
Net return ...........................            15.43%


                                                 YEAR ENDED    AUGUST 5(A) TO
                                                DECEMBER 31,     DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE GLOBAL FUND
Gross return .........................            11.66%           14.60%
Net return ...........................            10.65%            6.78%

ALLIANCE INTERNATIONAL FUND
Gross return .........................            (2.98)%           9.82%
Net return ...........................            (3.83)%           2.11%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
T. ROWE PRICE INTERNATIONAL STOCK FUND
Gross return .........................
                                                  (1.49)%
Net return ...........................            (2.03)%


                                         AUGUST 20(A) TO DECEMBER
                                                   31,
                                        ---------------------------

                                                   1997
MORGAN STANLEY EMERGING MARKETS
EQUITY FUND
Gross return .........................
                                                 (20.16)%
Net return ...........................           (20.43)%

- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-29

<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
IL PROTECTOR*


EQUITY SERIES (CONCLUDED):

                                                 YEAR ENDED    AUGUST 5(A) TO
                                                DECEMBER 31,     DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE AGGRESSIVE STOCK FUND
Gross return .........................            10.94%           22.20%
Net return ...........................             9.92%            6.22%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
WARBURG PINCUS SMALL COMPANY
VALUE FUND
Gross return .........................            19.15%
Net return ...........................            18.49%

ALLIANCE SMALL CAP GROWTH FUND
Gross return .........................            26.74%
Net return ...........................            26.01%

MFS EMERGING GROWTH COMPANIES FUND
Gross return .........................            22.42%
Net return ...........................            21.78%

ASSET ALLOCATION SERIES:

                                               YEAR ENDED    AUGUST 5(A) TO
                                               DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                   1997            1996
                                                   ----            ----
ALLIANCE CONSERVATIVE INVESTORS FUND
Gross return .........................            13.25%           5.21%
Net return ...........................            12.32%           7.94%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------
                                                   1997
EQ/PUTNAM BALANCED FUND
Gross return .........................            14.38%
Net return ...........................            13.87%


                                                 YEAR ENDED   AUGUST 5(A) TO
                                                DECEMBER 31,    DECEMBER 31,
                                        ---------------------------------------
                                                   1997             1996
                                                   ----             ----
ALLIANCE GROWTH INVESTORS FUND
Gross return .........................            16.87%           12.61%
Net return ...........................            15.84%            9.38%

ALLIANCE BALANCED FUND
Gross return .........................            15.06%           11.68%
Net return ...........................            14.07%            8.67%


                                         MAY 1(A) TO DECEMBER 31,
                                        ---------------------------

                                                   1997
MERRILL LYNCH WORLD STRATEGY FUND
Gross return .........................             4.70%
Net return ...........................             4.15%

- -----------------------------------------
*Sales of Incentive Life Protector commenced on August 5, 1996.

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The returns for the periods indicated are not annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-30
<PAGE>


THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+


NOTES TO FINANCIAL STATEMENTS -- (CONTINUED)

DECEMBER 31, 1997

RATES OF RETURN (CONTINUED)
SP-FLEX

<TABLE>
<CAPTION>

FIXED INCOME SERIES:
                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE MONEY MARKET FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>       <C>      <C>
Gross return..............      5.42%    5.33%    5.74%    4.02%     3.00%    3.56%    6.17%    8.24%     9.18%    7.32%
Net return................      3.54%    3.44%    3.86%    2.17%     1.13%    1.71%    4.29%    6.30%     7.24%    5.41%

<CAPTION>

                                                                                      APRIL 1(A) TO
ALLIANCE INTERMEDIATE                        YEARS ENDED DECEMBER 31,                  DECEMBER 31,
                              ------------------------------------------------------------------------
GOVERNMENT SECURITIES FUND      1997     1996     1995      1994     1993     1992         1991
- --------------------------      ----     ----     ----      ----     ----     ----         ----
<S>                             <C>      <C>     <C>      <C>         <C>     <C>         <C>
Gross return..............      7.29%    3.78%   13.33%   (4.37)%   10.58%    5.60%       12.10%
Net return................      5.38%    1.91%   11.31%   (6.08)%     8.57%   3.71%       10.59%

<CAPTION>
                                                                              SEPTEMBER 1(A)
                                                                                    TO
                                         YEARS ENDED DECEMBER 31,               DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE QUALITY BOND FUND          1997           1996            1995            1994
- --------------------------          ----           ----            ----            ----
<S>                                <C>             <C>            <C>            <C>    
Gross return..............         9.14%           5.36%          17.02%         (2.20)%
Net return................         7.19%           3.47%          14.94%         (2.35)%

<CAPTION>
                                                                YEARS ENDED DECEMBER 31,
                              --------------------------------------------------------------------------------------------
ALLIANCE HIGH YIELD FUND        1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------        ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>      <C>      <C>      <C>        <C>      <C>
Gross return..............     18.47%   22.89%   19.92%   (2.79)%   23.15%   12.31%   24.46%   (1.12)%    5.13%    9.73%
Net return................     16.35%   20.68%   17.79%   (4.52)%   20.96%   10.30%   22.25%   (2.89)%    3.26%    7.78%
</TABLE>

EQUITY SERIES:
                                                                 SEPTEMBER 1(A)
                                                                      TO
                                   YEARS ENDED DECEMBER 31,      DECEMBER 31,
                              --------------------------------------------------
ALLIANCE GROWTH & INCOME FUND    1997        1996         1995       1994
- -----------------------------    ----        ----         ----       ----
Gross return..............      26.90%      20.09%       24.07%    (3.40)%
Net return................      24.50%      17.93%       21.87%    (3.55)%

ALLIANCE EQUITY INDEX FUND       1997        1996         1995       1994
- --------------------------       ----        ----         ----       ----
Gross return..............      32.58%      22.39%       36.48%    (2.54)%
Net return................      30.21%      20.19%       34.06%    (2.69)%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE COMMON STOCK FUND      1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------------      ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return..............     29.40%   24.28%   32.45%   (2.14)%   24.84%    3.23%   37.87%   (8.12)%   25.59%   22.43%
Net return................     26.91%   22.04%   30.10%   (3.88)%   22.60%    1.38%   35.43%   (9.76)%   23.36%   20.26%

ALLIANCE GLOBAL FUND            1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- --------------------            ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
Gross return..............     11.66%   14.60%   18.81%    5.23%    32.09%   (0.50)%  30.55%   (6.07)%   26.93%   10.88%
Net return................      9.56%   12.54%   16.70%    3.36%    29.77%   (2.28)%  28.23%   (7.75)%   24.67%     8.90%
</TABLE>

                                        YEARS ENDED           APRIL 3(A) TO
                                       DECEMBER 31,            DECEMBER 31,
                              ------------------------------------------------
ALLIANCE INTERNATIONAL FUND         1997           1996            1995
- ---------------------------         ----           ----            ----
Gross return..............        (3.05)%          9.82%          11.29%
Net return................        (4.78)%          7.84%           9.82%

<TABLE>
<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE AGGRESSIVE STOCK FUND  1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ------------------------------  ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                             <C>     <C>      <C>      <C>       <C>      <C>      <C>       <C>      <C>      <C>
Gross return..............     10.94%   22.20%   31.63%   (3.81)%   16.77%   (3.16)%  86.86%    8.17%    43.50%    1.17 %
Net return................      8.83%   20.00%   29.30%   (5.53)%   14.67%   (4.89)%  83.54%    6.23%    40.95%   (0.66)%
</TABLE>

- -------------------------------
(a)Date as of which net premiums under the policies were first  allocated to the
   Fund.  The gross return and the net return for the periods  indicated are not
   annual rates of return.

+ Formerly known as Equitable Variable Life Insurance Company Separate Account
  FP.


                                     FSA-31
<PAGE>




THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
SEPARATE ACCOUNT FP+

NOTES TO FINANCIAL STATEMENTS -- (CONCLUDED)

DECEMBER 31, 1997

RATES OF RETURN (CONCLUDED)
SP-FLEX


ASSET ALLOCATION SERIES:
<TABLE>
<CAPTION>
                                                                              SEPTEMBER 1(A)
ALLIANCE CONSERVATIVE                    YEARS ENDED DECEMBER 31,                   TO
                                                                               DECEMBER 31,
                              ----------------------------------------------------------------
INVESTORS FUND                      1997           1996            1995            1994
- --------------                      ----           ----            ----            ----
<S>                                <C>             <C>            <C>            <C>    
Gross return..................     13.25%          5.21%          20.40%         (1.83)%
Net return....................     11.21%          3.32%          18.26%         (1.98)%

<CAPTION>
                                                                              SEPTEMBER 1(A)
                                         YEARS ENDED DECEMBER 31,                   TO
                                                                               DECEMBER 31,
                              ----------------------------------------------------------------
ALLIANCE GROWTH INVESTORS FUND      1997           1996            1995            1994
- ------------------------------      ----           ----            ----            ----
<S>                                <C>            <C>             <C>            <C>    
Gross return..................     16.87%         12.61%          26.37%         (3.16)%
Net return....................     14.69%         10.58%          24.12%         (3.31)%

<CAPTION>

                                                                YEARS ENDED DECEMBER 31,
                              ---------------------------------------------------------------------------------------------
ALLIANCE BALANCED FUND          1997     1996     1995      1994     1993     1992     1991      1990     1989     1988
- ----------------------          ----     ----     ----      ----     ----     ----     ----      ----     ----     ----
<S>                            <C>      <C>      <C>      <C>       <C>       <C>     <C>      <C>       <C>      <C>
Gross return.................. 15.06%   11.68%   19.75%   (8.02)%   12.28%    (2.83)% 41.27%    0.24 %   25.83%   13.27%
Net return.................... 12.94%    9.67%   17.62%   (9.66)%   10.31%    (4.57)% 38.75%   (1.56)%   23.59%   11.25%
</TABLE>

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

(a) Date as of which net premiums under the policies were first allocated to the
    Fund. The gross return and the net return for the periods  indicated are not
    annual rates of return.

+   Formerly known as Equitable Variable Life Insurance Company Separate Account
    FP.


                                     FSA-32

<PAGE>

February 10, 1998





                        Report of Independent Accountants


To the Board of Directors and Shareholders of
The Equitable Life Assurance Society of the United States

In our opinion,  the  accompanying  consolidated  balance sheets and the related
consolidated  statements of earnings,  of shareholder's equity and of cash flows
present  fairly,  in  all  material  respects,  the  financial  position  of The
Equitable  Life  Assurance  Society  of the United  States and its  subsidiaries
("Equitable  Life") at  December  31,  1997 and 1996,  and the  results of their
operations  and their cash flows for each of the three years in the period ended
December 31, 1997, in conformity with generally accepted accounting  principles.
These  financial   statements  are  the   responsibility   of  Equitable  Life's
management;  our  responsibility  is to express  an  opinion on these  financial
statements  based on our audits.  We conducted our audits of these statements in
accordance with generally accepted auditing standards which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements,  assessing the accounting  principles used and significant estimates
made by management and evaluating the overall financial statement  presentation.
We believe that our audits provide a reasonable basis for the opinion  expressed
above.

As discussed in Note 2 to the consolidated financial statements,  Equitable Life
changed its methods of accounting for long-duration participating life insurance
contracts and long-lived assets in 1996 and for loan impairments in 1995.




/s/ Price Waterhouse, LLP
- ---------------------------
    Price Waterhouse LLP
    New York, New York
    February 10, 1998



                                      F-1

<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                           CONSOLIDATED BALANCE SHEETS
                           DECEMBER 31, 1997 AND 1996

<TABLE>
<CAPTION>
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
<S>                                                                            <C>                  <C>
ASSETS
Investments:
  Fixed maturities:
    Available for sale, at estimated fair value.............................   $    19,630.9        $    18,077.0
  Mortgage loans on real estate.............................................         2,611.4              3,133.0
  Equity real estate........................................................         2,749.2              3,297.5
  Policy loans..............................................................         2,422.9              2,196.1
  Other equity investments..................................................           951.5                860.6
  Investment in and loans to affiliates.....................................           731.1                685.0
  Other invested assets.....................................................           624.7                 25.4
                                                                              -----------------    -----------------
      Total investments.....................................................        29,721.7             28,274.6
Cash and cash equivalents...................................................           300.5                538.8
Deferred policy acquisition costs...........................................         3,236.6              3,104.9
Amounts due from discontinued operations....................................           572.8                996.2
Other assets................................................................         2,685.2              2,552.2
Closed Block assets.........................................................         8,566.6              8,495.0
Separate Accounts assets....................................................        36,538.7             29,646.1
                                                                              -----------------    -----------------

Total Assets................................................................   $    81,622.1        $    73,607.8
                                                                              =================    =================

LIABILITIES
Policyholders' account balances.............................................   $    21,579.5        $    21,865.6
Future policy benefits and other policyholder's liabilities.................         4,553.8              4,416.6
Short-term and long-term debt...............................................         1,991.2              1,766.9
Other liabilities...........................................................         3,257.1              2,785.1
Closed Block liabilities....................................................         9,073.7              9,091.3
Separate Accounts liabilities...............................................        36,306.3             29,598.3
                                                                              -----------------    -----------------
      Total liabilities.....................................................        76,761.6             69,523.8
                                                                              -----------------    -----------------

Commitments and contingencies (Notes 10, 12, 13, 14 and 15)

SHAREHOLDER'S EQUITY
Common stock, $1.25 par value 2.0 million shares authorized, issued
  and outstanding...........................................................             2.5                  2.5
Capital in excess of par value..............................................         3,105.8              3,105.8
Retained earnings...........................................................         1,235.9                798.7
Net unrealized investment gains.............................................           533.6                189.9
Minimum pension liability...................................................           (17.3)               (12.9)
                                                                              -----------------    -----------------
      Total shareholder's equity............................................         4,860.5              4,084.0
                                                                              -----------------    -----------------

Total Liabilities and Shareholder's Equity..................................   $    81,622.1        $    73,607.8
                                                                              =================    =================
</TABLE>



                 See Notes to Consolidated Financial Statements.

                                      F-2
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                       CONSOLIDATED STATEMENTS OF EARNINGS
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>

                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                             <C>                 <C>                <C>
REVENUES
Universal life and investment-type product policy fee
  income......................................................   $      950.6       $       874.0      $       788.2
Premiums......................................................          601.5               597.6              606.8
Net investment income.........................................        2,282.8             2,203.6            2,088.2
Investment (losses) gains, net................................          (45.2)               (9.8)               5.3
Commissions, fees and other income............................        1,227.2             1,081.8              897.1
Contribution from the Closed Block............................          102.5               125.0              143.2
                                                                -----------------  -----------------  -----------------

      Total revenues..........................................        5,119.4             4,872.2            4,528.8
                                                                -----------------  -----------------  -----------------

BENEFITS AND OTHER DEDUCTIONS
Interest credited to policyholders' account balances..........        1,266.2             1,270.2            1,248.3
Policyholders' benefits.......................................          978.6             1,317.7            1,008.6
Other operating costs and expenses............................        2,203.9             2,075.7            1,775.8
                                                                -----------------  -----------------  -----------------

      Total benefits and other deductions.....................        4,448.7             4,663.6            4,032.7
                                                                -----------------  -----------------  -----------------

Earnings from continuing operations before Federal
  income taxes, minority interest and cumulative
  effect of accounting change.................................          670.7               208.6              496.1
Federal income taxes..........................................           91.5                 9.7              120.5
Minority interest in net income of consolidated subsidiaries..           54.8                81.7               62.8
                                                                -----------------  -----------------  -----------------
Earnings from continuing operations before cumulative
  effect of accounting change.................................          524.4               117.2              312.8
Discontinued operations, net of Federal income taxes..........          (87.2)              (83.8)               -
Cumulative effect of accounting change, net of Federal
  income taxes................................................            -                 (23.1)               -
                                                                -----------------  -----------------  -----------------

Net Earnings..................................................   $      437.2       $        10.3      $       312.8
                                                                =================  =================  =================
</TABLE>




                 See Notes to Consolidated Financial Statements.

                                      F-3
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                 CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995

<TABLE>
<CAPTION>
                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>
Common stock, at par value, beginning and end of year.........   $        2.5       $         2.5      $         2.5
                                                                -----------------  -----------------  -----------------

Capital in excess of par value, beginning and end of year.....        3,105.8             3,105.8            3,105.8
                                                                -----------------  -----------------  -----------------

Retained earnings, beginning of year..........................          798.7               788.4              475.6
Net earnings..................................................          437.2                10.3              312.8
                                                                -----------------  -----------------  -----------------
Retained earnings, end of year................................        1,235.9               798.7              788.4
                                                                -----------------  -----------------  -----------------

Net unrealized investment gains (losses), beginning of year...          189.9               396.5             (220.5)
Change in unrealized investment gains (losses)................          343.7              (206.6)             617.0
                                                                -----------------  -----------------  -----------------
Net unrealized investment gains, end of year..................          533.6               189.9              396.5
                                                                -----------------  -----------------  -----------------

Minimum pension liability, beginning of year..................          (12.9)              (35.1)              (2.7)
Change in minimum pension liability...........................           (4.4)               22.2              (32.4)
                                                                                                      -----------------
                                                                -----------------  -----------------
Minimum pension liability, end of year........................          (17.3)              (12.9)             (35.1)
                                                                -----------------  -----------------  -----------------

Total Shareholder's Equity, End of Year.......................   $    4,860.5       $     4,084.0      $     4,258.1
                                                                =================  =================  =================
</TABLE>

                 See Notes to Consolidated Financial Statements.


                                      F-4
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
<TABLE>
<CAPTION>

                                                                      1997               1996               1995
                                                                -----------------  -----------------  -----------------
                                                                                    (In Millions)
<S>                                                              <C>                <C>                <C>
Net earnings..................................................   $      437.2       $        10.3      $       312.8
Adjustments  to  reconcile  net  earnings  to net  cash  provided  by  operating
  activities:
  Interest credited to policyholders' account balances........        1,266.2             1,270.2            1,248.3
  Universal life and investment-type product
    policy fee income.........................................         (950.6)             (874.0)            (788.2)
  Investment losses (gains)...................................           45.2                 9.8               (5.3)
  Change in Federal income tax payable........................          (74.4)             (197.1)             221.6
  Other, net..................................................          169.4               330.2               80.5
                                                                -----------------  -----------------  -----------------

Net cash provided by operating activities.....................          893.0               549.4            1,069.7
                                                                -----------------  -----------------  -----------------

Cash flows from investing activities:
  Maturities and repayments...................................        2,702.9             2,275.1            1,897.4
  Sales.......................................................       10,385.9             8,964.3            8,867.1
  Purchases...................................................      (13,205.4)          (12,559.6)         (11,675.5)
  (Increase) decrease in short-term investments...............         (555.0)              450.3              (99.3)
  Decrease in loans to discontinued operations................          420.1             1,017.0            1,226.9
  Sale of subsidiaries........................................          261.0                 -                  -
  Other, net..................................................         (612.6)             (281.0)            (413.4)
                                                                -----------------  -----------------  -----------------

Net cash used by investing activities.........................         (603.1)             (133.9)            (196.8)
                                                                -----------------  -----------------  -----------------

Cash flows from financing activities: Policyholders' account balances:
    Deposits..................................................        1,281.7             1,925.4            2,586.5
    Withdrawals...............................................       (1,886.8)           (2,385.2)          (2,657.1)
  Net increase (decrease) in short-term financings............          419.9                 (.3)             (16.4)
  Additions to long-term debt.................................           32.0                 -                599.7
  Repayments of long-term debt................................         (196.4)             (124.8)             (40.7)
  Payment of obligation to fund accumulated deficit of
    discontinued operations...................................          (83.9)                -             (1,215.4)
  Other, net..................................................          (94.7)              (66.5)             (48.4)
                                                                -----------------  -----------------  -----------------

Net cash used by financing activities.........................         (528.2)             (651.4)            (791.8)
                                                                -----------------  -----------------  -----------------

Change in cash and cash equivalents...........................         (238.3)             (235.9)              81.1
Cash and cash equivalents, beginning of year..................          538.8               774.7              693.6
                                                                -----------------  -----------------  -----------------

Cash and Cash Equivalents, End of Year........................   $      300.5       $       538.8      $       774.7
                                                                =================  =================  =================

Supplemental cash flow information
  Interest Paid...............................................   $      217.1       $       109.9      $        89.6
                                                                =================  =================  =================
  Income Taxes Paid (Refunded)................................   $      170.0       $       (10.0)     $       (82.7)
                                                                =================  =================  =================
</TABLE>
                 See Notes to Consolidated Financial Statements.

                                      F-5
<PAGE>

            THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


 1)     ORGANIZATION

        The Equitable  Life Assurance  Society of the United States  ("Equitable
        Life")  is  a  wholly  owned  subsidiary  of  The  Equitable   Companies
        Incorporated  (the  "Holding   Company").   Equitable  Life's  insurance
        business  is  conducted  principally  by  Equitable  Life and,  prior to
        December 31, 1996, its wholly owned life insurance subsidiary, Equitable
        Variable Life Insurance Company  ("EVLICO").  Effective January 1, 1997,
        EVLICO was merged into Equitable  Life,  which  continues to conduct the
        Company's  insurance  business.  Equitable Life's investment  management
        business,  which comprises the Investment Services segment, is conducted
        principally  by  Alliance  Capital  Management  L.P.   ("Alliance")  and
        Donaldson,  Lufkin & Jenrette,  Inc. ("DLJ"),  an investment banking and
        brokerage  affiliate.  AXA-UAP ("AXA"),  a French holding company for an
        international   group  of  insurance  and  related  financial   services
        companies,   is  the  Holding  Company's  largest  shareholder,   owning
        approximately  58.7% at  December  31,  1997  (54.3%  if all  securities
        convertible  into,  and options on, common stock were to be converted or
        exercised).

 2)     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Basis of Presentation and Principles of Consolidation

        The  accompanying  consolidated  financial  statements  are  prepared in
        conformity with generally accepted accounting  principles ("GAAP") which
        require  management to make  estimates and  assumptions  that affect the
        reported  amounts of assets and liabilities and disclosure of contingent
        assets and  liabilities at the date of the financial  statements and the
        reported  amounts of revenues and expenses during the reporting  period.
        Actual results could differ from those estimates.

        The accompanying  consolidated financial statements include the accounts
        of  Equitable  Life  and its  wholly  owned  life  insurance  subsidiary
        (collectively,   the  "Insurance  Group");  non-insurance  subsidiaries,
        principally  Alliance,  an investment advisory subsidiary,  and, through
        June  10,  1997,  Equitable  Real  Estate  Investment  Management,  Inc.
        ("EREIM"), a real estate investment management subsidiary which was sold
        (see  Note 5);  and  those  partnerships  and  joint  ventures  in which
        Equitable Life or its subsidiaries  has control and a majority  economic
        interest  (collectively,  including its consolidated  subsidiaries,  the
        "Company").  The  Company's  investment in DLJ is reported on the equity
        basis of accounting.  Closed Block assets and liabilities and results of
        operations  are presented in the  consolidated  financial  statements as
        single  line  items  (see  Note  6).  Unless  specifically  stated,  all
        disclosures  contained  herein  supporting  the  consolidated  financial
        statements exclude the Closed Block related amounts.

        All  significant  intercompany   transactions  and  balances  have  been
        eliminated in  consolidation  other than  intercompany  transactions and
        balances with the Closed Block and the discontinued operations (see Note
        7).

        The years  "1997,"  "1996" and "1995" refer to the years ended  December
        31, 1997, 1996 and 1995, respectively.

        Certain  reclassifications  have been made in the amounts  presented for
        prior periods to conform these periods with the 1997 presentation.

        Closed Block

        As of July 22, 1992, Equitable Life established the Closed Block for the
        benefit of certain  classes of  individual  participating  policies  for
        which Equitable Life had a dividend scale payable in 1991 and which were
        in force on that date.  Assets were  allocated to the Closed Block in an
        amount which,  together with anticipated revenues from policies included
        in the Closed Block, was reasonably expected to be sufficient to support
        such  business,  including  provision  for  payment of  claims,  certain
        expenses and taxes,  and for  continuation of dividend scales payable in
        1991, assuming the experience underlying such scales continues.


                                      F-6
<PAGE>

        Assets  allocated to the Closed Block inure solely to the benefit of the
        holders of policies  included in the Closed Block and will not revert to
        the benefit of the Holding Company. No reallocation, transfer, borrowing
        or  lending  of assets can be made  between  the Closed  Block and other
        portions  of  Equitable  Life's  General  Account,  any of its  Separate
        Accounts or any affiliate of Equitable  Life without the approval of the
        New York  Superintendent  of Insurance  (the  "Superintendent").  Closed
        Block  assets and  liabilities  are carried on the same basis as similar
        assets and liabilities held in the General Account. The excess of Closed
        Block  liabilities  over Closed  Block  assets  represents  the expected
        future  post-tax  contribution  from the  Closed  Block  which  would be
        recognized  in income over the period the policies and  contracts in the
        Closed Block remain in force.

        Discontinued Operations

        Discontinued operations consist of the business of the former Guaranteed
        Interest   Contract   ("GIC")   segment   which   includes   the   Group
        Non-Participating  Wind-Up Annuities  ("Wind-Up  Annuities") and the GIC
        lines  of  business.  An  allowance  was  established  for  the  premium
        deficiency  reserve for Wind-Up Annuities and estimated future losses of
        the  GIC  line of  business.  Management  reviews  the  adequacy  of the
        allowance  each  quarter  and,  during the 1997 and 1996 fourth  quarter
        reviews,  the  allowance  for future  losses was  increased.  Management
        believes  the  allowance  for  future  losses at  December  31,  1997 is
        adequate to provide for all future losses; however, the determination of
        the allowance  continues to involve  numerous  estimates and  subjective
        judgments regarding the expected performance of Discontinued  Operations
        Investment  Assets.  There can be no assurance  the losses  provided for
        will not  differ  from the  losses  ultimately  realized.  To the extent
        actual  results or future  projections  of the  discontinued  operations
        differ  from   management's   current  best  estimates  and  assumptions
        underlying  the allowance for future  losses,  the  difference  would be
        reflected in the  consolidated  statements  of earnings in  discontinued
        operations.  In  particular,  to the extent  income,  sales proceeds and
        holding periods for equity real estate differ from management's previous
        assumptions,  periodic adjustments to the allowance are likely to result
        (see Note 7).

        Accounting Changes

        In 1996, the Company changed its method of accounting for  long-duration
        participating  life  insurance  contracts,  primarily  within the Closed
        Block,  in accordance  with the  provisions  prescribed by SFAS No. 120,
        "Accounting  and Reporting by Mutual Life Insurance  Enterprises  and by
        Insurance   Enterprises   for   Certain   Long-Duration    Participating
        Contracts".  (See "Deferred Policy Acquisition  Costs,"  "Policyholders'
        Account Balances and Future Policy Benefits" and Note 6.)

        The Company implemented SFAS No. 121,  "Accounting for the Impairment of
        Long-Lived  Assets and for  Long-Lived  Assets to Be Disposed Of," as of
        January 1, 1996.  SFAS No. 121  requires  long-lived  assets and certain
        identifiable  intangibles be reviewed for impairment  whenever events or
        changes in circumstances  indicate the carrying value of such assets may
        not be  recoverable.  Effective with SFAS No. 121's  adoption,  impaired
        real estate is written down to fair value with the impairment loss being
        included in investment gains (losses), net. Before implementing SFAS No.
        121,  valuation  allowances  on real estate held for the  production  of
        income were computed using the  forecasted  cash flows of the respective
        properties  discounted at a rate equal to The Equitable's cost of funds.
        The  adoption of the  statement  resulted  in the  release of  valuation
        allowances of $152.4  million and  recognition  of impairment  losses of
        $144.0 million on real estate held for production of income. Real estate
        which management has committed to disposing of by sale or abandonment is
        classified  as real estate held for sale.  Valuation  allowances on real
        estate  held  for  sale  continue  to be  computed  using  the  lower of
        depreciated  cost or estimated  fair value,  net of  disposition  costs.
        Implementation of the SFAS No. 121 impairment  requirements  relative to
        other  assets to be disposed of resulted in a charge for the  cumulative
        effect of an accounting change of $23.1 million, net of a Federal income
        tax  benefit of $12.4  million,  due to the  writedown  to fair value of
        building improvements relating to facilities vacated in 1996.

        In the  first  quarter  of 1995,  the  Company  adopted  SFAS  No.  114,
        "Accounting  by Creditors  for  Impairment  of a Loan".  Impaired  loans
        within  SFAS No.  114's  scope are to be  measured  based on the present
        value of expected future cash flows  discounted at the loan's  effective
        interest rate, at the loan's  observable  market price or the fair value
        of the collateral if the loan is collateral  dependent.  The adoption of
        this  statement  did not  have a  material  effect  on the  level of the
        allowances  for  possible  losses  or  on  the  Company's   consolidated
        statements of earnings and shareholder's equity.

                                      F-7
<PAGE>

        New Accounting Pronouncements

        In January  1998,  the Financial  Accounting  Standards  Board  ("FASB")
        issued SFAS No. 132,  "Employers'  Disclosures  about  Pension and Other
        Postretirement   Benefits,"   which  revises   current  note  disclosure
        requirements for employers' pension and other retiree benefits. SFAS No.
        132 is effective for fiscal years beginning after December 15, 1997. The
        Company  will  adopt  the  provisions  of  SFAS  No.  132  in  the  1998
        consolidated financial statements.

        In December 1997, the American Institute of Certified Public Accountants
        ("AICPA")  issued  Statement of Position  ("SOP") 97-3,  "Accounting  by
        Insurance and Other Enterprises for Insurance-Related  Assessments". SOP
        97-3 provides guidance for assessments  related to insurance  activities
        and  requirements  for  disclosure of certain  information.  SOP 97-3 is
        effective for financial  statements  issued for periods  beginning after
        December 31, 1998. Restatement of previously issued financial statements
        is not required.  SOP 97-3 is not expected to have a material  impact on
        the Company's consolidated financial statements.

        In June 1997, the FASB issued SFAS No. 131,  "Disclosures about Segments
        of an  Enterprise  and Related  Information".  SFAS No. 131  establishes
        standards for the way public  business  enterprises  report  information
        about  operating  segments  in annual and interim  financial  statements
        issued  to  shareholders.  It also  establishes  standards  for  related
        disclosures  about  products and  services,  geographic  areas and major
        customers.  Generally,  financial  information  will be  required  to be
        reported  on  the  basis  used  by  management  for  evaluating  segment
        performance and for deciding how to allocate resources to segments. This
        statement is effective  for fiscal years  beginning  after  December 15,
        1997 and need not be applied to interim reporting in the initial year of
        adoption.  Restatement of comparative information for earlier periods is
        required.  Management is currently  reviewing its definition of business
        segments in light of the requirements of SFAS No. 131.

        In June 1997,  the FASB issued SFAS No.  130,  "Reporting  Comprehensive
        Income". SFAS No. 130 establishes standards for reporting and displaying
        comprehensive income and its components in a full set of general purpose
        financial  statements.  SFAS No. 130 requires an  enterprise to classify
        items of other  comprehensive  income  by their  nature  in a  financial
        statement  and display the  accumulated  balance of other  comprehensive
        income separately from retained earnings and additional  paid-in capital
        in the  equity  section  of a  statement  of  financial  position.  This
        statement is effective  for fiscal years  beginning  after  December 15,
        1997.  Reclassification  of  financial  statements  for earlier  periods
        provided for  comparative  purposes is required.  The Company will adopt
        the  provisions  of SFAS  No.  130 in its  1998  consolidated  financial
        statements.

        In June 1996,  the FASB issued SFAS No. 125,  "Accounting  for Transfers
        and Servicing of Financial Assets and  Extinguishments  of Liabilities".
        SFAS No. 125 specifies the  accounting  and reporting  requirements  for
        transfers  of financial  assets,  the  recognition  and  measurement  of
        servicing  assets and  liabilities and  extinguishments  of liabilities.
        SFAS No. 125 is effective for transactions  occurring after December 31,
        1996 and is to be applied  prospectively.  In  December  1996,  the FASB
        issued  SFAS  No.  127,  "Deferral  of the  Effective  Date  of  Certain
        Provisions  of FASB  Statement  No.  125," which defers for one year the
        effective  date  of  provisions   relating  to  secured  borrowings  and
        collateral and transfers of financial assets that are part of repurchase
        agreements,  dollar-roll,  securities lending and similar  transactions.
        Implementation of SFAS No. 125 did not have nor is SFAS No. 127 expected
        to  have a  material  impact  on the  Company's  consolidated  financial
        statements.

        Valuation of Investments

        Fixed  maturities  identified  as  available  for sale are  reported  at
        estimated fair value. The amortized cost of fixed maturities is adjusted
        for impairments in value deemed to be other than temporary.

        Valuation  allowances are netted  against the asset  categories to which
        they apply.


                                      F-8
<PAGE>

        Mortgage loans on real estate are stated at unpaid  principal  balances,
        net  of  unamortized  discounts  and  valuation  allowances.   Valuation
        allowances are based on the present value of expected  future cash flows
        discounted  at  the  loan's  original  effective  interest  rate  or the
        collateral  value  if the  loan is  collateral  dependent.  However,  if
        foreclosure  is or becomes  probable,  the  measurement  method  used is
        collateral value.

        Real estate,  including real estate acquired in satisfaction of debt, is
        stated at  depreciated  cost less valuation  allowances.  At the date of
        foreclosure (including in-substance  foreclosure),  real estate acquired
        in satisfaction of debt is valued at estimated fair value. Impaired real
        estate is  written  down to fair value  with the  impairment  loss being
        included in investment gains (losses), net. Valuation allowances on real
        estate held for sale are computed using the lower of depreciated cost or
        current estimated fair value, net of disposition costs.  Depreciation is
        discontinued on real estate held for sale. Prior to the adoption of SFAS
        No. 121,  valuation  allowances  on real estate held for  production  of
        income were computed using the  forecasted  cash flows of the respective
        properties discounted at a rate equal to the Company's cost of funds.

        Policy loans are stated at unpaid principal balances.

        Partnerships  and joint venture  interests in which the Company does not
        have control or a majority  economic interest are reported on the equity
        basis of accounting  and are included  either with equity real estate or
        other equity investments, as appropriate.

        Common  stocks are carried at  estimated  fair value and are included in
        other equity investments.

        Short-term  investments are stated at amortized cost which  approximates
        fair value and are included with other invested assets.

        Cash and cash equivalents  includes cash on hand, amounts due from banks
        and highly liquid debt instruments  purchased with an original  maturity
        of three months or less.

        All securities are recorded in the consolidated  financial statements on
        a trade date basis.

        Net Investment Income,  Investment Gains, Net and Unrealized  Investment
        Gains (Losses)

        Net   investment   income  and  realized   investment   gains   (losses)
        (collectively,  "investment  results") related to certain  participating
        group annuity contracts which are passed through to the  contractholders
        are reflected as interest credited to policyholders' account balances.

        Realized   investment   gains   (losses)  are   determined  by  specific
        identification  and are presented as a component of revenue.  Changes in
        valuation allowances are included in investment gains or losses.

        Unrealized investment gains and losses on fixed maturities available for
        sale and equity  securities  held by the Company are  accounted for as a
        separate  component of  shareholder's  equity,  net of related  deferred
        Federal income taxes, amounts  attributable to discontinued  operations,
        participating  group annuity  contracts and deferred policy  acquisition
        costs ("DAC") related to universal life and investment-type products and
        participating traditional life contracts.

        Recognition of Insurance Income and Related Expenses

        Premiums from universal life and investment-type  contracts are reported
        as deposits to  policyholders'  account  balances.  Revenues  from these
        contracts   consist  of  amounts  assessed  during  the  period  against
        policyholders'   account   balances  for   mortality   charges,   policy
        administration charges and surrender charges. Policy benefits and claims
        that are  charged to expense  include  benefit  claims  incurred  in the
        period in excess of related policyholders' account balances.


                                      F-9
<PAGE>

        Premiums from participating and  non-participating  traditional life and
        annuity  policies with life  contingencies  generally are  recognized as
        income when due.  Benefits  and expenses are matched with such income so
        as to  result  in the  recognition  of  profits  over  the  life  of the
        contracts.  This match is  accomplished  by means of the  provision  for
        liabilities  for future policy  benefits and the deferral and subsequent
        amortization of policy acquisition costs.

        For  contracts  with a single  premium  or a limited  number of  premium
        payments due over a  significantly  shorter period than the total period
        over which  benefits are provided,  premiums are recorded as income when
        due with any  excess  profit  deferred  and  recognized  in  income in a
        constant  relationship  to  insurance  in force or, for  annuities,  the
        amount of expected future benefit payments.

        Premiums from individual  health contracts are recognized as income over
        the period to which the premiums  relate in  proportion to the amount of
        insurance protection provided.

        Deferred Policy Acquisition Costs

        The  costs  of  acquiring   new   business,   principally   commissions,
        underwriting,  agency and policy issue expenses,  all of which vary with
        and  are  primarily  related  to the  production  of new  business,  are
        deferred. DAC is subject to recoverability testing at the time of policy
        issue and loss recognition testing at the end of each accounting period.

        For  universal  life  products  and  investment-type  products,  DAC  is
        amortized  over the expected  total life of the contract  group (periods
        ranging  from  15 to 35  years  and 5 to 17  years,  respectively)  as a
        constant  percentage of estimated gross profits arising principally from
        investment results,  mortality and expense margins and surrender charges
        based on historical and anticipated  future  experience,  updated at the
        end of each accounting  period. The effect on the amortization of DAC of
        revisions  to  estimated  gross  profits is reflected in earnings in the
        period such estimated  gross profits are revised.  The effect on the DAC
        asset that would result from realization of unrealized gains (losses) is
        recognized  with an offset to unrealized  gains (losses) in consolidated
        shareholder's equity as of the balance sheet date.

        For participating  traditional life policies (substantially all of which
        are in the Closed Block),  DAC is amortized over the expected total life
        of the contract group (40 years) as a constant  percentage  based on the
        present  value of the  estimated  gross  margin  amounts  expected to be
        realized  over the life of the contracts  using the expected  investment
        yield. At December 31, 1997, the expected  investment  yield,  excluding
        policy  loans,  generally  ranged from 7.53%  grading to 7.92% over a 20
        year period.  Estimated gross margin includes  anticipated  premiums and
        investment results less claims and administrative  expenses,  changes in
        the  net  level  premium  reserve  and  expected   annual   policyholder
        dividends.  The  effect  on the  amortization  of DAC  of  revisions  to
        estimated  gross  margins is  reflected  in  earnings in the period such
        estimated  gross  margins are revised.  The effect on the DAC asset that
        would result from realization of unrealized gains (losses) is recognized
        with  an  offset  to   unrealized   gains   (losses)   in   consolidated
        shareholder's equity as of the balance sheet date.

        For  non-participating  traditional  life and annuity policies with life
        contingencies,  DAC is amortized in proportion to anticipated  premiums.
        Assumptions  as to  anticipated  premiums  are  estimated at the date of
        policy  issue  and  are  consistently  applied  during  the  life of the
        contracts.   Deviations  from  estimated  experience  are  reflected  in
        earnings in the period such deviations  occur. For these contracts,  the
        amortization periods generally are for the total life of the policy.

        For  individual  health  benefit  insurance,  DAC is amortized  over the
        expected  average  life of the  contracts  (10 years  for major  medical
        policies  and  20  years  for  disability  income  ("DI")  products)  in
        proportion to anticipated premium revenue at time of issue.

        Policyholders' Account Balances and Future Policy Benefits

        Policyholders'  account balances for universal life and  investment-type
        contracts are equal to the policy  account  values.  The policy  account
        values  represents  an  accumulation  of  gross  premium  payments  plus
        credited interest less expense and mortality charges and withdrawals.


                                      F-10
<PAGE>

        For  participating  traditional  life  policies,  future policy  benefit
        liabilities are calculated using a net level premium method on the basis
        of actuarial assumptions equal to guaranteed mortality and dividend fund
        interest  rates.  The  liability  for annual  dividends  represents  the
        accrual of annual dividends  earned.  Terminal  dividends are accrued in
        proportion to gross margins over the life of the contract.

        For non-participating traditional life insurance policies, future policy
        benefit  liabilities  are estimated  using a net level premium method on
        the basis of actuarial  assumptions  as to  mortality,  persistency  and
        interest established at policy issue.  Assumptions established at policy
        issue as to mortality and persistency are based on the Insurance Group's
        experience  which,  together  with  interest  and  expense  assumptions,
        include a margin for adverse deviation.  When the liabilities for future
        policy benefits plus the present value of expected future gross premiums
        for a product are  insufficient  to provide for expected  future  policy
        benefits  and  expenses  for  that  product,  DAC  is  written  off  and
        thereafter,  if required, a premium deficiency reserve is established by
        a charge to earnings.  Benefit  liabilities  for  traditional  annuities
        during the accumulation period are equal to accumulated contractholders'
        fund balances and after  annuitization are equal to the present value of
        expected  future  payments.  Interest  rates used in  establishing  such
        liabilities range from 2.25% to 11.5% for life insurance liabilities and
        from 2.25% to 13.5% for annuity liabilities.

        During  the  fourth  quarter  of  1996,  a  loss  recognition  study  of
        participating group annuity contracts and conversion annuities ("Pension
        Par") was completed  which  included  management's  revised  estimate of
        assumptions,  such as expected mortality and future investment  returns.
        The  study's  results   prompted   management  to  establish  a  premium
        deficiency reserve which decreased  earnings from continuing  operations
        and net earnings by $47.5 million ($73.0 million pre-tax).

        Individual  health  benefit  liabilities  for active lives are estimated
        using  the  net  level  premium  method  and  assumptions  as to  future
        morbidity,  withdrawals and interest.  Benefit  liabilities for disabled
        lives are  estimated  using the  present  value of  benefits  method and
        experience assumptions as to claim terminations, expenses and interest.

        During  the  fourth  quarter  of  1996,  the  Company  completed  a loss
        recognition  study of the DI business  which  incorporated  management's
        revised  estimates  of  future  experience  with  regard  to  morbidity,
        investment  returns,   claims  and  administration  expenses  and  other
        factors.  The study  indicated DAC was not  recoverable and the reserves
        were  not  sufficient.  Earnings  from  continuing  operations  and  net
        earnings  decreased  by $208.0  million  ($320.0  million  pre-tax) as a
        result of  strengthening  DI reserves by $175.0  million and writing off
        unamortized DAC of $145.0 million related to DI products issued prior to
        July 1993. The determination of DI reserves requires making  assumptions
        and estimates relating to a variety of factors,  including morbidity and
        interest  rates,  claims  experience and lapse rates based on then known
        facts and circumstances. Such factors as claim incidence and termination
        rates can be affected by changes in the economic,  legal and  regulatory
        environments and work ethic.  While management  believes its DI reserves
        have been calculated on a reasonable  basis and are adequate,  there can
        be no  assurance  reserves  will be  sufficient  to  provide  for future
        liabilities.


                                      F-11
<PAGE>

        Claim  reserves and associated  liabilities  for individual DI and major
        medical  policies were $886.7 million and $869.4 million at December 31,
        1997 and  1996,  respectively.  Incurred  benefits  (benefits  paid plus
        changes in claim reserves) and benefits paid for individual DI and major
        medical  policies   (excluding   reserve   strengthening  in  1996)  are
        summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Incurred benefits related to current year..........  $       190.2       $      189.0       $      176.0
        Incurred benefits related to prior years...........            2.1               69.1               67.8
                                                            -----------------   ----------------   -----------------
        Total Incurred Benefits............................  $       192.3       $      258.1       $      243.8
                                                            =================   ================   =================

        Benefits paid related to current year..............  $        28.8       $       32.6       $       37.0
        Benefits paid related to prior years...............          146.2              153.3              137.8
                                                            -----------------   ----------------   -----------------
        Total Benefits Paid................................  $       175.0       $      185.9       $      174.8
                                                            =================   ================   =================
</TABLE>

        Policyholders' Dividends

        The amount of  policyholders'  dividends to be paid (including  those on
        policies  included  in the  Closed  Block)  is  determined  annually  by
        Equitable   Life's  board  of  directors.   The   aggregate   amount  of
        policyholders'  dividends  is  related  to actual  interest,  mortality,
        morbidity  and expense  experience  for the year and  judgment as to the
        appropriate level of statutory surplus to be retained by Equitable Life.

        At December 31, 1997,  participating  policies,  including  those in the
        Closed Block, represent  approximately 21.2% ($50.2 billion) of directly
        written life insurance in force, net of amounts ceded.

        Federal Income Taxes

        The  Company  files a  consolidated  Federal  income tax return with the
        Holding  Company  and its  consolidated  subsidiaries.  Current  Federal
        income  taxes are charged or credited to  operations  based upon amounts
        estimated to be payable or recoverable as a result of taxable operations
        for the current year.  Deferred  income tax assets and  liabilities  are
        recognized based on the difference between financial  statement carrying
        amounts  and income tax bases of assets and  liabilities  using  enacted
        income tax rates and laws.

        Separate Accounts

        Separate  Accounts are established in conformity with the New York State
        Insurance Law and generally are not  chargeable  with  liabilities  that
        arise from any other business of the Insurance Group.  Separate Accounts
        assets  are  subject to General  Account  claims  only to the extent the
        value of such assets exceeds Separate Accounts liabilities.

        Assets  and  liabilities  of the  Separate  Accounts,  representing  net
        deposits  and  accumulated  net  investment  earnings  less  fees,  held
        primarily  for  the  benefit  of  contractholders,  and  for  which  the
        Insurance Group does not bear the investment risk, are shown as separate
        captions in the consolidated  balance sheets.  The Insurance Group bears
        the investment risk on assets held in one Separate  Account,  therefore,
        such assets are carried on the same basis as similar  assets held in the
        General Account  portfolio.  Assets held in the other Separate  Accounts
        are carried at quoted  market  values or,  where  quoted  values are not
        available,  at  estimated  fair values as  determined  by the  Insurance
        Group.

        The investment results of Separate Accounts on which the Insurance Group
        does not bear the  investment  risk are  reflected  directly in Separate
        Accounts  liabilities.  For 1997, 1996 and 1995,  investment  results of
        such  Separate  Accounts  were $3,411.1  million,  $2,970.6  million and
        $1,963.2 million, respectively.

                                      F-12
<PAGE>

        Deposits to Separate  Accounts  are  reported as  increases  in Separate
        Accounts liabilities and are not reported in revenues. Mortality, policy
        administration  and  surrender  charges  on all  Separate  Accounts  are
        included in revenues.

        Employee Stock Option Plan

        The Company  accounts for stock  option  plans  sponsored by the Holding
        Company,   DLJ  and  Alliance  in  accordance  with  the  provisions  of
        Accounting  Principles  Board Opinion  ("APB") No. 25,  "Accounting  for
        Stock Issued to Employees," and related  interpretations.  In accordance
        with the opinion,  compensation expense is recorded on the date of grant
        only if the current  market price of the  underlying  stock  exceeds the
        exercise  price.  See  Note  21 for the pro  forma  disclosures  for the
        Holding Company,  DLJ and Alliance required by SFAS No. 123, "Accounting
        for Stock-Based Compensation".

 3)     INVESTMENTS

        The following tables provide  additional  information  relating to fixed
        maturities and equity securities:
<TABLE>
<CAPTION>

                                                                        Gross               Gross
                                                   Amortized          Unrealized         Unrealized          Estimated
                                                      Cost              Gains              Losses            Fair Value
                                                -----------------  -----------------   ----------------   -----------------
                                                                              (In Millions)
       <S>                                      <C>                <C>                 <C>                <C>
        December 31, 1997
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    14,230.3      $       785.0       $       74.5       $    14,940.8
            Mortgage-backed....................        1,702.8               23.5                1.3             1,725.0
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,583.2               83.9                 .6             1,666.5
            States and political subdivisions..          673.0                6.8                 .1               679.7
            Foreign governments................          442.4               44.8                2.0               485.2
            Redeemable preferred stock.........          128.0                6.7                1.0               133.7
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    18,759.7      $       950.7       $       79.5       $    19,630.9
                                                =================  =================   ================   =================
        Equity Securities:
          Common stock.........................  $       408.4      $        48.7       $       15.0       $       442.1
                                                =================  =================   ================   =================
        December 31, 1996
        Fixed Maturities:
          Available for Sale:
            Corporate..........................  $    13,645.2      $       451.5       $      121.0       $    13,975.7
            Mortgage-backed....................        2,015.9               11.2               20.3             2,006.8
            U.S. Treasury securities and
              U.S. government and
              agency securities................        1,539.4               39.2               19.3             1,559.3
            States and political subdivisions..           77.0                4.5                -                  81.5
            Foreign governments................          302.6               18.0                2.2               318.4
            Redeemable preferred stock.........          139.1                3.3                7.1               135.3
                                                -----------------  -----------------   ----------------   -----------------
        Total Available for Sale...............  $    17,719.2      $       527.7       $      169.9       $    18,077.0
                                                =================  =================   ================   =================
        Equity Securities:
          Common stock.........................  $       362.0      $        49.3       $       17.7       $       393.6
                                                =================  =================   ================   =================
</TABLE>

                                      F-13
<PAGE>

        For publicly traded fixed  maturities and equity  securities,  estimated
        fair  value  is  determined  using  quoted  market  prices.   For  fixed
        maturities without a readily ascertainable market value, the Company has
        determined  an  estimated  fair  value  using  a  discounted  cash  flow
        approach,  including  provisions for credit risk, generally based on the
        assumption  such  securities  will be held to maturity.  Estimated  fair
        values for equity  securities,  substantially all of which do not have a
        readily ascertainable market value, have been determined by the Company.
        Such estimated fair values do not  necessarily  represent the values for
        which  these  securities  could  have  been  sold  at the  dates  of the
        consolidated  balance sheets. At December 31, 1997 and 1996,  securities
        without a readily ascertainable market value having an amortized cost of
        $3,759.2 million and $3,915.7 million,  respectively, had estimated fair
        values of $3,903.9 million and $4,024.6 million, respectively.

        The contractual maturity of bonds at December 31, 1997 is shown below:
<TABLE>
<CAPTION>

                                                                                        Available for Sale
                                                                                ------------------------------------
                                                                                   Amortized          Estimated
                                                                                     Cost             Fair Value
                                                                                ----------------   -----------------
                                                                                           (In Millions)
       <S>                                                                       <C>                <C>
        Due in one year or less................................................  $      149.9       $      151.3
        Due in years two through five..........................................       2,962.8            3,025.2
        Due in years six through ten...........................................       6,863.9            7,093.0
        Due after ten years....................................................       6,952.3            7,502.7
        Mortgage-backed securities.............................................       1,702.8            1,725.0
                                                                                ----------------   -----------------
        Total..................................................................  $   18,631.7       $   19,497.2
                                                                                ================   =================
</TABLE>

        Bonds not due at a single  maturity date have been included in the above
        table in the year of final maturity.  Actual maturities will differ from
        contractual  maturities  because borrowers may have the right to call or
        prepay obligations with or without call or prepayment penalties.

        The  Insurance  Group's fixed  maturity  investment  portfolio  includes
        corporate high yield  securities  consisting of public high yield bonds,
        redeemable  preferred  stocks and directly  negotiated debt in leveraged
        buyout  transactions.  The Insurance  Group seeks to minimize the higher
        than normal credit risks  associated  with such securities by monitoring
        the total  investments  in any single  issuer or total  investment  in a
        particular  industry  group.  Certain  of  these  corporate  high  yield
        securities are classified as other than investment  grade by the various
        rating  agencies,  i.e., a rating below Baa or National  Association  of
        Insurance Commissioners ("NAIC") designation of 3 (medium grade), 4 or 5
        (below  investment  grade) or 6 (in or near  default).  At December  31,
        1997,  approximately 17.85% of the $18,610.6 million aggregate amortized
        cost of bonds held by the  Insurance  Group were  considered to be other
        than investment grade.

        In addition to its  holdings of  corporate  high yield  securities,  the
        Insurance Group is an equity investor in limited  partnership  interests
        which  primarily  invest  in  securities  considered  to be  other  than
        investment grade.

        Fixed maturity  investments with  restructured or modified terms are not
        material.

                                      F-14
<PAGE>

        Investment valuation allowances and changes thereto are shown below:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Balances, beginning of year........................  $       137.1       $      325.3       $      284.9
        SFAS No. 121 release...............................            -               (152.4)               -
        Additions charged to income........................          334.6              125.0              136.0
        Deductions for writedowns and
          asset dispositions...............................          (87.2)            (160.8)             (95.6)
                                                            -----------------   ----------------   -----------------
        Balances, End of Year..............................  $       384.5       $      137.1       $      325.3
                                                            =================   ================   =================

        Balances, end of year comprise:
          Mortgage loans on real estate....................  $        55.8       $       50.4       $       65.5
          Equity real estate...............................          328.7               86.7              259.8
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       384.5       $      137.1       $      325.3
                                                            =================   ================   =================
</TABLE>

        At December 31, 1997, the carrying  values of  investments  held for the
        production  of income  which were  non-income  producing  for the twelve
        months preceding the consolidated  balance sheet date were $12.6 million
        of fixed maturities and $.9 million of mortgage loans on real estate.

        At  December  31,  1997 and 1996,  mortgage  loans on real  estate  with
        scheduled payments 60 days (90 days for agricultural  mortgages) or more
        past due or in  foreclosure  (collectively,  "problem  mortgage loans on
        real  estate") had an  amortized  cost of $23.4  million  (0.9% of total
        mortgage loans on real estate) and $12.4 million (0.4% of total mortgage
        loans on real estate), respectively.

        The payment terms of mortgage loans on real estate may from time to time
        be  restructured or modified.  The investment in  restructured  mortgage
        loans on real  estate,  based on  amortized  cost,  amounted  to  $183.4
        million and $388.3 million at December 31, 1997 and 1996,  respectively.
        Gross interest income on restructured mortgage loans on real estate that
        would have been recorded in accordance  with the original  terms of such
        loans  amounted to $17.2  million,  $35.5  million and $52.1  million in
        1997, 1996 and 1995, respectively.  Gross interest income on these loans
        included  in net  investment  income  aggregated  $12.7  million,  $28.2
        million and $37.4 million in 1997, 1996 and 1995, respectively.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                         December 31,
                                                                            ----------------------------------------
                                                                                   1997                 1996
                                                                            -------------------  -------------------
                                                                                         (In Millions)
        <S>                                                                  <C>                 <C>
        Impaired mortgage loans with provision for losses..................  $        196.7       $        340.0
        Impaired mortgage loans without provision for losses...............             3.6                122.3
                                                                            -------------------  -------------------
        Recorded investment in impaired mortgage loans.....................           200.3                462.3
        Provision for losses...............................................           (51.8)               (46.4)
                                                                            -------------------  -------------------
        Net Impaired Mortgage Loans........................................  $        148.5       $        415.9
                                                                            ===================  ===================
</TABLE>
        Impaired mortgage loans without provision for losses are loans where the
        fair value of the  collateral  or the net present  value of the expected
        future cash flows  related to the loan  equals or exceeds  the  recorded
        investment.  Interest income earned on loans where the collateral  value
        is used to measure  impairment  is recorded  on a cash  basis.  Interest
        income  on loans  where the  present  value  method  is used to  measure
        impairment  is accrued on the net  carrying  value amount of the loan at
        the  interest  rate used to  discount  the cash  flows.  Changes  in the
        present  value  attributable  to  changes  in the  amount  or  timing of
        expected cash flows are reported as investment gains or losses.

                                      F-15
<PAGE>

        During 1997, 1996 and 1995, respectively, the Company's average recorded
        investment in impaired mortgage loans was $246.9 million, $552.1 million
        and  $429.0  million.  Interest  income  recognized  on  these  impaired
        mortgage  loans totaled $15.2  million,  $38.8 million and $27.9 million
        ($2.3  million,  $17.9  million and $13.4  million  recognized on a cash
        basis) for 1997, 1996 and 1995, respectively.

        The Insurance Group's investment in equity real estate is through direct
        ownership  and through  investments  in real estate joint  ventures.  At
        December  31, 1997 and 1996,  the  carrying  value of equity real estate
        held  for  sale  amounted  to  $1,023.5   million  and  $345.6  million,
        respectively.  For 1997,  1996 and 1995,  respectively,  real  estate of
        $152.0  million,  $58.7  million  and  $35.3  million  was  acquired  in
        satisfaction  of debt. At December 31, 1997 and 1996,  the Company owned
        $693.3 million and $771.7 million, respectively, of real estate acquired
        in satisfaction of debt.

        Depreciation of real estate is computed using the  straight-line  method
        over the estimated useful lives of the properties, which generally range
        from 40 to 50 years.  Accumulated depreciation on real estate was $541.1
        million and $587.5 million at December 31, 1997 and 1996,  respectively.
        Depreciation expense on real estate totaled $74.9 million, $91.8 million
        and $121.7 million for 1997, 1996 and 1995, respectively.

 4)     JOINT VENTURES AND PARTNERSHIPS

        Summarized combined financial information for real estate joint ventures
        (29 and 34  individual  ventures  as of  December  31,  1997  and  1996,
        respectively) and for limited partnership  interests accounted for under
        the equity  method,  in which the  Company  has an  investment  of $10.0
        million  or  greater  and an equity  interest  of 10% or  greater  is as
        follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)

        <S>                                                                      <C>                <C>
        BALANCE SHEETS
        Investments in real estate, at depreciated cost........................  $    1,700.9       $    1,883.7
        Investments in securities, generally at estimated fair value...........       1,374.8            2,430.6
        Cash and cash equivalents..............................................         105.4               98.0
        Other assets...........................................................         584.9              427.0
                                                                                ----------------   -----------------
        Total Assets...........................................................  $    3,766.0       $    4,839.3
                                                                                ================   =================

        Borrowed funds - third party...........................................  $      493.4       $    1,574.3
        Borrowed funds - the Company...........................................          31.2              137.9
        Other liabilities......................................................         284.0              415.8
                                                                                ----------------   -----------------
        Total liabilities......................................................         808.6            2,128.0
                                                                                ----------------   -----------------

        Partners' capital......................................................       2,957.4            2,711.3
                                                                                ----------------   -----------------

        Total Liabilities and Partners' Capital................................  $    3,766.0       $    4,839.3
                                                                                ================   =================

        Equity in partners' capital included above.............................  $      568.5       $      806.8
        Equity in limited partnership interests not included above.............         331.8              201.8
        Other..................................................................           4.3                9.8
                                                                                ----------------   -----------------
        Carrying Value.........................................................  $      904.6       $    1,018.4
                                                                                ================   =================
</TABLE>

                                      F-16
<PAGE>

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                <C>
        STATEMENTS OF EARNINGS
        Revenues of real estate joint ventures.............  $       310.5       $      348.9       $      463.5
        Revenues of other limited partnership interests....          506.3              386.1              242.3
        Interest expense - third party.....................          (91.8)            (111.0)            (135.3)
        Interest expense - the Company.....................           (7.2)             (30.0)             (41.0)
        Other expenses.....................................         (263.6)            (282.5)            (397.7)
                                                            -----------------   ----------------   -----------------
        Net Earnings.......................................  $       454.2       $      311.5       $      131.8
                                                            =================   ================   =================

        Equity in net earnings included above..............  $        76.7       $       73.9       $       49.1
        Equity in net earnings of limited partnerships
          interests not included above.....................           69.5               35.8               44.8
        Other..............................................            (.9)                .9                1.0
                                                                                                   -----------------
                                                            -----------------   ----------------   -----------------
        Total Equity in Net Earnings.......................  $       145.3       $      110.6       $       94.9
                                                            =================   ================   =================
</TABLE>

 5)     NET INVESTMENT INCOME AND INVESTMENT GAINS (LOSSES)

        The sources of net investment income are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Fixed maturities...................................  $     1,459.4       $    1,307.4       $    1,151.1
        Mortgage loans on real estate......................          260.8              303.0              329.0
        Equity real estate.................................          390.4              442.4              560.4
        Other equity investments...........................          156.9              122.0               76.9
        Policy loans.......................................          177.0              160.3              144.4
        Other investment income............................          181.7              217.4              273.0
                                                            -----------------   ----------------   -----------------

          Gross investment income..........................        2,626.2            2,552.5            2,534.8
                                                            -----------------   ----------------   -----------------

          Investment expenses..............................          343.4              348.9              446.6
                                                            -----------------   ----------------   -----------------

        Net Investment Income..............................  $     2,282.8       $    2,203.6       $    2,088.2
                                                            =================   ================   =================
</TABLE>

        Investment  gains  (losses),  net,  including  changes in the  valuation
        allowances, are summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Fixed maturities...................................  $        88.1       $       60.5       $      119.9
        Mortgage loans on real estate......................          (11.2)             (27.3)             (40.2)
        Equity real estate.................................         (391.3)             (79.7)             (86.6)
        Other equity investments...........................           14.1               18.9               12.8
        Sale of subsidiaries...............................          252.1                -                  -
        Issuance and sales of Alliance Units...............            -                 20.6                -
        Other..............................................            3.0               (2.8)               (.6)
                                                            -----------------   ----------------   -----------------
        Investment (Losses) Gains, Net.....................  $       (45.2)      $       (9.8)      $        5.3
                                                            =================   ================   =================
</TABLE>

                                      F-17
<PAGE>

        Writedowns of fixed maturities amounted to $11.7 million,  $29.9 million
        and $46.7 million for 1997, 1996 and 1995, respectively,  and writedowns
        of  equity  real  estate  subsequent  to the  adoption  of SFAS No.  121
        amounted  to  $136.4  million  and  $23.7  million  for 1997  and  1996,
        respectively.  In the fourth quarter of 1997,  the Company  reclassified
        $1,095.4 million depreciated cost of equity real estate from real estate
        held  for the  production  of  income  to real  estate  held  for  sale.
        Additions to valuation  allowances of $227.6  million were recorded upon
        these transfers.  Additionally in the fourth quarter,  $132.3 million of
        writedowns on real estate held for production of income were recorded.

        For 1997,  1996 and 1995,  respectively,  proceeds  received on sales of
        fixed  maturities  classified as available for sale amounted to $9,789.7
        million,  $8,353.5 million and $8,206.0  million.  Gross gains of $166.0
        million,  $154.2  million and $211.4  million and gross losses of $108.8
        million, $92.7 million and $64.2 million, respectively, were realized on
        these sales. The change in unrealized  investment gains (losses) related
        to fixed maturities  classified as available for sale for 1997, 1996 and
        1995 amounted to $513.4 million,  $(258.0) million and $1,077.2 million,
        respectively.

        For 1997,  1996 and 1995,  investment  results passed through to certain
        participating   group   annuity   contracts  as  interest   credited  to
        policyholders'  account  balances  amounted  to $137.5  million,  $136.7
        million and $131.2 million, respectively.

        On June 10, 1997,  Equitable Life sold EREIM (other than its interest in
        Column Financial, Inc.) ("ERE") to Lend Lease Corporation Limited ("Lend
        Lease"),  a  publicly  traded,   international  property  and  financial
        services  company based in Sydney,  Australia.  The total purchase price
        was $400.0  million and consisted of $300.0 million in cash and a $100.0
        million note maturing in eight years and bearing interest at the rate of
        7.4%,  subject to certain  adjustments.  Equitable  Life  recognized  an
        investment  gain of $162.4  million,  net of Federal income tax of $87.4
        million as a result of this  transaction.  Equitable  Life  entered into
        long-term  advisory  agreements  whereby  ERE will  continue  to provide
        substantially  the same services to Equitable Life's General Account and
        Separate Accounts, for substantially the same fees, as provided prior to
        the sale.

        Through  June 10, 1997 and the years ended  December  31, 1996 and 1995,
        respectively,  the businesses sold reported  combined  revenues of $91.6
        million,  $226.1 million and $245.6 million and combined net earnings of
        $10.7 million,  $30.7 million and $27.9 million.  Total combined  assets
        and liabilities as reported at December 31, 1996 were $171.8 million and
        $130.1 million, respectively.

        In  1996,  Alliance  acquired  the  business  of  Cursitor-Eaton   Asset
        Management   Company  and  Cursitor   Holdings  Limited   (collectively,
        "Cursitor")  for  approximately   $159.0  million.  The  purchase  price
        consisted of $94.3 million in cash,  1.8 million of Alliance's  publicly
        traded units  ("Alliance  Units"),  6% notes  aggregating  $21.5 million
        payable   ratably   over  four   years,   and   substantial   additional
        consideration  to be  determined  at a later  date.  The  excess  of the
        purchase price, including acquisition costs and minority interest,  over
        the  fair  value of  Cursitor's  net  assets  acquired  resulted  in the
        recognition  of  intangible  assets  consisting  of  costs  assigned  to
        contracts  acquired and  goodwill of  approximately  $122.8  million and
        $38.3 million,  respectively.  The Company recognized an investment gain
        of $20.6  million as a result of the issuance of Alliance  Units in this
        transaction.  On June 30, 1997,  Alliance  reduced the recorded value of
        goodwill  and  contracts  associated  with  Alliance's   acquisition  of
        Cursitor by $120.9 million.  This charge reflected  Alliance's view that
        Cursitor's continuing decline in assets under management and its reduced
        profitability,  resulting from relative investment underperformance,  no
        longer supported the carrying value of its investment.  As a result, the
        Company's  earnings from continuing  operations before cumulative effect
        of accounting change for 1997 included a charge of $59.5 million, net of
        a Federal  income tax benefit of $10.0 million and minority  interest of
        $51.4  million.  The  remaining  balance of  intangible  assets is being
        amortized  over its estimated  useful life of 20 years.  At December 31,
        1997, the Company's ownership of Alliance Units was approximately 56.9%.

                                      F-18
<PAGE>

        Net unrealized  investment gains (losses),  included in the consolidated
        balance  sheets  as a  component  of  equity  and  the  changes  for the
        corresponding years, are summarized as follows:

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

       <S>                                                   <C>                 <C>                <C>
        Balance, beginning of year.........................  $       189.9       $      396.5       $     (220.5)
        Changes in unrealized investment gains (losses)....          543.3             (297.6)           1,198.9
        Changes in unrealized investment losses
          (gains) attributable to:
            Participating group annuity contracts..........           53.2                -                (78.1)
            DAC............................................          (89.0)              42.3             (216.8)
            Deferred Federal income taxes..................         (163.8)              48.7             (287.0)
                                                            -----------------   ----------------   -----------------
        Balance, End of Year...............................  $       533.6       $      189.9       $      396.5
                                                            =================   ================   =================

        Balance, end of year comprises:
          Unrealized investment gains on:
            Fixed maturities...............................  $       871.2       $      357.8       $      615.9
            Other equity investments.......................           33.7               31.6               31.1
            Other, principally Closed Block................           80.9               53.1               93.1
                                                            -----------------   ----------------   -----------------
              Total........................................          985.8              442.5              740.1
          Amounts of unrealized investment gains
            attributable to:
              Participating group annuity contracts........          (19.0)             (72.2)             (72.2)
              DAC..........................................         (141.0)             (52.0)             (94.3)
              Deferred Federal income taxes................         (292.2)            (128.4)            (177.1)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       533.6       $      189.9       $      396.5
                                                            =================   ================   =================
</TABLE>

6)      CLOSED BLOCK

        Summarized financial information for the Closed Block follows:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
       <S>                                                                    <C>                  <C>
        Assets
        Fixed Maturities:
          Available for sale, at estimated fair value (amortized cost,
            $4,059.4 and $3,820.7)...........................................  $    4,231.0         $    3,889.5
        Mortgage loans on real estate........................................       1,341.6              1,380.7
        Policy loans.........................................................       1,700.2              1,765.9
        Cash and other invested assets.......................................         282.7                336.1
        DAC..................................................................         775.2                876.5
        Other assets.........................................................         235.9                246.3
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    8,566.6         $    8,495.0
                                                                              =================    =================

        Liabilities
        Future policy benefits and policyholders' account balances...........  $    8,993.2         $    8,999.7
        Other liabilities....................................................          80.5                 91.6
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    9,073.7         $    9,091.3
                                                                              =================    =================
</TABLE>

                                      F-19
<PAGE>

<TABLE>
<CAPTION>
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Revenues
        Premiums and other revenue.........................  $       687.1       $      724.8       $      753.4
        Investment income (net of investment
          expenses of $27.0, $27.3 and $26.7)..............          574.9              546.6              538.9
        Investment losses, net.............................          (42.4)              (5.5)             (20.2)
                                                            -----------------   ----------------   -----------------
              Total revenues...............................        1,219.6            1,265.9            1,272.1
                                                            -----------------   ----------------   -----------------

        Benefits and Other Deductions
        Policyholders' benefits and dividends..............        1,066.7            1,106.3            1,077.6
        Other operating costs and expenses.................           50.4               34.6               51.3
                                                            -----------------   ----------------   -----------------
              Total benefits and other deductions..........        1,117.1            1,140.9            1,128.9
                                                            -----------------   ----------------   -----------------

        Contribution from the Closed Block.................  $       102.5       $      125.0       $      143.2
                                                            =================   ================   =================
</TABLE>

        At December 31, 1997 and 1996, problem mortgage loans on real estate had
        an amortized  cost of $8.1 million and $4.3 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had an amortized cost of $70.5 million and $114.2 million,
        respectively.  At December 31, 1996, the restructured  mortgage loans on
        real estate  amount  included $.7 million of problem  mortgage  loans on
        real estate.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>
        Impaired mortgage loans with provision for losses......................  $       109.1      $       128.1
        Impaired mortgage loans without provision for losses...................             .6                 .6
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................          109.7              128.7
        Provision for losses...................................................          (17.4)             (12.9)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        92.3      $       115.8
                                                                                ================   =================
</TABLE>

        During  1997,  1996  and  1995,  the  Closed  Block's  average  recorded
        investment in impaired mortgage loans was $110.2 million, $153.8 million
        and $146.9 million,  respectively.  Interest income  recognized on these
        impaired  mortgage  loans totaled $9.4  million,  $10.9 million and $5.9
        million  ($4.1  million,  $4.7 million and $1.3 million  recognized on a
        cash basis) for 1997, 1996 and 1995, respectively.

        Valuation  allowances  amounted to $18.5  million  and $13.8  million on
        mortgage  loans on real  estate and $16.8  million  and $3.7  million on
        equity real estate at December  31, 1997 and 1996,  respectively.  As of
        January  1,  1996,  the  adoption  of  SFAS  No.  121  resulted  in  the
        recognition of impairment losses of $5.6 million on real estate held for
        production of income.  Writedowns of fixed  maturities  amounted to $3.5
        million,  $12.8  million  and $16.8  million  for  1997,  1996 and 1995,
        respectively  and  writedowns  of equity real estate  subsequent  to the
        adoption of SFAS No. 121 amounted to $28.8 million for 1997.

        In the fourth quarter of 1997, $72.9 million  depreciated cost of equity
        real estate held for  production  of income was  reclassified  to equity
        real estate held for sale.  Additions to valuation  allowances  of $15.4
        million were recorded upon these transfers.  Additionally, in the fourth
        quarter,  $28.8 million of writedowns on real estate held for production
        of income were recorded.

        Many  expenses  related  to  Closed  Block  operations  are  charged  to
        operations  outside of the Closed Block;  accordingly,  the contribution
        from the Closed Block does not represent the actual profitability of the
        Closed Block  operations.  Operating  costs and expenses  outside of the
        Closed Block are, therefore, disproportionate to the business outside of
        the Closed Block.

                                      F-20
<PAGE>

 7)     DISCONTINUED OPERATIONS

        Summarized financial information for discontinued operations follows:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)

        <S>                                                                   <C>                   <C>
        Assets
        Mortgage loans on real estate........................................  $      655.5         $    1,111.1
        Equity real estate...................................................         655.6                925.6
        Other equity investments.............................................         209.3                300.5
        Short-term investments...............................................         102.0                 63.2
        Other invested assets................................................          41.9                 50.9
                                                                              -----------------    -----------------
          Total investments..................................................       1,664.3              2,451.3
        Cash and cash equivalents............................................         106.8                 42.6
        Other assets.........................................................         253.9                242.9
                                                                              -----------------    -----------------
        Total Assets.........................................................  $    2,025.0         $    2,736.8
                                                                              =================    =================

        Liabilities
        Policyholders' liabilities...........................................  $    1,048.3         $    1,335.9
        Allowance for future losses..........................................         259.2                262.0
        Amounts due to continuing operations.................................         572.8                996.2
        Other liabilities....................................................         144.7                142.7
                                                                              -----------------    -----------------
        Total Liabilities....................................................  $    2,025.0         $    2,736.8
                                                                              =================    =================
</TABLE>

<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Revenues
        Investment income (net of investment
          expenses of $97.3, $127.5 and $153.1)............  $       188.6       $      245.4       $      323.6
        Investment losses, net.............................         (173.7)             (18.9)             (22.9)
        Policy fees, premiums and other income.............             .2                 .2                 .7
                                                            -----------------   ----------------   -----------------
        Total revenues.....................................           15.1              226.7              301.4

        Benefits and other deductions......................          169.5              250.4              326.5
        Losses charged to allowance for future losses......         (154.4)             (23.7)             (25.1)
                                                            -----------------   ----------------   -----------------
        Pre-tax loss from operations.......................            -                  -                  -
        Pre-tax loss from strengthening of the
          allowance for future losses......................         (134.1)            (129.0)               -
        Federal income tax benefit.........................           46.9               45.2                -
                                                            -----------------   ----------------   -----------------
        Loss from Discontinued Operations..................  $       (87.2)      $      (83.8)      $        -
                                                            =================   ================   =================
</TABLE>

        The Company's  quarterly process for evaluating the allowance for future
        losses  applies  the  current   period's  results  of  the  discontinued
        operations  against  the  allowance,  re-estimates  future  losses,  and
        adjusts the  allowance,  if  appropriate.  Additionally,  as part of the
        Company's  annual  planning  process  which  takes  place in the  fourth
        quarter of each year,  investment and benefit cash flow  projections are
        prepared.  These updated  assumptions and estimates resulted in the need
        to strengthen the allowance in 1997 and 1996, respectively.

        In the fourth quarter of 1997, $329.9 million depreciated cost of equity
        real estate was reclassified from equity real estate held for production
        of  income  to  real  estate  held  for  sale.  Additions  to  valuation
        allowances  of $79.8  million  were  recognized  upon  these  transfers.
        Additionally,  in the fourth quarter, $92.5 million of writedown on real
        estate held for production of income were recognized.

        Benefits and other deductions includes $53.3 million, $114.3 million and
        $154.6  million of interest  expense  related to amounts  borrowed  from
        continuing operations in 1997, 1996 and 1995, respectively.

                                      F-21
<PAGE>

        Valuation  allowances  amounted  to $28.4  million  and $9.0  million on
        mortgage  loans on real estate and $88.4  million  and $20.4  million on
        equity real estate at December  31, 1997 and 1996,  respectively.  As of
        January 1, 1996,  the  adoption of SFAS No. 121 resulted in a release of
        existing valuation allowances of $71.9 million on equity real estate and
        recognition  of  impairment  losses of $69.8 million on real estate held
        for production of income. Writedowns of equity real estate subsequent to
        the adoption of SFAS No. 121 amounted to $95.7 million and $12.3 million
        for 1997 and 1996, respectively.

        At December 31, 1997 and 1996, problem mortgage loans on real estate had
        amortized  costs of $11.0  million and $7.9 million,  respectively,  and
        mortgage  loans on real  estate  for which the  payment  terms have been
        restructured  had amortized  costs of $109.4 million and $208.1 million,
        respectively.

        Impaired  mortgage  loans (as defined under SFAS No. 114) along with the
        related provision for losses were as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)

        <S>                                                                      <C>                <C>
        Impaired mortgage loans with provision for losses......................  $       101.8      $        83.5
        Impaired mortgage loans without provision for losses...................             .2               15.0
                                                                                ----------------   -----------------
        Recorded investment in impaired mortgages..............................          102.0               98.5
        Provision for losses...................................................          (27.3)              (8.8)
                                                                                ----------------   -----------------
        Net Impaired Mortgage Loans............................................  $        74.7      $        89.7
                                                                                ================   =================
</TABLE>

        During  1997,  1996  and  1995,  the  discontinued  operations'  average
        recorded investment in impaired mortgage loans was $89.2 million, $134.8
        million and $177.4 million, respectively.  Interest income recognized on
        these impaired  mortgage  loans totaled $6.6 million,  $10.1 million and
        $4.5 million ($5.3 million, $7.5 million and $.4 million recognized on a
        cash basis) for 1997, 1996 and 1995, respectively.

        At December  31, 1997 and 1996,  discontinued  operations  had  carrying
        values of $156.2  million  and  $263.0  million,  respectively,  of real
        estate acquired in satisfaction of debt.

8)      SHORT-TERM AND LONG-TERM DEBT

        Short-term and long-term debt consists of the following:
<TABLE>
<CAPTION>

                                                                                          December 31,
                                                                              --------------------------------------
                                                                                    1997                 1996
                                                                              -----------------    -----------------
                                                                                          (In Millions)
        <S>                                                                    <C>                  <C>
        Short-term debt......................................................  $      422.2         $      174.1
                                                                              -----------------    -----------------
        Long-term debt:
        Equitable Life:
          6.95% surplus notes scheduled to mature 2005.......................         399.4                399.4
          7.70% surplus notes scheduled to mature 2015.......................         199.7                199.6
          Other..............................................................            .3                   .5
                                                                              -----------------    -----------------
              Total Equitable Life...........................................         599.4                599.5
                                                                              -----------------    -----------------
        Wholly Owned and Joint Venture Real Estate:
          Mortgage notes, 5.87% - 12.00% due through 2006....................         951.1                968.6
                                                                              -----------------    -----------------
        Alliance:
          Other..............................................................          18.5                 24.7
                                                                              -----------------    -----------------
        Total long-term debt.................................................       1,569.0              1,592.8
                                                                              -----------------    -----------------

        Total Short-term and Long-term Debt..................................  $    1,991.2         $    1,766.9
                                                                              =================    =================
</TABLE>

                                      F-22
<PAGE>

        Short-term Debt

        Equitable  Life has a $350.0 million bank credit  facility  available to
        fund  short-term  working capital needs and to facilitate the securities
        settlement  process.  The  credit  facility  consists  of two  types  of
        borrowing  options with varying interest rates and expires in June 2000.
        The interest rates are based on external  indices  dependent on the type
        of borrowing  and at December 31, 1997 range from 5.88% to 8.50%.  There
        were no  borrowings  outstanding  under  this bank  credit  facility  at
        December 31, 1997.

        Equitable  Life has a  commercial  paper  program with an issue limit of
        $500.0 million. This program is available for general corporate purposes
        used to support  Equitable  Life's  liquidity  needs and is supported by
        Equitable  Life's  existing  $350.0  million  bank credit  facility.  At
        December 31, 1997, $50.0 million was outstanding under this program.

        During 1996,  Alliance entered into a $250.0 million five-year revolving
        credit facility with a group of banks. Under the facility,  the interest
        rate, at the option of Alliance, is a floating rate generally based upon
        a defined  prime rate,  a rate related to the London  Interbank  Offered
        Rate  ("LIBOR") or the Federal  funds rate. A facility fee is payable on
        the  total  facility.  The  revolving  credit  facility  will be used to
        provide back-up liquidity for Alliance's $250.0 million commercial paper
        program, to fund commission payments to financial intermediaries for the
        sale of Class B and C shares under Alliance's  mutual fund  distribution
        system, and for general working capital purposes.  At December 31, 1997,
        Alliance had $72.0 million in  commercial  paper  outstanding  and there
        were no borrowings under the revolving credit facility.

        Long-term Debt

        Several of the long-term  debt  agreements  have  restrictive  covenants
        related  to the total  amount of debt,  net  tangible  assets  and other
        matters. The Company is in compliance with all debt covenants.

        On December 18, 1995,  Equitable Life issued, in accordance with Section
        1307 of the New York  Insurance  Law,  $400.0  million of surplus  notes
        having an interest rate of 6.95%  scheduled to mature in 2005 and $200.0
        million of surplus notes having an interest  rate of 7.70%  scheduled to
        mature  in 2015  (together,  the  "Surplus  Notes").  Proceeds  from the
        issuance  of the  Surplus  Notes  were  $596.6  million,  net of related
        issuance  costs.  Payments of interest on, or principal  of, the Surplus
        Notes are subject to prior approval by the Superintendent.

        The Company has pledged real estate, mortgage loans, cash and securities
        amounting to $1,164.0  million and $1,406.4 million at December 31, 1997
        and 1996, respectively, as collateral for certain long-term debt.

        At December 31, 1997,  aggregate  maturities of the long-term debt based
        on required  principal  payments at maturity for 1998 and the succeeding
        four  years are $565.8  million,  $201.4  million,  $8.6  million,  $1.7
        million and $1.8 million, respectively, and $790.6 million thereafter.

 9)     FEDERAL INCOME TAXES

        A  summary  of the  Federal  income  tax  expense  in  the  consolidated
        statements of earnings is shown below:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
       <S>                                                   <C>                <C>                <C>
        Federal income tax expense (benefit):
          Current..........................................  $       186.5       $       97.9       $      (11.7)
          Deferred.........................................          (95.0)             (88.2)             132.2
                                                            -----------------   ----------------   -----------------
        Total..............................................  $        91.5       $        9.7       $      120.5
                                                            =================   ================   =================
</TABLE>

                                      F-23
<PAGE>

        The Federal income taxes  attributable  to  consolidated  operations are
        different from the amounts determined by multiplying the earnings before
        Federal  income  taxes and  minority  interest by the  expected  Federal
        income  tax  rate of 35%.  The  sources  of the  difference  and the tax
        effects of each are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                <C>
        Expected Federal income tax expense................  $       234.7       $       73.0       $      173.7
        Non-taxable minority interest......................          (38.0)             (28.6)             (22.0)
        Adjustment of tax audit reserves...................          (81.7)               6.9                4.1
        Equity in unconsolidated subsidiaries..............          (45.1)             (32.3)             (19.4)
        Other..............................................           21.6               (9.3)             (15.9)
                                                            -----------------   ----------------   -----------------
        Federal Income Tax Expense.........................  $        91.5       $        9.7       $      120.5
                                                            =================   ================   =================
</TABLE>

        The components of the net deferred Federal income taxes are as follows:
<TABLE>
<CAPTION>
                                                       December 31, 1997                  December 31, 1996
                                                ---------------------------------  ---------------------------------
                                                    Assets         Liabilities         Assets         Liabilities
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)

        <S>                                      <C>              <C>               <C>               <C>
        Compensation and related benefits......  $     257.9      $        -        $      259.2      $       -
        Other..................................         30.7               -                 -                1.8
        DAC, reserves and reinsurance..........          -               222.8               -              166.0
        Investments............................          -               405.7               -              328.6
                                                ---------------  ----------------  ---------------   ---------------
        Total..................................  $     288.6      $      628.5      $      259.2      $     496.4
                                                ===============  ================  ===============   ===============
</TABLE>

        The deferred Federal income taxes impacting  operations  reflect the net
        tax effects of temporary  differences  between the  carrying  amounts of
        assets and liabilities for financial  reporting purposes and the amounts
        used for income tax purposes. The sources of these temporary differences
        and the tax effects of each are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                  <C>                <C>
        DAC, reserves and reinsurance......................  $        46.2       $     (156.2)      $       63.3
        Investments........................................         (113.8)              78.6               13.0
        Compensation and related benefits..................            3.7               22.3               30.8
        Other..............................................          (31.1)             (32.9)              25.1
                                                            -----------------   ----------------   -----------------
        Deferred Federal Income Tax
          (Benefit) Expense................................  $       (95.0)      $      (88.2)      $      132.2
                                                            =================   ================   =================
</TABLE>

        The Internal  Revenue Service (the "IRS") is in the process of examining
        the Company's consolidated Federal income tax returns for the years 1989
        through  1991.  Management  believes  these audits will have no material
        adverse effect on the Company's results of operations.

                                      F-24
<PAGE>

10)     REINSURANCE AGREEMENTS

        The Insurance Group assumes and cedes  reinsurance  with other insurance
        companies.  The Insurance Group evaluates the financial condition of its
        reinsurers to minimize its exposure to significant losses from reinsurer
        insolvencies. Ceded reinsurance does not relieve the originating insurer
        of  liability.  The  effect of  reinsurance  (excluding  group  life and
        health) is summarized as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
       <S>                                                   <C>                <C>                <C>
        Direct premiums....................................  $       448.6       $      461.4       $      474.2
        Reinsurance assumed................................          198.3              177.5              171.3
        Reinsurance ceded..................................          (45.4)             (41.3)             (38.7)
                                                            -----------------   ----------------   -----------------
        Premiums...........................................  $       601.5       $      597.6       $      606.8
                                                            =================   ================   =================

        Universal Life and Investment-type Product
          Policy Fee Income Ceded..........................  $        61.0       $       48.2       $       44.0
                                                            =================   ================   =================
        Policyholders' Benefits Ceded......................  $        70.6       $       54.1       $       48.9
                                                            =================   ================   =================
        Interest Credited to Policyholders' Account
          Balances Ceded...................................  $        36.4       $       32.3       $       28.5
                                                            =================   ================   =================
</TABLE>

        Effective  January 1, 1994, all in force business above $5.0 million was
        reinsured.   During  1996,  the  Company's   retention  limit  on  joint
        survivorship  policies was  increased to $15.0  million.  The  Insurance
        Group also reinsures the entire risk on certain substandard underwriting
        risks as well as in certain other cases.

        The Insurance  Group cedes 100% of its group life and health business to
        a third party  insurance  company.  Premiums ceded totaled $1.6 million,
        $2.4 million and $260.6 million for 1997,  1996 and 1995,  respectively.
        Ceded death and disability benefits totaled $4.3 million,  $21.2 million
        and $188.1  million  for 1997,  1996 and 1995,  respectively.  Insurance
        liabilities  ceded totaled $593.8 million and $652.4 million at December
        31, 1997 and 1996, respectively.

11)     EMPLOYEE BENEFIT PLANS

        The Company sponsors  qualified and non-qualified  defined benefit plans
        covering   substantially  all  employees  (including  certain  qualified
        part-time employees), managers and certain agents. The pension plans are
        non-contributory.  Equitable Life's benefits are based on a cash balance
        formula or years of service  and final  average  earnings,  if  greater,
        under certain grandfathering rules in the plans. Alliance's benefits are
        based on years of  credited  service,  average  final  base  salary  and
        primary social  security  benefits.  The Company's  funding policy is to
        make the minimum contribution required by the Employee Retirement Income
        Security Act of 1974 ("ERISA").

        Components  of net periodic  pension cost (credit) for the qualified and
        non-qualified plans are as follows:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Service cost.......................................  $        32.5       $       33.8       $       30.0
        Interest cost on projected benefit obligations.....          128.2              120.8              122.0
        Actual return on assets............................         (307.6)            (181.4)            (309.2)
        Net amortization and deferrals.....................          166.6               43.4              155.6
                                                            -----------------   ----------------   -----------------
        Net Periodic Pension Cost (Credit).................  $        19.7       $       16.6       $       (1.6)
                                                            =================   ================   =================
</TABLE>

                                      F-25
<PAGE>

        The funded status of the qualified and non-qualified pension plans is as
        follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                <C>
        Actuarial present value of obligations:
          Vested...............................................................  $    1,702.6       $    1,672.2
          Non-vested...........................................................           3.9               10.1
                                                                                ----------------   -----------------
        Accumulated Benefit Obligation.........................................  $    1,706.5       $    1,682.3
                                                                                ================   =================

        Plan assets at fair value..............................................  $    1,867.4       $    1,626.0
        Projected benefit obligations..........................................       1,801.3            1,765.5
                                                                                ----------------   -----------------
        Projected benefit obligations (in excess of) or less than plan assets..          66.1             (139.5)
        Unrecognized prior service cost........................................          (9.9)             (17.9)
        Unrecognized net loss from past experience different
          from that assumed....................................................          95.0              280.0
        Unrecognized net asset at transition...................................           3.1                4.7
        Additional minimum liability...........................................           -                (19.3)
                                                                                ----------------   -----------------
        Prepaid  Pension Cost..................................................  $      154.3       $      108.0
                                                                                ================   =================
</TABLE>

        The  discount  rate and rate of increase in future  compensation  levels
        used in  determining  the actuarial  present value of projected  benefit
        obligations were 7.25% and 4.07%, respectively, at December 31, 1997 and
        7.5% and 4.25%,  respectively,  at December 31,  1996.  As of January 1,
        1997 and 1996,  the expected  long-term rate of return on assets for the
        retirement plan was 10.25%.

        The  Company  recorded,  as a  reduction  of  shareholders'  equity,  an
        additional minimum pension liability of $17.3 million and $12.9 million,
        net  of  Federal   income   taxes,   at  December  31,  1997  and  1996,
        respectively,  primarily  representing  the  excess  of the  accumulated
        benefit  obligation  of the  qualified  pension  plan  over the  accrued
        liability.

        The  pension  plan's  assets  include   corporate  and  government  debt
        securities,  equity  securities,  equity real estate and shares of group
        trusts managed by Alliance.

        Prior to 1987, the qualified plan funded participants'  benefits through
        the purchase of non-participating annuity contracts from Equitable Life.
        Benefit payments under these contracts were approximately $33.2 million,
        $34.7 million and $36.4 million for 1997, 1996 and 1995, respectively.

        The  Company  provides  certain  medical  and  life  insurance  benefits
        (collectively,  "postretirement  benefits")  for  qualifying  employees,
        managers and agents  retiring from the Company (i) on or after attaining
        age 55 who  have at  least  10  years  of  service  or (ii) on or  after
        attaining  age 65 or (iii) whose jobs have been  abolished  and who have
        attained age 50 with 20 years of service.  The life  insurance  benefits
        are related to age and salary at retirement. The costs of postretirement
        benefits are  recognized in accordance  with the  provisions of SFAS No.
        106. The Company  continues to fund  postretirement  benefits costs on a
        pay-as-you-go  basis and,  for 1997,  1996 and 1995,  the  Company  made
        estimated  postretirement  benefits  payments  of $18.7  million,  $18.9
        million and $31.1 million, respectively.

                                      F-26
<PAGE>

        The  following  table  sets  forth the  postretirement  benefits  plan's
        status,  reconciled to amounts recognized in the Company's  consolidated
        financial statements:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                <C>                 <C>
        Service cost.......................................  $         4.5       $        5.3       $        4.0
        Interest cost on accumulated postretirement
          benefits obligation..............................           34.7               34.6               34.7
        Net amortization and deferrals.....................            1.9                2.4               (2.3)
                                                            -----------------   ----------------   -----------------
        Net Periodic Postretirement Benefits Costs.........  $        41.1       $       42.3       $       36.4
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>
                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Accumulated postretirement benefits obligation:
          Retirees.............................................................  $      388.5       $      381.8
          Fully eligible active plan participants..............................          45.7               50.7
          Other active plan participants.......................................          56.6               60.7
                                                                                ----------------   -----------------
                                                                                        490.8              493.2
        Unrecognized prior service cost........................................          40.3               50.5
        Unrecognized net loss from past experience different
          from that assumed and from changes in assumptions....................        (140.6)            (150.5)
                                                                                ----------------   -----------------
        Accrued Postretirement Benefits Cost...................................  $      390.5       $      393.2
                                                                                ================   =================
</TABLE>

        Since January 1, 1994,  costs to the Company for providing these medical
        benefits  available  to  retirees  under  age 65 are the  same as  those
        offered to active  employees and costs to the Company of providing these
        medical  benefits  will  be  limited  to  200%  of  1993  costs  for all
        participants.

        The  assumed   health  care  cost  trend  rate  used  in  measuring  the
        accumulated  postretirement  benefits  obligation  was  8.75%  in  1997,
        gradually  declining  to 2.75% in the  year  2009 and in 1996 was  9.5%,
        gradually  declining to 3.5% in the year 2009. The discount rate used in
        determining the accumulated postretirement benefits obligation was 7.25%
        and 7.50% at December 31, 1997 and 1996, respectively.

        If the health care cost trend rate assumptions were increased by 1%, the
        accumulated  postretirement  benefits obligation as of December 31, 1997
        would be  increased  7%.  The  effect  of this  change on the sum of the
        service cost and interest cost would be an increase of 8%.

12)     DERIVATIVES AND FAIR VALUE OF FINANCIAL INSTRUMENTS

        Derivatives

        The Insurance Group primarily uses derivatives for asset/liability  risk
        management and for hedging individual securities. Derivatives mainly are
        utilized to reduce the  Insurance  Group's  exposure  to  interest  rate
        fluctuations.  Accounting for interest rate swap  transactions  is on an
        accrual   basis.   Gains  and  losses  related  to  interest  rate  swap
        transactions are amortized as yield  adjustments over the remaining life
        of the underlying  hedged  security.  Income and expense  resulting from
        interest rate swap  activities are reflected in net  investment  income.
        The  notional  amount of  matched  interest  rate swaps  outstanding  at
        December  31,  1997 and 1996,  respectively,  was  $1,353.4  million and
        $649.9 million.  The average unexpired terms at December 31, 1997 ranged
        from 1.5 to 3.8 years.  At December  31, 1997,  the cost of  terminating
        outstanding  matched  swaps in a loss position was $10.9 million and the
        unrealized  gain on  outstanding  matched  swaps in a gain  position was
        $38.9  million.  The  Company  has no  intention  of  terminating  these
        contracts  prior to  maturity.  During  1996 and 1995,  net gains of $.2
        million and $1.4 million, respectively, were recorded in connection with
        interest rate swap activity.  Equitable Life has implemented an interest
        rate cap program designed to hedge crediting rates on interest-sensitive
        individual annuities contracts. The outstanding notional  amounts at

                                      F-27
<PAGE>

        December 31, 1997 of contracts  purchased and sold were $7,250.0 million
        and $875.0 million, respectively. The net premium paid by Equitable Life
        on these contracts was $48.5 million and is being amortized ratably over
        the  contract  periods  ranging  from 1 to 5 years.  Income and  expense
        resulting  from this program are  reflected as an adjustment to interest
        credited to policyholders' account balances.

        Substantially  all of DLJ's  activities  related to derivatives  are, by
        their nature trading  activities  which are primarily for the purpose of
        customer accommodations.  DLJ enters into certain contractual agreements
        referred to as derivatives or  off-balance-sheet  financial  instruments
        involving  futures,  forwards and options.  DLJ's derivative  activities
        consist of writing  over-the-counter  ("OTC") options to accommodate its
        customer  needs,  trading in forward  contracts in U.S.  government  and
        agency  issued or  guaranteed  securities  and in futures  contracts  on
        equity-based  indices,  interest rate  instruments  and  currencies  and
        issuing   structured   products  based  on  emerging  market   financial
        instruments  and  indices.  DLJ's  involvement  in  swap  contracts  and
        commodity derivative instruments is not significant.

        Fair Value of Financial Instruments

        The Company  defines  fair value as the quoted  market  prices for those
        instruments  that are  actively  traded in financial  markets.  In cases
        where quoted market prices are not available,  fair values are estimated
        using  present  value  or other  valuation  techniques.  The fair  value
        estimates  are made at a  specific  point in  time,  based on  available
        market  information  and  judgments  about  the  financial   instrument,
        including  estimates  of the timing and amount of  expected  future cash
        flows and the credit standing of  counterparties.  Such estimates do not
        reflect any premium or discount that could result from offering for sale
        at one time the  Company's  entire  holdings of a  particular  financial
        instrument,  nor do they consider the tax impact of the  realization  of
        unrealized  gains or losses.  In many  cases,  the fair value  estimates
        cannot be  substantiated by comparison to independent  markets,  nor can
        the  disclosed  value  be  realized  in  immediate   settlement  of  the
        instrument.

        Certain  financial  instruments  are  excluded,  particularly  insurance
        liabilities  other than financial  guarantees and investment  contracts.
        Fair market  value of  off-balance-sheet  financial  instruments  of the
        Insurance Group was not material at December 31, 1997 and 1996.

        Fair  values  for  mortgage  loans  on  real  estate  are  estimated  by
        discounting  future contractual cash flows using interest rates at which
        loans with similar  characteristics  and credit  quality  would be made.
        Fair values for foreclosed mortgage loans and problem mortgage loans are
        limited to the  estimated  fair value of the  underlying  collateral  if
        lower.

        Fair values of policy loans are estimated by discounting  the face value
        of the  loans  from the time of the next  interest  rate  review  to the
        present,  at a rate equal to the excess of the current  estimated market
        rates over the current interest rate charged on the loan.

        The estimated fair values for the Company's  association plan contracts,
        supplementary contracts not involving life contingencies  ("SCNILC") and
        annuities  certain,   which  are  included  in  policyholders'   account
        balances,   and  guaranteed   interest  contracts  are  estimated  using
        projected cash flows  discounted at rates  reflecting  expected  current
        offering rates.

        The  estimated  fair values for variable  deferred  annuities and single
        premium   deferred   annuities   ("SPDA"),   which   are   included   in
        policyholders'  account  balances,  are  estimated  by  discounting  the
        account  value back from the time of the next  crediting  rate review to
        the present,  at a rate equal to the excess of current  estimated market
        rates offered on new policies over the current crediting rates.

                                      F-28
<PAGE>

        Fair values for long-term  debt is  determined  using  published  market
        values, where available,  or contractual cash flows discounted at market
        interest rates. The estimated fair values for non-recourse mortgage debt
        are  determined by  discounting  contractual  cash flows at a rate which
        takes  into  account  the level of  current  market  interest  rates and
        collateral  risk. The estimated  fair values for recourse  mortgage debt
        are  determined by  discounting  contractual  cash flows at a rate based
        upon  current  interest  rates of other  companies  with credit  ratings
        similar to the  Company.  The  Company's  carrying  value of  short-term
        borrowings approximates their estimated fair value.

        The following  table  discloses  carrying value and estimated fair value
        for financial instruments not otherwise disclosed in Notes 3, 6 and 7:
<TABLE>
<CAPTION>
                                                                           December 31,
                                                --------------------------------------------------------------------
                                                              1997                               1996
                                                ---------------------------------  ---------------------------------
                                                   Carrying         Estimated         Carrying         Estimated
                                                    Value          Fair Value          Value           Fair Value
                                                ---------------  ----------------  ---------------   ---------------
                                                                           (In Millions)

        <S>                                      <C>              <C>              <C>                <C>
        Consolidated Financial Instruments:
        Mortgage loans on real estate..........  $    2,611.4     $     2,822.8     $     3,133.0     $    3,394.6
        Other limited partnership interests....         509.4             509.4             467.0            467.0
        Policy loans...........................       2,422.9           2,493.9           2,196.1          2,221.6
        Policyholders' account balances -
          investment contracts.................      12,611.0          12,714.0          12,908.7         12,992.2
        Long-term debt.........................       1,569.0           1,531.5           1,592.8          1,557.7

        Closed Block Financial Instruments:
        Mortgage loans on real estate..........       1,341.6           1,420.7           1,380.7          1,425.6
        Other equity investments...............          86.3              86.3             105.0            105.0
        Policy loans...........................       1,700.2           1,784.2           1,765.9          1,798.0
        SCNILC liability.......................          27.6              30.3              30.6             34.9

        Discontinued Operations Financial
        Instruments:
        Mortgage loans on real estate..........         655.5             779.9           1,111.1          1,220.3
        Fixed maturities.......................          38.7              38.7              42.5             42.5
        Other equity investments...............         209.3             209.3             300.5            300.5
        Guaranteed interest contracts..........          37.0              34.0             290.7            300.5
        Long-term debt.........................         102.0             102.1             102.1            102.2
</TABLE>

13)     COMMITMENTS AND CONTINGENT LIABILITIES

        The Company  has  provided,  from time to time,  certain  guarantees  or
        commitments  to  affiliates,  investors and others.  These  arrangements
        include commitments by the Company,  under certain  conditions:  to make
        capital  contributions of up to $202.6 million to affiliated real estate
        joint  ventures;  and to provide  equity  financing  to certain  limited
        partnerships of $362.1 million at December 31, 1997, under existing loan
        or loan commitment agreements.

        Equitable  Life  is the  obligor  under  certain  structured  settlement
        agreements  which  it  had  entered  into  with  unaffiliated  insurance
        companies  and  beneficiaries.  To satisfy its  obligations  under these
        agreements,  Equitable  Life owns  single  premium  annuities  issued by
        previously wholly owned life insurance subsidiaries.  Equitable Life has
        directed  payment  under  these  annuities  to be made  directly  to the
        beneficiaries under the structured settlement  agreements.  A contingent
        liability exists with respect to these agreements  should the previously
        wholly  owned   subsidiaries  be  unable  to  meet  their   obligations.
        Management  believes the satisfaction of those  obligations by Equitable
        Life is remote.

        The Insurance  Group had $47.4 million of letters of credit  outstanding
        at December 31, 1997.

                                      F-29
<PAGE>

14)     LITIGATION

        Equitable  Life recently  agreed to settle,  subject to court  approval,
        previously  disclosed  cases brought by persons  insured under  Lifetime
        Guaranteed   Renewable  Major  Medical  Insurance   Policies  issued  by
        Equitable  Life  (the  "Policies")  in New York  (Golomb  et al.  v. The
        Equitable Life  Assurance  Society of the United  States),  Pennsylvania
        (Malvin et al. v. The  Equitable  Life  Assurance  Society of the United
        States), Texas (Bowler et al. v. The Equitable Life Assurance Society of
        the United  States),  Florida  (Bachman v. The Equitable  Life Assurance
        Society of the United States) and California  (Fletcher v. The Equitable
        Life Assurance Society of the United States).  Plaintiffs in these cases
        claimed that Equitable Life's method for determining  premium  increases
        breached   the  terms  of  certain   forms  of  the   Policies  and  was
        misrepresented.  Plaintiffs  in Bowler and  Fletcher  also  claimed that
        Equitable Life  misrepresented to policyholders in Texas and California,
        respectively,  that  premium  increases  had been  approved by insurance
        departments  in those states and  determined  annual rate increases in a
        manner  that  discriminated  against  policyholders  in those  states in
        violation of the terms of the Policies, representations to policyholders
        and/or state law. The New York trial court  dismissed  the Golomb action
        with  prejudice  and  plaintiffs  appealed.   In  Bowler  and  Fletcher,
        Equitable  Life denied the material  allegations  of the  complaints and
        filed motions for summary  judgment which have been fully  briefed.  The
        Malvin action was stayed indefinitely pending the outcome of proceedings
        in Golomb and in Fletcher the magistrate  concluded that the case should
        be remanded to California  state court and Equitable  Life appealed that
        determination  to the district  judge.  On December 23, 1997,  Equitable
        Life  entered into a settlement  agreement,  subject to court  approval,
        which would result in the dismissal  with  prejudice of each of the five
        pending actions and the resolution of all similar claims on a nationwide
        basis.

        The settlement agreement provides for the creation of a nationwide class
        consisting of all persons holding,  and paying premiums on, the Policies
        at any time since January 1, 1988. An amended complaint will be filed in
        the federal  district court in Tampa,  Florida (where the Florida action
        is pending), that would assert claims of the kind previously made in the
        cases described above on a nationwide  basis, on behalf of policyholders
        in the nationwide class, which consists of approximately  127,000 former
        and current policyholders. If the settlement is approved, Equitable Life
        would pay  $14,166,000  in  exchange  for release of all claims for past
        damages on claims of the type described in the five pending  actions and
        the amended  complaint.  Costs of  administering  the settlement and any
        attorneys'  fees awarded by the court to  plaintiffs'  counsel  would be
        deducted from this fund before distribution of the balance to the class.
        In addition to this payment,  Equitable  Life will provide future relief
        to current  holders of certain  forms of the  Policies in the form of an
        agreement  to be  embodied  in the  court's  judgment,  restricting  the
        premium  increases  Equitable  Life can seek on  these  Policies  in the
        future.  The parties estimate the present value of these restrictions at
        $23,333,000, before deduction of any attorneys' fees that may be awarded
        by the court.  The estimate is based on assumptions  about future events
        that cannot be predicted with certainty and accordingly the actual value
        of the future relief may differ.  The parties to the settlement  shortly
        will be asking the court to approve  preliminarily  the  settlement  and
        settlement class and to permit  distribution of notice of the settlement
        to policyholders, establish procedures for objections, an opportunity to
        opt out of the  settlements  as it  affects  past  damages,  and a court
        hearing on whether the settlement should be finally approved.  Equitable
        Life cannot predict whether the settlement will be approved or, if it is
        not  approved,  the  outcome  of  the  pending  litigations.  As  noted,
        proceedings in Malvin were stayed indefinitely; proceedings in the other
        actions  have been  stayed or  deferred to  accommodate  the  settlement
        approval process.

        A number of lawsuits have been filed against life and health insurers in
        the  jurisdictions  in  which  Equitable  Life and its  subsidiaries  do
        business involving insurers' sales practices,  alleged agent misconduct,
        alleged failure to properly supervise agents, and other matters. Some of
        the lawsuits have resulted in the award of substantial judgments against
        other insurers,  including  material amounts of punitive damages,  or in
        substantial  settlements.   In  some  states,  juries  have  substantial
        discretion  in awarding  punitive  damages.  Equitable  Life,  Equitable
        Variable  Life  Insurance  Company  ("EVLICO,"  which  was  merged  into
        Equitable Life effective January 1, 1997, but whose existence  continues
        for certain limited  purposes,  including the defense of litigation) and
        The  Equitable of  Colorado,  Inc.  ("EOC"),  like other life and health
        insurers,  from  time to time are  involved  in such  litigation.  Among
        litigations  pending against  Equitable Life, EVLICO and EOC of the type
        referred  to in this  paragraph  are the  litigations  described  in the
        following seven paragraphs.

                                      F-30
<PAGE>

        An action was instituted on April 6, 1995 against Equitable Life and its
        wholly owned subsidiary,  EOC, in New York state court,  entitled Sidney
        C. Cole, et al. v. The Equitable  Life  Assurance  Society of the United
        States and The Equitable of Colorado,  Inc. The action is brought by the
        holders of a joint  survivorship  whole life policy  issued by EOC.  The
        action purports to be on behalf of a class consisting of all persons who
        from January 1, 1984 purchased life insurance policies sold by Equitable
        Life and EOC based upon allegedly uniform sales presentations and policy
        illustrations.  The  complaint  puts  in  issue  various  alleged  sales
        practices that plaintiffs assert, among other things, misrepresented the
        stated  number of years that the annual  premium  would need to be paid.
        Plaintiffs  seek  damages  in an  unspecified  amount,  imposition  of a
        constructive  trust,  and  seek to  enjoin  Equitable  Life and EOC from
        engaging in the  challenged  sales  practices.  In June 1996,  the Court
        issued a decision and order dismissing with prejudice plaintiffs' causes
        of action for  fraud,  constructive  fraud,  breach of  fiduciary  duty,
        negligence,  and unjust  enrichment,  and dismissing  without  prejudice
        plaintiffs' cause of action under the New York State consumer protection
        statute.  The only remaining causes of action are for breach of contract
        and negligent  misrepresentation.  In April 1997,  plaintiffs noticed an
        appeal from the court's June 1996 order.  Subsequently,  Equitable  Life
        and EOC noticed a cross-appeal  from so much of the June 1996 order that
        denied their motion to dismiss.  Briefing on the appeals is scheduled to
        begin on  February  23,  1998.  In June  1997,  plaintiffs  filed  their
        memorandum  of law and  affidavits  in support of their motion for class
        certification.  That memorandum states that plaintiffs seek to certify a
        class  solely  on their  breach  of  contract  claims,  and not on their
        negligent   misrepresentation  claim.  Plaintiffs'  class  certification
        motion  has been fully  briefed by the  parties  and is sub  judice.  In
        August  1997,   Equitable  Life  and  EOC  moved  for  summary  judgment
        dismissing  plaintiffs'  remaining  claims  of breach  of  contract  and
        negligent  misrepresentation.  Defendants'  summary  judgment motion has
        been fully briefed by the parties. On January 5, 1998,  plaintiffs filed
        a note of issue (placing the case on the trial calendar).

        On May 21,  1996,  an  action  entitled  Elton  F.  Duncan,  III v.  The
        Equitable  Life  Assurance  Society of the United  States was  commenced
        against  Equitable  Life in the Civil  District  Court for the Parish of
        Orleans,  State of Louisiana.  The action  originally  was brought by an
        individual  who  purchased a whole life policy  from  Equitable  Life in
        1989.  In September  1997,  with leave of the court,  plaintiff  filed a
        second amended  petition naming six additional  policyholder  plaintiffs
        and  three  new  sales  agent  defendants.  The  sole  named  individual
        defendant in the  original  petition is also named as a defendant in the
        second  amended  petition.  Plaintiffs  purport  to  represent  a  class
        consisting  of all persons who  purchased  whole life or universal  life
        insurance policies from Equitable Life from January 1, 1981 through July
        22,  1992.   Plaintiffs   allege   improper  sales  practices  based  on
        allegations  of  misrepresentations   concerning  one  or  more  of  the
        following:  the number of years that  premiums  would need to be paid; a
        policy's suitability as an investment vehicle; and the extent to which a
        policy  was  a  proper  replacement  policy.  Plaintiffs  seek  damages,
        including punitive damages,  in an unspecified  amount. In October 1997,
        Equitable  Life filed (i)  exceptions  to the second  amended  petition,
        asserting  deficiencies  in pleading of venue and vagueness;  and (ii) a
        motion to strike  certain  allegations.  On January 23, 1998,  the court
        heard  argument on  Equitable  Life's  exceptions  and motion to strike.
        Those  motions  are sub  judice.  Motion  practice  regarding  discovery
        continues.

        On July 26,  1996,  an action  entitled  Michael  Bradley  v.  Equitable
        Variable Life  Insurance  Company was commenced in New York state court,
        Kings  County.  The action is  brought by the holder of a variable  life
        insurance policy issued by EVLICO. The plaintiff purports to represent a
        class  consisting  of all persons or entities who  purchased one or more
        life  insurance  policies  issued by EVLICO  from  January 1, 1980.  The
        complaint  puts at issue  various  alleged  sales  practices and alleges
        misrepresentations  concerning  the  extent  to which the  policy  was a
        proper  replacement  policy  and the  number  of years  that the  annual
        premium  would  need to be  paid.  Plaintiff  seeks  damages,  including
        punitive  damages,  in an unspecified  amount and also seeks  injunctive
        relief  prohibiting  EVLICO from canceling  policies for failure to make
        premium  payments  beyond the  alleged  stated  number of years that the
        annual  premium would need to be paid.  EVLICO  answered the  complaint,
        denying the material  allegations.  In September  1996,  Equitable Life,
        EVLICO  and EOC made a motion to have this  proceeding  moved from Kings
        County Supreme Court to New York County for joint trial or consolidation
        with the Cole  action.  The  motion  was  denied by the Court in Cole in
        January 1997.  Plaintiff  then moved for  certification  of a nationwide
        class  consisting of all persons or entities who, since January 1, 1980,
        were   sold   one   or   more   life   insurance   products   based   on
        misrepresentations  as to the number of years  that the  annual  premium
        would need to be paid,  and/or who were  allegedly  induced to  purchase
        additional  policies  from EVLICO  using the cash value  accumulated  in
        existing  policies.  Defendants have opposed this motion.  Discovery and
        briefing  regarding  plaintiff's  motion  for  class  certification  are
        ongoing.

                                      F-31
<PAGE>

        On  December  12,  1996,  an action  entitled  Robert  E.  Dillon v. The
        Equitable Life Assurance  Society of the United States and The Equitable
        of Colorado,  was commenced in the United States  District Court for the
        Southern District of Florida. The action is brought by an individual who
        purchased a joint whole life policy from EOC in 1988. The complaint puts
        in issue various alleged sales practices and alleges  misrepresentations
        concerning the alleged  impropriety of  replacement  policies  issued by
        Equitable  Life and EOC and  alleged  misrepresentations  regarding  the
        number  of  years  premiums  would  have to be  paid on the  defendants'
        policies.  Plaintiff  alleges  claims  for  breach of  contract,  fraud,
        negligent  misrepresentation,  money had and received, unjust enrichment
        and imposition of a constructive trust.  Plaintiff purports to represent
        two classes of persons.  The first is a "contract class,"  consisting of
        all persons who purchased  whole or universal  life  insurance  policies
        from  Equitable  Life and EOC and from whom  Equitable Life and EOC have
        sought additional payments beyond the number of years allegedly promised
        by Equitable Life and EOC. The second is a "fraud class,"  consisting of
        all persons with an interest in policies  issued by  Equitable  Life and
        EOC at any time since  October 1, 1986.  Plaintiff  seeks  damages in an
        unspecified amount, and also seeks injunctive relief attaching Equitable
        Life's and EOC's  profits from their  alleged  sales  practices.  In May
        1997, plaintiff served a motion for class  certification.  In July 1997,
        the parties  submitted  to the Court a joint  scheduling  report,  joint
        scheduling order and a confidentiality  stipulation and order. The Court
        signed the latter stipulation, and the others remain sub judice. Further
        briefing on plaintiff's class certification motion will await entry of a
        scheduling order and further class  certification  discovery,  which has
        commenced and is on-going.  In January 1998,  the judge  assigned to the
        case recused  himself,  and the case was  reassigned.  Defendants are to
        serve their answer in February 1998.

        On January 3, 1996, an amended complaint was filed in an action entitled
        Frank Franze Jr. and George  Busher,  individually  and on behalf of all
        others similarly situated v. The Equitable Life Assurance Society of the
        United  States,  and Equitable  Variable  Life  Insurance  Company,  No.
        94-2036 in the United States District Court for the Southern District of
        Florida.  The  action  was  brought  by two  individuals  who  purchased
        variable life insurance policies.  The plaintiffs purport to represent a
        nationwide class  consisting of all persons who purchased  variable life
        insurance  policies from Equitable  Life and EVLICO since  September 30,
        1991. The amended  complaint  alleges that Equitable Life's and EVLICO's
        agents were  trained not to disclose  fully that the product  being sold
        was  life  insurance.   Plaintiffs  allege  violations  of  the  Federal
        securities  laws and seek  rescission of the  contracts or  compensatory
        damages and attorneys' fees and expenses. Equitable Life and EVLICO have
        answered the amended  complaint,  denying the material  allegations  and
        asserting  certain  affirmative  defenses.   Motion  practice  regarding
        discovery continues.

        On January 9, 1997, an action entitled Rosemarie Chaviano,  individually
        and on behalf of all others  similarly  situated v. The  Equitable  Life
        Assurance  Society of the United  States,  and  Equitable  Variable Life
        Insurance Company,  was filed in Massachusetts state court making claims
        similar to those in the Franze  action and  alleging  violations  of the
        Massachusetts  securities laws. The plaintiff  purports to represent all
        persons in Massachusetts who purchased variable life insurance contracts
        from Equitable Life and EVLICO from January 9, 1993 to the present.  The
        Massachusetts  action seeks  rescission of the contracts or compensatory
        damages,  attorneys'  fees,  expenses and injunctive  relief.  Plaintiff
        filed an amended  complaint in April 1997. In July 1997,  Equitable Life
        served a motion to dismiss the amended complaint or, in the alternative,
        for summary judgment.  On September 12, 1997,  plaintiff moved for class
        certification.  This motion is  scheduled  for  hearing on February  18,
        1998.

        On September 11, 1997, an action entitled Pamela L. and James A. Luther,
        individually and as  representatives of all people similarly situated v.
        The Equitable Life Assurance Society of the United States, The Equitable
        Companies Incorporated, and Casey Cammack, individually and as agent for
        The  Equitable  Life  Assurance  Society  of the  United  States and The
        Equitable  Companies  Incorporated,  was filed in Texas state court. The
        action was brought by holders of a whole life policy and the beneficiary
        under that policy. Plaintiffs purport to represent a nationwide class of
        persons  having  an  ownership  or  beneficial  interest  in  whole  and
        universal  life policies  issued by Equitable  Life from January 1, 1982
        through  December 31, 1996.  Also  included in the  purported  class are
        persons  having an ownership  interest in variable  annuities  purchased
        from Equitable  Life from January 1, 1992 to the present.  The complaint
        puts  in  issue  the  allegations  that  uniform  sales   presentations,
        illustrations,   and   materials   that   Equitable   Life  agents  used
        misrepresented the stated number of years that premiums would need to be
        paid and misrepresented the extent to which the policies at issue were

                                      F-32
<PAGE>

        
        proper  replacement  policies.  Plaintiffs  seek  compensatory  damages,
        attorneys' fees and expenses.  In October 1997,  Equitable Life served a
        general denial of the allegations  against it. The same day, the Holding
        Company entered a special appearance contesting the court's jurisdiction
        over it. In November  1997,  Equitable  Life filed a plea in  abatement,
        which,  under Texas law, stayed further  proceedings in the case because
        plaintiffs  had not served a demand letter.  Plaintiffs  served a demand
        letter upon  Equitable  Life and the Holding  Company,  the  response to
        which is due 60 days  thereafter.  Although  the  outcome of  litigation
        cannot be predicted with certainty,  particularly in the early stages of
        an  action,  the  Company's   management   believes  that  the  ultimate
        resolution of the Cole, Duncan,  Bradley,  Dillon, Franze,  Chaviano and
        Luther  litigations  should  not have a material  adverse  effect on the
        financial position of the Company.  The Company's management cannot make
        an  estimate  of  loss,  if any,  or  predict  whether  or not any  such
        litigation will have a material adverse effect on the Company's  results
        of operations in any particular period.

        On September 12, 1997, the United States District Court for the Northern
        District  of Alabama,  Southern  Division,  entered an order  certifying
        James  Brown  as the  representative  of a class  consisting  of  "[a]ll
        African-Americans  who applied but were not hired for, were  discouraged
        from applying for, or would have applied for the position of Sales Agent
        in the absence of the discriminatory practices, and/or procedures in the
        [former]  Southern  Region  of The  Equitable  from May 16,  1987 to the
        present." The second amended  complaint in James W. Brown,  on behalf of
        others similarly situated v. The Equitable Life Assurance Society of the
        United  States,   alleges,  among  other  things,  that  Equitable  Life
        discriminated on the basis of race against  African-American  applicants
        and  potential   applicants  in  hiring  individuals  as  sales  agents.
        Plaintiffs  seek a  declaratory  judgment and  affirmative  and negative
        injunctive relief, including the payment of back-pay,  pension and other
        compensation. Although the outcome of any litigation cannot be predicted
        with  certainty,  the  Company's  management  believes that the ultimate
        resolution of this matter should not have a material  adverse  effect on
        the financial position of the Company.  The Company's  management cannot
        make an estimate of loss, if any, or predict  whether or not such matter
        will  have a  material  adverse  effect  on  the  Company's  results  of
        operations in any particular period.

        The U.S.  Department of Labor ("DOL") is conducting an  investigation of
        Equitable Life's  management of the Prime Property Fund ("PPF").  PPF is
        an open-end,  commingled real estate separate  account of Equitable Life
        for pension clients.  Equitable Life serves as investment manager in PPF
        and retains  EREIM as advisor.  Equitable  Life agreed to indemnify  the
        purchaser of EREIM (which Equitable Life sold in June 1997) with respect
        to any fines,  penalties and rebates to clients in connection  with this
        investigation. In early 1995, the DOL commenced a national investigation
        of commingled real estate funds with pension  investors,  including PPF.
        The  investigation  appears to be focused  principally  on appraisal and
        valuation  procedures  in respect of fund  properties.  The most  recent
        request from the DOL seems to reflect,  at least in part, an interest in
        the relationship  between the valuations for those properties  reflected
        in  appraisals  prepared  for local  property  tax  proceedings  and the
        valuations used by PPF for other  purposes.  At no time has the DOL made
        any  specific   allegation  that  Equitable  Life  or  EREIM  has  acted
        improperly and Equitable Life and EREIM believe that any such allegation
        would be without  foundation.  While the  outcome of this  investigation
        cannot be predicted with certainty,  the Company's  management  believes
        that the ultimate  resolution  of this matter should not have a material
        adverse effect on the financial  position of the Company.  The Company's
        management  cannot make an estimate of loss, if any, or predict  whether
        or not this  investigation  will have a material  adverse  effect on the
        Company's results of operations in any particular period.

        On July 25, 1995, a Consolidated and Supplemental Class Action Complaint
        ("Complaint")  was filed  against  Alliance  North  American  Government
        Income Trust,  Inc. (the "Fund"),  Alliance and certain other defendants
        affiliated  with  Alliance,  including  the  Holding  Company,  alleging
        violations  of Federal  securities  laws,  fraud and breach of fiduciary
        duty in connection with the Fund's  investments in Mexican and Argentine
        securities.  The Complaint,  which sought  certification  of a plaintiff
        class of persons  who  purchased  or owned Class A, B or C shares of the
        Fund  from  March  27,  1992  through  December  23,  1994,   sought  an
        unspecified  amount of  damages,  costs,  attorneys'  fees and  punitive
        damages.  The principal  allegations  are that the Fund  purchased  debt
        securities  issued by the Mexican and Argentine  governments  in amounts
        that were not  permitted by the Fund's  investment  objective,  and that
        there was no  shareholder  vote to change the  investment  objective  to
        permit purchases in such amounts. The Complaint further alleged that the
        decline in the value of the Mexican and Argentine securities held by the
        Fund  caused the Fund's net asset value to decline to the  detriment  of
        the Fund's  shareholders.  On  September  26,  1996,  the United  States
        District Court for the Southern District of

                                      F-33
<PAGE>

        New York  granted  the  defendants'  motion to dismiss all counts of the
        Complaint ("First  Decision").  On October 11, 1996,  plaintiffs filed a
        motion for reconsideration of the First Decision.  On November 25, 1996,
        the court denied  plaintiffs'  motion for  reconsideration  of the First
        Decision.  On October 29, 1997,  the United  States Court of Appeals for
        the Second Circuit issued an order granting defendants' motion to strike
        and dismissing  plaintiffs' appeal of the First Decision. On October 29,
        1996,  plaintiffs filed a motion for leave to file an amended complaint.
        The principal allegations of the proposed amended complaint are that (i)
        the Fund  failed to hedge  against  the risks of  investing  in  foreign
        securities  despite  representations  that it would do so, (ii) the Fund
        did not properly  disclose that it planned to invest in  mortgage-backed
        derivative  securities  and  (iii) two  advertisements  used by the Fund
        misrepresented the risks of investing in the Fund. On July 15, 1997, the
        District  Court denied  plaintiffs'  motion for leave to file an amended
        complaint  and ordered that the case be dismissed  ("Second  Decision").
        The  plaintiffs  have appealed the Second  Decision to the United States
        Court of Appeals for the Second Circuit.  While the ultimate  outcome of
        this matter cannot be  determined  at this time,  management of Alliance
        does  not  expect  that  it  will  have a  material  adverse  effect  on
        Alliance's results of operations or financial condition.

        On January 26, 1996, a purported purchaser of certain notes and warrants
        to  purchase  shares  of  common  stock of  Rickel  Home  Centers,  Inc.
        ("Rickel") filed a class action complaint  against  Donaldson,  Lufkin &
        Jenrette Securities  Corporation  ("DLJSC") and certain other defendants
        for unspecified  compensatory and punitive damages in the U. S. District
        Court for the  Southern  District  of New York.  The suit was brought on
        behalf of the  purchasers  of 126,457 units  consisting of  $126,457,000
        aggregate  principal amount of 13 1/2% senior notes due 2001 and 126,457
        warrants to purchase  shares of common stock of Rickel  issued by Rickel
        in October 1994. The complaint alleges  violations of federal securities
        laws and common law fraud against DLJSC, as the underwriter of the units
        and as an owner of 7.3% of the  common  stock of Rickel,  Eos  Partners,
        L.P., and General Electric Capital Corporation,  each as owners of 44.2%
        of the common stock of Rickel,  and members of the board of directors of
        Rickel, including a DLJSC managing director. The complaint seeks to hold
        DLJSC liable for alleged  misstatements  and omissions  contained in the
        prospectus  and  registration  statement  filed in  connection  with the
        offering of the units,  alleging that the  defendants  knew of financial
        losses  and a  decline  in value of Rickel  in the  months  prior to the
        offering and did not  disclose  such  information.  The  complaint  also
        alleges that Rickel failed to pay its semi-annual  interest  payment due
        on the units on December  15,  1995,  and that Rickel  filed a voluntary
        petition  for  reorganization  pursuant to Chapter 11 of the  Bankruptcy
        Code on January 10,  1996.  DLJSC  intends to defend  itself  vigorously
        against all of the  allegations  contained  in the  complaint.  Although
        there can be no assurance, DLJ does not believe that the outcome of this
        litigation  will  have  a  material  adverse  effect  on  its  financial
        condition.  Due to the  early  stage  of this  litigation,  based on the
        information  currently  available to it, DLJ's management cannot make an
        estimate of loss, if any, or predict whether or not such litigation will
        have a material  adverse  effect on DLJ's  results of  operations in any
        particular period.

        In October  1995,  DLJSC was named as a defendant  in a purported  class
        action  filed in a Texas  State Court on behalf of the holders of $550.0
        million principal amount of subordinated  redeemable discount debentures
        of National  Gypsum  Corporation  ("NGC")  canceled in connection with a
        Chapter 11 plan of reorganization  for NGC consummated in July 1993. The
        named  plaintiff  in the State  Court  action  also  filed an  adversary
        proceeding  in the U.S.  Bankruptcy  Court for the Northern  District of
        Texas  seeking a  declaratory  judgment  that the  confirmed NGC plan of
        reorganization  does not bar the class action claims.  Subsequent to the
        consummation  of NGC's plan of  reorganization,  NGC's shares traded for
        values  substantially  in excess of, and in 1995 NGC was  acquired for a
        value  substantially  in excess of, the values  upon which NGC's plan of
        reorganization   was  based.  The  two  actions  arise  out  of  DLJSC's
        activities as financial advisor to NGC in the course of NGC's Chapter 11
        reorganization proceedings.  The class action complaint alleges that the
        plan of  reorganization  submitted by NGC was based upon  projections by
        NGC and DLJSC which intentionally  understated  forecasts,  and provided
        misleading  and incorrect  information in order to hide NGC's true value
        and that  defendants  breached  their  fiduciary  duties by, among other
        things,   providing  false,  misleading  or  incomplete  information  to
        deliberately  understate  the value of NGC. The class  action  complaint
        seeks  compensatory  and punitive damages  purportedly  sustained by the
        class. On October 10, 1997, DLJSC and
  
                                      F-34
<PAGE>

        others were named as  defendants  in a new  adversary  proceeding in the
        Bankruptcy Court brought by the NGC Settlement  Trust, an entity created
        by the NGC plan of reorganization to deal with asbestos-related  claims.
        The Trust's  allegations are substantially  similar to the claims in the
        State Court action.  In court papers dated  October 16, 1997,  the State
        Court  plaintiff  indicated  that  he  would  intervene  in the  Trust's
        adversary  proceeding.  On January 21, 1998, the Bankruptcy  Court ruled
        that the State Court plaintiff's  claims were not barred by the NGC plan
        of reorganization  insofar as they alleged nondisclosure of certain cost
        reductions  announced  by NGC in October  1993.  The Texas  State  Court
        action,  which  had  been  removed  to the  Bankruptcy  Court,  has been
        remanded  back to the state  court,  which  remand is being  opposed  by
        DLJSC.  DLJSC  intends to defend  itself  vigorously  against all of the
        allegations  contained  in  the  complaints.  Although  there  can be no
        assurance,  DLJ  does not  believe  that the  ultimate  outcome  of this
        litigation  will  have  a  material  adverse  effect  on  its  financial
        condition.  Due to the early  stage of such  litigation,  based upon the
        information  currently  available to it, DLJ's management cannot make an
        estimate of loss, if any, or predict whether or not such litigation will
        have a material  adverse  effect on DLJ's  results of  operations in any
        particular period.

        In November and December 1995, DLJSC,  along with various other parties,
        was named as a defendant in a number of purported class actions filed in
        the U.S.  District  Court for the  Eastern  District of  Louisiana.  The
        complaints allege violations of the federal  securities laws arising out
        of a public  offering in 1994 of $435.0  million of first mortgage notes
        of Harrah's Jazz Company and Harrah's Jazz Finance Corp.  The complaints
        seek  to  hold  DLJSC  liable  for  various  alleged  misstatements  and
        omissions  contained  in the  prospectus  dated  November  9,  1994.  On
        February 26, 1997,  the parties agreed to a settlement of these actions,
        subject to the District Court's approval,  which was granted on July 31,
        1997. The settlement is also subject to approval by the U.S.  Bankruptcy
        Court for the Eastern District of Louisiana of proposed modifications to
        a  confirmed  plan of  reorganization  for  Harrah's  Jazz  Company  and
        Harrah's  Jazz  Finance  Corp.,  and the  satisfaction  or waiver of all
        conditions  to the  effectiveness  of the plan, as provided in the plan.
        There can be no  assurance  of the  Bankruptcy  Court's  approval of the
        modifications to the plan of  reorganization,  or that the conditions to
        the  effectiveness  of the plan  will be  satisfied  or  waived.  In the
        opinion of DLJ's management,  the settlement, if approved, will not have
        a  material  adverse  effect on DLJ's  results of  operations  or on its
        consolidated financial condition.

        In addition  to the  matters  described  above,  Equitable  Life and its
        subsidiaries  and DLJ and its subsidiaries are involved in various legal
        actions and proceedings in connection with their businesses. Some of the
        actions and  proceedings  have been brought on behalf of various alleged
        classes of  claimants  and certain of these  claimants  seek  damages of
        unspecified  amounts.  While the ultimate outcome of such matters cannot
        be predicted with certainty, in the opinion of management no such matter
        is  likely  to  have  a  material   adverse   effect  on  the  Company's
        consolidated financial position or results of operations.

15)     LEASES

        The Company  has  entered  into  operating  leases for office  space and
        certain other assets,  principally data processing  equipment and office
        furniture and  equipment.  Future minimum  payments under  noncancelable
        leases for 1998 and the succeeding  four years are $93.5 million,  $84.4
        million,  $70.2 million, $56.4 million, $47.0 million and $489.3 million
        thereafter.   Minimum   future   sub-lease   rental   income   on  these
        noncancelable  leases  for 1998 and the  succeeding  four years are $7.3
        million,  $5.9 million, $3.8 million, $2.4 million, $.8 million and $2.9
        million thereafter.

        At December 31, 1997, the minimum future rental income on  noncancelable
        operating  leases for wholly owned  investments  in real estate for 1997
        and the succeeding four years are $247.0 million, $238.1 million, $218.7
        million, $197.9 million, $169.1 million and $813.0 million thereafter.

                                      F-35
<PAGE>

16)     OTHER OPERATING COSTS AND EXPENSES

        Other operating costs and expenses consisted of the following:
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                  <C>                 <C>                <C>
        Compensation costs.................................  $       721.5       $      704.8       $      628.4
        Commissions........................................          409.6              329.5              314.3
        Short-term debt interest expense...................           31.7                8.0               11.4
        Long-term debt interest expense....................          121.2              137.3              108.1
        Amortization of policy acquisition costs...........          287.3              405.2              317.8
        Capitalization of policy acquisition costs.........         (508.0)            (391.9)            (391.0)
        Rent expense, net of sub-lease income..............          101.8              113.7              109.3
        Cursitor intangible assets writedown...............          120.9                -                  -
        Other..............................................          917.9              769.1              677.5
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     2,203.9       $    2,075.7       $    1,775.8
                                                            =================   ================   =================
</TABLE>

        During 1997, 1996 and 1995, the Company  restructured certain operations
        in  connection  with  cost  reduction   programs  and  recorded  pre-tax
        provisions  of  $42.4   million,   $24.4  million  and  $32.0   million,
        respectively.  The  amounts  paid  during  1997,  associated  with  cost
        reduction  programs,  totaled $22.8  million.  At December 31, 1997, the
        liabilities  associated with cost reduction  programs  amounted to $62.0
        million.  The 1997 cost  reduction  program  include  costs  related  to
        employee  termination  and exit costs.  The 1996 cost reduction  program
        included  restructuring  costs related to the consolidation of insurance
        operations'  service centers.  The 1995 cost reduction  program included
        relocation expenses,  including the accelerated amortization of building
        improvements   associated  with  the  relocation  of  the  home  office.
        Amortization  of DAC in 1996 included a $145.0  million  writeoff of DAC
        related to DI contracts.

17)     INSURANCE GROUP STATUTORY FINANCIAL INFORMATION

        Equitable  Life is  restricted as to the amounts it may pay as dividends
        to  the  Holding  Company.   Under  the  New  York  Insurance  Law,  the
        Superintendent  has broad discretion to determine  whether the financial
        condition of a stock life insurance company would support the payment of
        dividends to its  shareholders.  For 1997, 1996 and 1995,  statutory net
        loss  totaled  $351.7  million,   $351.1  million  and  $352.4  million,
        respectively. No amounts are expected to be available for dividends from
        Equitable Life to the Holding Company in 1998.

        At December 31, 1997, the Insurance  Group,  in accordance  with various
        government  and state  regulations,  had  $19.7  million  of  securities
        deposited with such government or state agencies.

                                      F-36
<PAGE>

        Accounting  practices used to prepare statutory financial statements for
        regulatory  filings of stock life insurance  companies differ in certain
        instances  from GAAP.  The following  reconciles  the Insurance  Group's
        statutory change in surplus and capital stock and statutory  surplus and
        capital  stock  determined  in  accordance  with  accounting   practices
        prescribed by the New York  Insurance  Department  with net earnings and
        equity on a GAAP basis.
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                 <C>                 <C>                <C>
        Net change in statutory surplus and
          capital stock....................................  $       203.6       $       56.0       $       78.1
        Change in asset valuation reserves.................          147.1              (48.4)             365.7
                                                            -----------------   ----------------   -----------------
        Net change in statutory surplus, capital stock
          and asset valuation reserves.....................          350.7                7.6              443.8
        Adjustments:
          Future policy benefits and policyholders'
            account balances...............................          (31.1)            (298.5)             (66.0)
          DAC..............................................          220.7              (13.3)              73.2
          Deferred Federal income taxes....................          103.1              108.0             (158.1)
          Valuation of investments.........................           46.8              289.8              189.1
          Valuation of investment subsidiary...............         (555.8)            (117.7)            (188.6)
          Limited risk reinsurance.........................           82.3               92.5              416.9
          Issuance of surplus notes........................            -                  -               (538.9)
          Postretirement benefits..........................           (3.1)              28.9              (26.7)
          Other, net.......................................           30.3               12.4              115.1
          GAAP adjustments of Closed Block.................            3.6               (9.8)              15.7
          GAAP adjustments of discontinued operations......          189.7              (89.6)              37.3
                                                            -----------------   ----------------   -----------------
        Net Earnings of the Insurance Group................  $       437.2       $       10.3       $      312.8
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                 December 31,
                                                            --------------------------------------------------------
                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)
        <S>                                                  <C>                 <C>                <C>
        Statutory surplus and capital stock................  $     2,462.5       $    2,258.9       $    2,202.9
        Asset valuation reserves...........................        1,444.6            1,297.5            1,345.9
                                                            -----------------   ----------------   -----------------
        Statutory surplus, capital stock and asset
          valuation reserves...............................        3,907.1            3,556.4            3,548.8
        Adjustments:
          Future policy benefits and policyholders'
            account balances...............................       (1,336.1)          (1,305.0)          (1,006.5)
          DAC..............................................        3,236.6            3,104.9            3,075.8
          Deferred Federal income taxes....................         (370.8)            (306.1)            (452.0)
          Valuation of investments.........................          783.5              286.8              417.7
          Valuation of investment subsidiary...............       (1,338.6)            (782.8)            (665.1)
          Limited risk reinsurance.........................         (254.2)            (336.5)            (429.0)
          Issuance of surplus notes........................         (539.0)            (539.0)            (538.9)
          Postretirement benefits..........................         (317.5)            (314.4)            (343.3)
          Other, net.......................................          203.7              126.3                4.4
          GAAP adjustments of Closed Block.................          814.3              783.7              830.8
          GAAP adjustments of discontinued operations......           71.5             (190.3)            (184.6)
                                                            -----------------   ----------------   -----------------
        Equity of the Insurance Group......................  $     4,860.5       $    4,084.0       $    4,258.1
                                                            =================   ================   =================
</TABLE>

                                      F-37
<PAGE>

18)     BUSINESS SEGMENT INFORMATION

        The Company has two major business  segments:  Insurance  Operations and
        Investment  Services.  Interest  expense related to debt not specific to
        either  business  segment is presented as  Corporate  interest  expense.
        Information for all periods is presented on a comparable basis.

        Insurance  Operations  offers a variety  of  traditional,  variable  and
        interest-sensitive  life insurance products,  disability income, annuity
        products,  mutual fund and other investment  products to individuals and
        small groups and  administers  traditional  participating  group annuity
        contracts with conversion  features,  generally for corporate  qualified
        pension  plans,  and  association   plans  which  provide  full  service
        retirement  programs for individuals  affiliated with  professional  and
        trade   associations.   This  segment  includes  Separate  Accounts  for
        individual insurance and annuity products.

        Investment  Services provides  investment fund management,  primarily to
        institutional  clients.  This  segment  includes  the  Company's  equity
        interest in DLJ and Separate  Accounts which provide various  investment
        options for group clients through pooled or single group accounts.

        Intersegment  investment  advisory and other fees of approximately $81.9
        million,  $127.5  million and $124.1  million  for 1997,  1996 and 1995,
        respectively,  are included in total revenues of the Investment Services
        segment.  These fees,  excluding  amounts  related to the GIC Segment of
        $5.1 million,  $15.7 million and $14.7 million for 1997,  1996 and 1995,
        respectively, are eliminated in consolidation.
<TABLE>
<CAPTION>

                                                                  1997               1996                1995
                                                            -----------------   ----------------   -----------------
                                                                                 (In Millions)

        <S>                                                 <C>                 <C>                 <C>
        Revenues
        Insurance operations...............................  $     3,684.2       $    3,770.6       $    3,614.6
        Investment services................................        1,455.1            1,126.1              949.1
        Consolidation/elimination..........................          (19.9)             (24.5)             (34.9)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $     5,119.4       $    4,872.2       $    4,528.8
                                                            =================   ================   =================

        Earnings (loss) from continuing  operations before Federal income taxes,
          minority interest and cumulative effect of accounting change
        Insurance operations...............................  $       250.3       $      (36.6)      $      303.1
        Investment services................................          485.7              311.9              224.0
        Consolidation/elimination..........................            -                   .2               (3.1)
                                                            -----------------   ----------------   -----------------
              Subtotal.....................................          736.0              275.5              524.0
        Corporate interest expense.........................          (65.3)             (66.9)             (27.9)
                                                            -----------------   ----------------   -----------------
        Total..............................................  $       670.7       $      208.6       $      496.1
                                                            =================   ================   =================
</TABLE>

<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                     <C>                 <C>
        Assets
        Insurance operations...................................................  $    68,305.9      $    60,464.9
        Investment services....................................................       13,719.8           13,542.5
        Consolidation/elimination..............................................         (403.6)            (399.6)
                                                                                ----------------   -----------------
        Total..................................................................  $    81,622.1      $    73,607.8
                                                                                ================   =================
</TABLE>

                                      F-38
<PAGE>

19)     QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

        The quarterly  results of operations  for 1997 and 1996,  are summarized
        below:
<TABLE>
<CAPTION>

                                                                    Three Months Ended
                                       ------------------------------------------------------------------------------
                                           March 31           June 30           September 30          December 31
                                       -----------------  -----------------   ------------------   ------------------
                                                                       (In Millions)
        <S>                             <C>                <C>                 <C>                  <C>         
        1997
        Total Revenues................  $     1,266.0      $     1,552.8       $    1,279.0         $    1,021.6
                                       =================  =================   ==================   ==================

        Earnings from Continuing
          Operations before
          Cumulative Effect
          of Accounting Change........  $       117.4      $       222.5       $      145.1         $       39.4
                                       =================  =================   ==================   ==================

        Net Earnings (Loss)...........  $       114.1      $       223.1       $      144.9         $      (44.9)
                                       =================  =================   ==================   ==================

        1996
        Total Revenues................  $     1,176.5      $     1,199.4       $    1,198.4         $    1,297.9
                                       =================  =================   ==================   ==================

        Earnings (Loss) from
          Continuing Operations
          before Cumulative Effect
          of Accounting Change........  $        94.8      $        87.1       $       93.2         $     (157.9)
                                       =================  =================   ==================   ==================

        Net Earnings (Loss)...........  $        71.7      $        87.1       $       93.2         $     (241.7)
                                       =================  =================   ==================   ==================
</TABLE>

        Net earnings for the three  months  ended  December 31, 1997  includes a
        charge of $212.0 million related to additions to valuation allowances on
        and   writeoffs   of  real  estate  of  $225.2   million,   and  reserve
        strengthening  on  discontinued  operations of $84.3 million offset by a
        reversal of prior years tax reserves of $97.5 million.  Net earnings for
        the three  months ended  December  31, 1996  includes a charge of $339.3
        million related to writeoffs of DAC on DI contracts of $94.3 million and
        reserve strengthenings on DI business of $113.7 million,  Pension Par of
        $47.5 million and Discontinued Operations of $83.8 million.

20)     INVESTMENT IN DLJ

        At December  31,  1997,  the  Company's  ownership  of DLJ  interest was
        approximately  34.4%. The Company's  ownership  interest will be further
        reduced  upon  the  issuance  of  common  stock  after  the  vesting  of
        forfeitable  restricted  stock units  acquired by and/or the exercise of
        options  granted to certain DLJ employees.  DLJ  restricted  stock units
        represents  forfeitable  rights to  receive  approximately  5.2  million
        shares of DLJ common stock through February 2000.

        The results of  operations  of DLJ are accounted for on the equity basis
        and  are  included  in  commissions,   fees  and  other  income  in  the
        consolidated statements of earnings. The Company's carrying value of DLJ
        is included in investment in and loans to affiliates in the consolidated
        balance sheets.

                                      F-39
<PAGE>

        Summarized  balance  sheets  information  for  DLJ,  reconciled  to  the
        Company's carrying value of DLJ, are as follows:
<TABLE>
<CAPTION>

                                                                                           December 31,
                                                                                ------------------------------------
                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Assets:
        Trading account securities, at market value............................  $   16,535.7       $   15,728.1
        Securities purchased under resale agreements...........................      22,628.8           20,598.7
        Broker-dealer related receivables......................................      28,159.3           16,858.8
        Other assets...........................................................       3,182.0            2,318.1
                                                                                ----------------   -----------------
        Total Assets...........................................................  $   70,505.8       $   55,503.7
                                                                                ================   =================

        Liabilities:
        Securities sold under repurchase agreements............................  $   36,006.7       $   29,378.3
        Broker-dealer related payables.........................................      25,706.1           19,409.7
        Short-term and long-term debt..........................................       3,670.6            2,704.5
        Other liabilities......................................................       2,860.9            2,164.0
                                                                                ----------------   -----------------
        Total liabilities......................................................      68,244.3           53,656.5
        DLJ's company-obligated mandatorily redeemed preferred
          securities of subsidiary trust holding solely debentures of DLJ......         200.0              200.0
        Total shareholders' equity.............................................       2,061.5            1,647.2
                                                                                ----------------   -----------------
        Total Liabilities, Cumulative Exchangeable Preferred Stock and
          Shareholders' Equity.................................................  $   70,505.8       $   55,503.7
                                                                                ================   =================

        DLJ's equity as reported...............................................  $    2,061.5       $    1,647.2
        Unamortized cost in excess of net assets acquired in 1985
          and other adjustments................................................          23.5               23.9
        The Holding Company's equity ownership in DLJ..........................        (740.2)            (590.2)
        Minority interest in DLJ...............................................        (729.3)            (588.6)
                                                                                ----------------   -----------------
        The Company's Carrying Value of DLJ....................................  $      615.5       $      492.3
                                                                                ================   =================
</TABLE>

        Summarized  statements of earnings information for DLJ reconciled to the
        Company's equity in earnings of DLJ is as follows:
<TABLE>
<CAPTION>

                                                                                     1997                1996
                                                                                ----------------   -----------------
                                                                                           (In Millions)
        <S>                                                                      <C>                <C>
        Commission, fees and other income......................................  $    2,356.8       $    1,818.2
        Net investment income..................................................       1,652.1            1,074.2
        Dealer, trading and investment gains, net..............................         631.6              598.4
                                                                                ----------------   -----------------
        Total revenues.........................................................       4,640.5            3,490.8
        Total expenses including income taxes..................................       4,232.3            3,199.5
                                                                                ----------------   -----------------
        Net earnings...........................................................         408.2              291.3
        Dividends on preferred stock...........................................          12.1               18.7
                                                                                ----------------   -----------------
        Earnings Applicable to Common Shares...................................  $      396.1       $      272.6
                                                                                ================   =================

        DLJ's earnings applicable to common shares as reported.................  $      396.1       $      272.6
        Amortization of cost in excess of net assets acquired in 1985..........          (1.3)              (3.1)
        The Holding Company's equity in DLJ's earnings.........................        (156.8)            (107.8)
        Minority interest in DLJ...............................................        (109.1)             (73.4)
                                                                                ----------------   -----------------
        The Company's Equity in DLJ's Earnings.................................  $      128.9       $       88.3
                                                                                ================   =================
</TABLE>

                                      F-40
<PAGE>

21)     ACCOUNTING FOR STOCK-BASED COMPENSATION

        The  Holding  Company  sponsors a stock  option  plan for  employees  of
        Equitable  Life.  DLJ and Alliance  each sponsor  their own stock option
        plans for  certain  employees.  The  Company  has elected to continue to
        account for  stock-based  compensation  using the intrinsic value method
        prescribed  in APB No.  25. Had  compensation  expense  for the  Holding
        Company,  DLJ and  Alliance  Stock  Option  Incentive  Plan options been
        determined  based  on SFAS  No.  123's  fair  value  based  method,  the
        Company's  pro forma net  earnings  for 1997,  1996 and 1995  would have
        been:
<TABLE>
<CAPTION>

                                                                        1997              1996             1995
                                                                   ---------------   ---------------  ---------------
                                                                                     (In Millions)
        <S>                                                         <C>               <C>              <C>
        Net Earnings:
          As Reported.............................................  $      437.2      $      10.3      $      312.8
          Pro Forma...............................................  $      426.3      $       3.3      $      311.3
</TABLE>

        The fair value of options  granted  after  December 31, 1994,  used as a
        basis for the above pro forma disclosures,  was estimated as of the date
        of grants  using the  Black-Scholes  option  pricing  model.  The option
        pricing assumptions for 1997, 1996 and 1995 are as follows:
<TABLE>
<CAPTION>

                                  Holding Company                      DLJ                            Alliance
                           ------------------------------ ------------------------------- ----------------------------------
                             1997      1996       1995      1997       1996       1995      1997        1996        1995
                           -------------------- --------- ---------- ---------- --------- ---------- ----------- -----------
        <S>                 <C>       <C>        <C>        <C>        <C>       <C>        <C>        <C>        <C>
        Dividend yield....    0.48%     0.80%      0.96%      0.86%      1.54%     1.85%      8.00%      8.00%      8.00%

        Expected volatility  20.00%    20.00%     20.00%     33.00%     25.00%    25.00%     26.00%     23.00%     23.00%

        Risk-free interest
          rate............    5.99%     5.92%      6.83%      5.96%      6.07%     5.86%      5.70%      5.80%      6.00%

        Expected life.....  5 years   5 years    5 years   5 years    5 years   5 years   7.6 years  7.43 years  7.43 years

        Weighted average
          grant-date fair
          value per option   $12.25     $6.94      $5.90    $22.45      $9.35     $7.36      $4.36      $2.69      $2.24

</TABLE>

                                      F-41
<PAGE>

        A summary of the Holding Company,  DLJ and Alliance's option plans is as
        follows:
<TABLE>
<CAPTION>

                                        Holding Company                     DLJ                         Alliance
                                  ----------------------------- ----------------------------- -----------------------------
                                                    Options                       Options                       Options
                                                  Outstanding                   Outstanding                   Outstanding
                                                    Weighted                      Weighted                     Weighted
                                                    Average                       Average                       Average
                                      Shares        Exercise        Shares        Exercise        Units        Exercise
                                  (In Millions)      Price      (In Millions)      Price      (In Millions)      Price
                                  --------------- ------------- --------------- ------------- -----------------------------
       <S>                            <C>          <C>             <C>         <C>               <C>          <C>
        Balance as of
          January 1, 1995........       6.8           $20.31          -                             3.8          $15.46
          Granted................        .4           $20.27          9.2         $27.00            1.8          $20.54
          Exercised..............       (.1)          $20.00          -                             (.5)         $11.20
          Expired................       (.1)          $20.00          -                             -
          Forfeited..............       (.3)          $22.24          -                             (.3)         $16.64
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1995......       6.7           $20.27          9.2         $27.00            4.8          $17.72
          Granted................        .7           $24.94          2.1         $32.54             .7          $25.12
          Exercised..............       (.1)          $19.91          -                             (.4)         $13.64
          Expired................       -                             -                             -
          Forfeited..............       (.6)          $20.21          (.2)        $27.00            (.1)         $19.32
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1996......       6.7           $20.79         11.1         $28.06            5.0          $19.07
          Granted................       3.2           $41.85          3.2         $61.07            1.1          $36.56
          Exercised..............      (1.6)          $20.26          (.1)        $32.03            (.6)         $16.11
          Forfeited..............       (.4)          $23.43          (.1)        $27.51            (.2)         $21.28
                                  ---------------               -------------                 ---------------

        Balance as of
          December 31, 1997......       7.9           $29.05         14.1         $35.56            5.3          $22.82
                                  ===============               =============                 ===============
</TABLE>

                                      F-42
<PAGE>

        Information  about options  outstanding  and exercisable at December 31,
        1997 is as follows:
<TABLE>
<CAPTION>

                                             Options Outstanding                           Options Exercisable
                             ----------------------------------------------------  ------------------------------------
                                                    Weighted
                                                    Average         Weighted                              Weighted
              Range of             Number          Remaining         Average             Number           Average
              Exercise          Outstanding       Contractual       Exercise          Exercisable         Exercise
               Prices          (In Millions)      Life (Years)        Price          (In Millions)         Price
        --------------------- ----------------- ----------------- ---------------  ------------------- ----------------

               Holding
               Company
        ----------------------
       <S>                         <C>                <C>            <C>                 <C>              <C>
        $18.125   -$27.75            4.8               5.84           $20.94              3.0              $20.41
        $28.50    -$45.25            3.1               9.57           $41.84              -                  -
                              -----------------                                    -------------------
        $18.125   -$45.25            7.9               7.29           $29.05              3.0              $20.41
                              ================= ================= ===============  =================== ================

                 DLJ
        ----------------------
        $27.00    -$35.99           10.9               8.0            $28.05              4.9              $27.58
        $36.00    -$50.99             .8               9.3            $40.04              -                  -
        $51.00    -$76.00            2.4               9.8            $67.77              -                  -
                              -----------------                                    -------------------
        $27.00    -$76.00           14.1               8.4            $35.56              4.9              $27.58
                              ================= ================= ================  =================== =================

              Alliance
        ----------------------
        $ 6.0625   -$17.75           1.1               3.86           $13.20              1.0              $13.04
        $19.375    -$19.75            .8               7.34           $19.39               .3              $19.39
        $19.875    -$21.375          1.1               8.28           $20.13               .6              $20.19
        $22.25     -$27.50           1.3               9.81           $23.81               .4              $23.29
        $36.9375   -$37.5625         1.0               9.95           $36.95              -                  -
                              -----------------                                    -------------------
        $  6.0625  -$37.5625         5.3               7.58           $22.82              2.3              $17.43
                              ================= ================== ==============  ====================== =============
</TABLE>

                                      F-43

<PAGE>
                                                                      Appendix A

COMMUNICATING PERFORMANCE DATA

In reports or other  communications to policyowners or in advertising  material,
we may describe  general economic and market  conditions  affecting the Separate
Account  and the  Trusts  and may  compare  the  performance  or  ranking of the
Separate  Account  Funds  and the  Trusts'  portfolios  with  (1)  that of other
insurance  company  separate  accounts or mutual funds  included in the rankings
prepared  by Lipper  Analytical  Services,  Inc.,  Morningstar,  Inc. or similar
investment  services that monitor the performance of insurance  company separate
accounts or mutual funds, (2) other appropriate indices of investment securities
and averages for peer  universes of funds,  or (3) data  developed by us derived
from such indices or averages.  Advertisements or other communications furnished
to  present  or  prospective  policyowners  may also  include  evaluations  of a
Separate  Account Fund or Trust  portfolio by  financial  publications  that are
nationally recognized such as Barron's, Morningstar's Variable Annuities / Life,
Business Week,  Forbes,  Fortune,  Institutional  Investor,  Money,  Kiplinger's
Personal Finance, Financial Planning,  Investment Adviser, Investment Management
Weekly,   Money  Management   Letter,   Investment   Dealers  Digest,   National
Underwriter,  Pension & Investments,  USA Today,  Investor's Daily, The New York
Times, The Wall Street Journal, the Los Angeles Times and the Chicago Tribune.

Performance data for peer universes of funds with similar investment  objectives
are compiled by Lipper Analytical Services, Inc. (Lipper) in its Lipper Variable
Insurance Products Performance Analysis Service (Lipper Survey) and Morningstar,
Inc. in the Morningstar Variable Annuity / Life Report (Morningstar Report).

The Lipper Survey records  performance  data as reported to it by over 800 funds
underlying  variable  annuity and life  insurance  products.  The Lipper  Survey
divides these actively managed funds into 25 categories by portfolio objectives.
The Lipper Survey contains two different universes, which differ in terms of the
types of fees reflected in performance  data.  The "Separate  Account"  universe
reports  performance data net of investment  management  fees,  direct operating
expenses and asset-based charges applicable under variable insurance and annuity
contracts. The "Mutual Fund" universe reports performance net only of investment
management  fees  and  direct  operating   expenses,   and  therefore   reflects
asset-based charges that relate only to the underlying mutual fund.

The Morningstar Report consists of over 700 variable life and annuity funds, all
of which report their data net of investment  management fees,  direct operating
expenses and separate account level charges.

LONG-TERM MARKET TRENDS

As a tool for  understanding  how  different  investment  strategies  may affect
long-term  results,  it may be useful to  consider  the  historical  returns  on
different types of assets. The following chart presents historical return trends
for various types of securities.  The information presented,  while not directly
related to the  performance of the Funds of the Separate  Account or the Trusts'
portfolios,  may help to  provide a  perspective  on the  potential  returns  of
different  asset  classes over  different  periods of time.  By  combining  this
information  with your knowledge of your own financial needs, you may be able to
better determine how you wish to allocate your Survivorship 2000 premiums.

Historically, the investment performance of common stocks over the long term has
generally been superior to that of long- or short-term debt securities, although
common  stocks have been  subject to more  dramatic  changes in value over short
periods of time.  The Alliance  Common  Stock Fund of the Separate  Account may,
therefore,  be a desirable  selection for policyowners who are willing to accept
such risks.  Policyowners  who have a need to limit short-term risk, may find it
preferable to allocate a smaller percentage of their net premiums to those funds
that invest  primarily in common stock.  Any investment in  securities,  whether
equity or debt,  involves  varying  degrees of  potential  risk,  in addition to
offering varying degrees of potential reward.

The chart on page A-2  illustrates  the average annual  compound rates of return
over selected time periods  between  December 31, 1926 and December 31, 1997 for
common  stocks,   long-term   government  bonds,   long-term   corporate  bonds,
intermediate-term  government bonds and Treasury Bills. The Consumer Price Index
is shown as a measure of inflation for comparison  purposes.  The average annual
returns assume the reinvestment of dividends, capital gains and interest.

The  information  presented  is an  historical  record  of  unmanaged  groups of
securities  and is neither an estimate  nor a guarantee  of future  results.  In
addition,  investment management fees and expenses and charges associated with a
variable life insurance policy, are not reflected.

The rates of return illustrated do not represent returns of the Separate Account
or the Trusts and do not constitute a representation that the performance of the
Separate  Account Funds or the Trusts'  portfolios  will  correspond to rates of
return such as those illustrated in the chart. For a comparative illustration of
performance results of The Hudson River Trust plus performance of other Alliance
funds with investment  policies and objectives  similar to those of the Alliance
Small  Cap  Growth  portfolio,  see  page  B-1  of  the  HRT  prospectus.  For a
comparative  illustration of performance  results of certain public mutual funds
which are similar to EQAT  portfolios  and are managed by EQAT's  Advisers,  see
page A-1 of the EQAT prospectus.

                                      A-1

<PAGE>

<TABLE>
<CAPTION>
                                                    AVERAGE ANNUAL RATES OF RETURN
- ------------------------------------------------------------------------------------------------------------------------------------
FOR THE
FOLLOWING                                       LONG-TERM    LONG-TERM     INTERMEDIATE-    U.S.         CONSUMER
PERIODS ENDING                      COMMON     GOVERNMENT    CORPORATE      TERM GOV'T    TREASURY        PRICE
12/31/97:                           STOCKS        BONDS        BONDS           BONDS        BILLS         INDEX
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>          <C>           <C>             <C>          <C>            <C>  
 1 year.........................    33.36%       15.85%        12.95%          8.38%        5.26%          1.92%
 3 years........................    31.15        14.76         13.36           8.93         5.35           2.59
 5 years........................    20.24        10.51          9.22           6.40         4.57           2.64
10 years........................    18.05        11.32         10.85           8.33         5.44           3.43
20 years........................    16.65        10.39         10.29           9.51         7.29           4.90
30 years........................    12.12         8.63          8.86           8.52         6.77           5.34
40 years........................    12.30         6.71          7.09           7.10         5.85           4.44
50 years........................    13.12         5.70          6.07           6.04         4.99           3.94
60 years........................    12.53         5.31          5.54           5.44         4.18           4.11
Since 1926......................    10.99         5.19          5.71           5.25         3.77           3.17
Inflation Adjusted
Since 1926......................     7.58         1.96          2.46           2.02         0.58

</TABLE>
- -------------------------
Source:  Ibbotson,  Roger G. and Rex A. Sinquefield,  STOCKS,  BONDS, BILLS, AND
INFLATION  (SBBI),  1982,  updated in STOCKS,  BONDS,  BILLS, AND INFLATION 1998
YEARBOOK,(TM)Ibbotson Associates, Inc., Chicago. All rights reserved.

Common  Stocks (S&P 500) -- Standard and Poor's  Composite  Index,  an unmanaged
weighted  index of the  stock  performance  of 500  industrial,  transportation,
utility and financial companies.

Long-Term  Government Bonds -- Measured using a one-bond  portfolio  constructed
each year  containing a bond with  approximately  a  twenty-year  maturity and a
reasonably current coupon.

Long-Term  Corporate  Bonds -- For the period  1969 - 1997,  represented  by the
Salomon Brothers Long-Term, High-Grade Corporate Bond Index; for the period 1946
- - 1968,  the Salomon  Brothers'  Index was  backdated  using  Salomon  Brothers'
monthly yield data and a methodology  similar to that used by Salomon for 1969 -
1997;  for the period 1926 - 1945,  the Standard and Poor's  monthly  High-Grade
Corporate  Composite  yield  data were used,  assuming a 4 percent  coupon and a
twenty-year maturity.

Intermediate-Term   Government  Bonds  --  Measured  by  a  one-bond   portfolio
constructed each year containing a bond with approximately a five-year maturity.

U.S. Treasury Bills -- Measured by rolling over each month a one-bill  portfolio
containing,  at the  beginning  of each  month,  the bill  having  the  shortest
maturity not less than one month.

Inflation  --  Measured  by the  Consumer  Price  Index for all Urban  Consumers
(CPI-U), not seasonally adjusted.
- --------------------------------------------------------------------------------
    

                                      A-2

<PAGE>

                                     PART II

                   REPRESENTATION REGARDING REASONABLENESS OF
                        AGGREGATE POLICY FEES AND CHARGES
   
Equitable represents that the fees and charges deducted under the Policies
described in this Registration Statement, in the aggregate, are reasonable in
relation to the services rendered, the expenses to be incurred, and the risks
assumed by Equitable under the Policies, Equitable bases its representation on
its assessment of all of the facts and circumstances, including such relevant
factors as: the nature and extent of such services, expenses and risks, the need
for Equitable to earn a profit, the degree to which the Policies include
innovative features, and regulatory standards for the grant of exemptive relief
under the Investment Company Act of 1940 used prior to October 1996, including
the range of industry practice. This representation applies to all policies sold
pursuant to this Registration Statement, including those sold on the terms
specifically described in the prospectuses contained herein, or any variations
therein, based on supplements, data pages or riders to any policies or
prospectuses, or otherwise.
    

                       CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

The facing sheet.

Reconciliation and Tie, previously filed with this Registration
Statement File No. 333-17641 on December 11, 1996.

   
The Supplement (for inforce business) dated May 1, 1998, consisting 
of 86 pages.

The Supplement (for new business) dated May 1, 1998, consisting of 1 page.

The Prospectus (EQF channel) dated May 1, 1998, consisting of 118 pages.

The Prospectus (EDI channel) dated May 1, 1998, consisting of 117 pages.
    

Representation regarding reasonableness of aggregate policy fees and charges.

Undertaking to file reports, previously filed with this Registration Statement
File No. 333-17641 on December 11, 1996.

Undertaking pursuant to Rule 484(b)(1) under the Securities Act of 1933,
previously filed with this Registration Statement File No. 333-17641 on December
11, 1996.

The signatures.

Written Consents of the following persons:

   
    

Barbara Fraser, F.S.A., M.A.A.A., Vice President of Equitable (See exhibit 2(b))

Independent Public Accountants (See exhibit 6)

The following exhibits: Exhibits required by Article IX, paragraph A of Form
N-8B-2:

<TABLE>
<CAPTION>

<S>     <C>                <C>
        1-A(1)(a)(i)       Certified resolutions re Authority to Market Variable Life Insurance
                           and Establish Separate Accounts, previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.


        1-A(2)             Inapplicable.

        1-A(3)(a)          See Exhibit 1-A(8).

</TABLE>

                                      II-1
<PAGE>

<TABLE>
<CAPTION>

<S>      <C>               <C>
         1-A(3)(b)         Broker-Dealer and General Agent Sales Agreement,
                           previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(3)(c)         See Exhibit 1-A(8)(i).

         1-A(4)            Inapplicable.

         1-A(5)(a)(i)      Flexible Premium Joint Survivorship Variable Life Policy (92-500.)
                           (Equitable Variable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(a)(ii)     Flexible Premium Joint Survivorship Variable Life Policy (92-500.)
                           (Equitable), previously filed with this Registration Statement 
                           File No. 333-17641 on December 11, 1996.

         1-A(5)(b)         Name Change Endorsement (S.97-1), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(c)         Estate Protector Rider (R92-208) (Equitable Variable), previously
                           filed with this Registration Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(d)         Estate Protector Rider (R92-208) (Equitable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(e)         Option to Split Flexible Premium Joint Survivorship Variable Life 
                           Policy Upon Divorce Rider (R92-209) (Equitable Variable), previously filed
                           with this Registration Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(f)         Option to Split Flexible Premium Joint Survivorship Variable Life Policy
                           Upon Divorce Rider (R92-209) (Equitable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(g)         Option to Split Flexible Premium Joint Survivorship Variable Life 
                           Policy Upon Federal Tax Law Change Rider (R92-210)
                           (Equitable Variable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(h)         Option to Split Flexible Premium Joint Survivorship Variable Life 
                           Policy Upon Federal Tax Law Change Rider (R92-210) (Equitable),
                           previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

        1-A(5)(i)          Accelerated Death Benefit Rider (Equitable Variable), previously
                           filed with this Registration Statement 
                           File No. 333-17641 on December 11, 1996.

        1-A(5)(j)          Accelerated Death Benefit Rider (Equitable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.
</TABLE>

                                      II-2
<PAGE>

<TABLE>
<CAPTION>

<S>      <C>               <C>

         1-A(5)(k)         Free Look Rider (Equitable Variable), previously filed with this Registration
                           Statement File No 333-17641 on December 11, 1996.

         1-A(5)(l)         Free Look Rider  (Equitable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(m)         Unisex Rider (Equitable Variable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(5)(n)         Unisex Rider (Equitable), previously filed with this 
                           Registration Statement File No. 333-17641 on December 11, 1996.

   
         1-A(6)(a)         Declaration and Charter of Equitable, as amended January 1, 1997, previously filed with this 
                           Registration Statement File No. 33-17641 on April 30, 1997.

         1-A(6)(b)         By-Laws of Equitable, as amended November 21, 1996, previously filed with this Registration Statement 
                           File No. 33-17641 on April 30, 1997.
    

         1-A(7)            Inapplicable.

         1-A(8)            Distribution and Servicing Agreement among EQ Financial Consultants, Inc.
                           (formerly known as Equico Securities, Inc.), Equitable and Equitable Variable
                           dated as of May 1, 1994, previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(8)(i)         Schedule of Commissions, previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(9)(a)         Agreement and Plan of Merger of Equitable Variable
                           with and into Equitable dated September 19, 1996,
                           previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

         1-A(9)(b)         Form of Participation Agreement among EQ Advisors Trust, Equitable,
                           Equitable Distributors, Inc. and EQ Financial Consultants, Inc.,
                           incorporated by reference to the Registration Statement of EQ Advisors
                           Trust on Form N-1A (File Nos. 333-17217 and 811-07953).

         1-A(10)(a)        Application EV4-200Y. (Equitable Variable), previously filed with
                           this Registration Statement File No. 333-17641 on December 11, 1996.

         1-A(10)(b)        Application EV4-200Y. (Equitable), previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

Other Exhibits:

         2(a)(i)           Opinion and Consent of Mary P. Breen, Vice President and Associate
                           General Counsel of Equitable, previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.

   
         2(a)(ii)          Opinion and Consent of Mary P. Breen, Vice President and Associate General
                           Counsel of Equitable, previously filed with this Registration Statement File No. 33-17641 on 
                           April 30, 1997.
    

         2(b)(i)           Opinion and Consent dated April 24, 1995 of Barbara Fraser,
                           F.S.A., M.A.A.A., Vice President of Equitable,
                           previously filed with this Registration
                           Statement File No. 333-17641 on December 11, 1996.
</TABLE>

                                      II-3
<PAGE>

<TABLE>
<CAPTION>

<S>      <C>               <C>

         2(b)(ii)          Opinion and Consent dated April 22, 1996 of Barbara Fraser,
                           F.S.A., M.A.A.A., Vice President of Equitable,
                           previously filed with this Registration Statement
                           File No. 333-17641 on December 11, 1996.

         2(b)(iii)         Consent dated December 9, 1996 of Barbara Fraser,
                           F.S.A., M.A.A.A., Vice President of Equitable relating to
                           Exhibits 2(b)(i) and 2(b)(ii), previously filed
                           with this Registration Statement File No.
                           33-17641 on December 11, 1996.

         2(b)(iv)         Opinion and Consent dated December 9, 1996 of Barbara Fraser,
                           F.S.A., M.A.A.A., Vice President of Equitable,
                           previously filed with this Registration Statement
                           File No. 333-17641 on December 11, 1996.

   
         2(b)(v)           Opinion and Consent of Barbara Fraser, F.S.A., 
                           M.A.A.A., Vice President of Equitable, previously filed with 
                           this Registration Statement File No. 33-17641 on April 30, 1997.

         2(b)(vi)          Opinion and Consent of Barbara Fraser, F.S.A., M.A.A.A., Vice
                           President of Equitable.
    

         3                 Inapplicable.

         4                 Inapplicable.

         6                 Consent of Independent Public Accountant.

   
         7                 Powers-of-Attorney.

    
         8                 Description of Equitable's Issuance, Transfer and Redemption
                           Procedures for Flexible Premium Policies pursuant to Rule
                           6e-3(T)(b)(12)(iii) under the Investment Company Act of 1940,
                           previously filed with this Registration Statement File No. 333-17641
                           on December 11, 1996.

   
    

</TABLE>

                                      II-4
<PAGE>



                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it meets all the requirements for effectiveness of this amendment
to the Registration Statement pursuant to paragraph (b) of Rule 485 under the
Securities Act of 1933 and has duly caused this amendment to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, and its seal to be hereunto affixed and attested, in the City and
State of New York, on the 30th day of April, 1998.

                                     SEPARATE ACCOUNT FP OF THE EQUITABLE
                                     LIFE ASSURANCE SOCIETY OF THE UNITED STATES

                                     By:   THE EQUITABLE LIFE
                                           ASSURANCE SOCIETY OF
                                           THE UNITED STATES,
                                           DEPOSITOR



                                     By:   /s/ Judy A. Faucett
                                           ------------------------------
                                              (Judy A. Faucett)
                                               Senior Vice President



Attest:  /s/ Linda Galasso
        ------------------------
            (Linda Galasso)
             Assistant Secretary
             April 30, 1998


                                      II-5
<PAGE>


                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, the Depositor
certifies that it meets all the requirements for effectiveness of this amendment
to the Registration Statement pursuant to paragraph (b) of Rule 485 under the
Securities Act of 1933 and it has duly caused this amendment to the Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City and State of New York, on the 30th day of April, 1998.

                                            THE EQUITABLE LIFE ASSURANCE
                                            SOCIETY OF THE UNITED STATES


                                            By:  /s/ Judy A. Faucett
                                                --------------------------------
                                                    (Judy A. Faucett)
                                                     Senior Vice President

      Pursuant to the requirements of the Securities Act of 1933, this amendment
to the Registration Statement has been signed by the following persons in the
capacities and on the date indicated:


PRINCIPAL EXECUTIVE OFFICERS:

*Edward D. Miller                   Chairman of the Board and
                                    Chief Executive Officer

*Michael Hegarty                    President and Chief Operating Officer

PRINCIPAL FINANCIAL OFFICER:

*Stanley B. Tulin                   Vice Chairman of the Board
                                    and Chief Financial Officer

PRINCIPAL ACCOUNTING OFFICER:

/s/ Alvin H. Fenichel
- --------------------------
    Alvin H. Fenichel               Senior Vice President and Controller
    April 30, 1998


*DIRECTORS:


Francoise Colloc'h      Donald J. Greene               George T. Lowy           
Henri de Castries       John T. Hartley                Edward D. Miller         
Joseph L. Dionne        John H.F. Haskell, Jr.         Didier Pineau-Valencienne
Denis Duverne           Michael Hegarty                George J. Sella, Jr.     
William T. Esrey        Mary R. (Nina) Henderson       Stanley B. Tulin         
Jean-Rene Fourtou       W. Edwin Jarmain               Dave H. Williams         
Norman C. Francis       G. Donald Johnston, Jr.



*By:  /s/ Judy A. Faucett
     -----------------------
         (Judy A. Faucett)
          Attorney-in-Fact
          April 30, 1998


                                      II-6
<PAGE>
                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
EXHIBIT NO.                                                                                      TAG VALUE
- -----------                                                                                      ---------

<S>                    <C>                                                                         <C>


   
2(b)(vi)               Opinion and Consent of Barbara Fraser, 
                       F.S.A., M.A.A.A., Vice President of Equitable.                              EX-99.2bvi OPINION
    

6                      Consent of Independent Public Accountant.                                   EX-99.6
   

7                      Powers-of-Attorney.                                                         EX-99.7 POW ATTY


    

</TABLE>







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

                                      II-7



                                                April 30, 1998


The Equitable Life Assurance
 Society of the United States
1290 Avenue of the Americas
New York, New York  10104


      This opinion is furnished in connection with the Registration Statement on
Form S-6, File No. 333-17641 ("Registration Statement") of Separate Account FP
("Separate Account FP") of The Equitable Life Assurance Society of the United
States ("Equitable") covering an indefinite number of units of interest in
Separate Account FP under Survivorship 2000 (policy form no. 92-500), flexible
premium joint survivorship variable life insurance policies ("Policies"). Net
premiums received under the Policies may be allocated to Separate Account FP as
described in the Prospectuses included in the Registration Statement.

      I participated in the preparation of the Policies and I am familiar with
their provisions. I am also familiar with the description contained in the
prospectuses. In my opinion:

      1.  The Illustrations of Cash Surrender Values Based on Historical
          Investment Results in the Summary to the Prospectus and the
          Illustrations of Policy Benefits in Part 4 of the Prospectuses (the
          "Illustrations") are consistent with the provisions of the Policies.
          The assumptions upon which these Illustrations are based, including
          the current cost of insurance and expense charges, are stated in the
          Summary and in Part 4 of the Prospectuses and are reasonable. The
          Policies have not been designed so as to make the relationship between
          premiums and benefits, as shown in the Illustrations, appear
          disproportionately more favorable to prospective purchasers of
          Policies for joint insureds who are non-smoker standard risk males age
          55 and non-smoker standard risk females age 50, than to prospective
          joint insureds who have different underwriting characteristics. The
          particular Illustrations shown were not selected for the purpose of
          making the relationship appear more favorable.

      I hereby consent to the use of this opinion as an exhibit to the
Registration Statement and to the reference to my name under the heading
"Accounting and Actuarial Experts" in the Prospectuses.


                                               Very truly yours,




                                               /s/ Barbara Fraser
                                              -------------------------------
                                                   Barbara Fraser,
                                                   F.S.A., M.A.A.A.
                                                   Vice President
                                                   The Equitable Life Assurance
                                                   Society of the United States

51503





                       CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the use in the two Prospectuses and the Prospectus
Supplement constituting part of this Post-Effective Amendment No. 2 to the
Registration Statement No. 333-17641 on Form S-6 of (1) our report dated
February 10, 1998 relating to the financial statements of The Equitable Life
Assurance Society of the United States Separate Account FP for the year ended
December 31, 1997, and (2) our report dated February 10, 1998 relating to the
consolidated financial statements of The Equitable Life Assurance Society of the
United States for the year ended December 31, 1997, which reports appear in such
Prospectuses and Prospectus Supplement. We also consent to the reference to us
under the heading "Accounting and Actuarial Experts" in the two Prospectuses and
"Financial Statements" in the Prospectus Supplement.


/s/ Price Waterhouse LLP

Price Waterhouse LLP
New York, New York
April 30, 1998





                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 20th day of February, 1998




                                            /s/ Francoise Colloc'h
                                            ----------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 2nd day of March, 1998



                                                     /s/ Henri de Castries
                                                     ---------------------








59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                     /s/ Joseph L. Dionne
                                                     --------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                /s/ Denis Duverne
                                                -----------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                     /s/ William T. Esrey
                                                     --------------------
                                                      William T. Esrey








59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 23th day of February, 1998



                                                     /s/ Jean-Rene Fourtou
                                                     ---------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                     /s/ Norman C. Francis
                                                     ---------------------








59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                     /s/ Donald J. Greene
                                                     --------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                     /s/ John T. Hartley
                                                     -------------------








59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                               /s/ John H.F. Haskell, Jr.
                                               --------------------------








59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 26th day of January, 1998



                                               /s/ Michael Hegarty
                                               -------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                             /s/ Mary R. (Nina) Henderson
                                             ----------------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 29th day of January, 1998



                                                     /s/ W. Edwin Jarmain
                                                     --------------------








59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 2nd day of February, 1998



                                          /s/ G. Donald Johnston, Jr.
                                          ---------------------------










59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998


                                                     /s/ George T. Lowy
                                                     ------------------










59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998



                                                     /s/ Edward D. Miller
                                                     --------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 17th day of February, 1998



                                             /s/ Didier Pineau-Valencienne
                                             -----------------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 4th day of February, 1998



                                                     /s/ George J. Sella Jr.
                                                     -----------------------









59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998


                                                     /s/ Stanley B. Tulin
                                                     --------------------










59838


<PAGE>




                                POWER OF ATTORNEY
                                -----------------


         KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or
director of The Equitable Life Assurance Society of the United States (the
"Company"), a New York stock life insurance company, hereby constitutes and
appoints Jerome S. Golden, Judy A. Faucett, Mark A. Hug, James D. Goodwin,
Pauline Sherman, Michael F. McNelis, Naomi J. Weinstein, Maureen K. Wolfson,
Mildred Oliver, Mary P. Breen and each of them (with full power to each of them
to act alone), his or her true and lawful attorney-in-fact and agent, with full
power of substitution to each, for him or her and on his or her behalf and in
his or her name, place and stead, to execute and file any of the documents
referred to below relating to registrations under the Securities Act of 1933,
the Securities Exchange Act of 1934 and the Investment Company Act of 1940 with
respect to any insurance or annuity contracts or other agreements providing for
allocation of amounts to Separate Accounts of the Company, and related units or
interests in Separate Accounts: registration statements on any form or forms
under the Securities Act of 1933 and the Investment Company Act of 1940 and
annual reports on any form or forms under the Securities Exchange Act of 1934,
and any and all amendments and supplements thereto, with all exhibits and all
instruments necessary or appropriate in connection therewith, each of said
attorneys-in-fact and agents and his, her or their substitutes being empowered
to act with or without the others, and to have full power and authority to do or
cause to be done in the name and on behalf of the undersigned each and every act
and thing requisite and necessary or appropriate with respect thereto to be done
in and about the premises in order to effectuate the same, as fully to all
intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorneys-in-fact and agents, or any of
them, may do or cause to be done by virtue hereof.

         IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand
this 19th day of February, 1998


                                                     /s/ Dave H. Williams
                                                     --------------------










59838


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